HomeMy WebLinkAbout2025-12-09 Policy & Services Committee Agenda PacketPOLICY AND SERVICES COMMITTEE
Regular Meeting
Tuesday, December 09, 2025
Council Chambers & Hybrid
6:00 PM
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CALL TO ORDER
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ACTION ITEMS
1.Office of the City Auditor Presentation of the Contract Solicitation & Authority Levels
Advisory Report
2.Recommend City Council Adoption of a Local Policy to Implement the Foundational
Principles of the United Nations Convention on the Elimination of all forms of
Discrimination Against Women (CEDAW) - Ordinance Adoption; CEQA – Not a Project
3.Discussion and Recommendation to City Council Regarding the 2026 City Council Priority
Setting Process Late Packet Report Added
4.Review and Recommendation to the City Council on Suggested Changes for the City
Council Procedures and Protocols Handbook Supplemental Report Added
5.Report Out on Status of Policy & Services Committee Referrals; CEQA – Not a Project
FUTURE MEETINGS AND AGENDAS
Members of the public may not speak to the item(s)
ADJOURNMENT
2 December 09, 2025
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4 December 09, 2025
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Policy & Services Committee
Staff Report
From: City Manager
Report Type: ACTION ITEMS
Lead Department: City Auditor
Meeting Date: December 9, 2025
Report #:2509-5176
TITLE
Office of the City Auditor Presentation of the Contract Solicitation & Authority Levels Advisory
Report
RECOMMENDATION
The Office of the City Auditor recommends the Policy & Services Committee recommend the
City Council accept the results of the Contract Solicitation & Authority Levels Advisory Report.
BACKGROUND
Baker Tilly Advisory, in its capacity serving as the Office of the City Auditor (OCA), performed a
citywide risk assessment that evaluated a wide range of risk areas, including strategic, financial,
operational, compliance, technological, and reputational risks. The purpose of the assessment
was to identify and prioritize risks to develop the annual audit plan. During the FY24 risk
assessment, the OCA identified purchasing cards as a potential area of risk and included the
audit as part of the FY25 Annual Audit Plan. While working on the purchasing card audit, overall
contract solicitation and authority levels were identified as an additional area of potential risk
for the City. OCA, in collaboration with City management, included this advisory project as part
of the City Council approved FY26 Annual Audit Plan.
ANALYSIS
The objective for the Contract Solicitation and Authority Levels Advisory Project was to assess
and benchmark the City’s current contract solicitation and approval authority level thresholds.
The City’s procurement procedures were last amended in 20161. Since then, market conditions
and costs have changed significantly. According to industry cost indices and economic
benchmarks, construction costs have increased by approximately 67%2, goods and general
1 See Ordinance 5387 of the Council of the City of Palo Alto Amending Chapter 2.30 of the Palo Alto Municipal Code
2 Department of General Services (DGS) California Construction Cost Index CCCI, DGS California Construction Cost Index CCCI
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services by 41%5, and professional services by 35%6. Despite these changes, solicitation
thresholds and authority levels have remained static, creating inefficiencies and administrative
burdens.
Management Response
5 Municipal Cost Index (MCI), developed by American City & County, The Municipal Cost Index | Smart Cities Dive
6 U.S. Bureau of Labor Statistics, Employment Cost Index, ECI, ECI Home : U.S. Bureau of Labor Statistics
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the operational purchasing handbook, implement a new procurement software system for
greater administrative ease, standardized contract templates for faster contract development,
provided citywide training on the purchasing process to improve the flow of information,
automated the intake process for solicitations, streamlined forms for improved work flow, and
agrees that the next step should include a review and recommendation to implement the
identified opportunities for streamlining the purchasing process. Staff agree with the
assessment conclusion to adjust purchasing threshold levels to better align with current market
conditions, contract signature authority levels, and local government procurement best
practices. In 2026 staff, in collaboration with the City Attorney’s Office, will conduct a review
and return to Council with possible recommendations to adjust the municipal code
procurement policies.
FISCAL/RESOURCE IMPACT
STAKEHOLDER ENGAGEMENT
ENVIRONMENTAL REVIEW
ATTACHMENTS
APPROVED BY:
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City of Palo Alto
Office of the City Auditor
Contract Solicitation and Authority Levels Advisory
Report
November 25, 2025
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Solicitation and Authority
Levels Advisory Report
Item 1: Staff Report Pg. 4 Packet Pg. 8 of 104
Contents
network of Baker Tilly International Ltd., the members of which are separate and independent legal entities. Baker Tilly US, LLP is a licensed CPA firm that
provides assurance services to its clients. Baker Tilly Advisory Group, LP and its subsidiary entities provide tax and consulting services to their clients and are
not licensed CPA firms.
EXECUTIVE SUMMARY .................................................................................................. 1
PURPOSE OF THE ASSESSMENT ........................................................................................................ 1
REPORT HIGHLIGHTS ............................................................................................................................... 1
INTRODUCTION ............................................................................................................... 4
OBJECTIVE ................................................................................................................................................... 4
BACKGROUND ............................................................................................................................................. 4
SCOPE AND PROCEDURES ................................................................................................................... 5
DETAILED ANALYSIS ..................................................................................................... 6
APPENDICES .....................................................................................................................
APPENDIX A: CITY OF PALO ALTO CURRENT STATE ................................................................ 15
APPENDIX B: BENCHMARKING SUMMARY ..................................................................................... 16
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Executive Summary
Purpose of the Assessment
Baker Tilly Advisory Group, LP (Baker Tilly), in its capacity serving as the Office of the City Auditor
(OCA) for the City of Palo Alto (the City or Palo Alto), conducted a Contract Solicitation and Authority
Levels Advisory Project based on approved Task Order 4.40 as part of the City’s Fiscal Year (FY)
2025 Audit Plan. The objective of this project was to assess and benchmark the City’s current
solicitation and authority thresholds.
Report Highlights
(Page 5)
processes, eliminate administrative inefficiencies and better align the City
with peer and industry best practices.
The City’s procurement procedures, primarily codified under Chapter 2.30 of
the Municipal Code, Contracts and Purchasing Procedures ordinance 1, were
last updated in 2016 and no longer fully reflect current market realities. Since
the last revision, costs have risen significantly, by an estimated 35–67%, while
purchasing thresholds have remained unchanged. This gap has led to
increased administrative steps and delays, making routine purchases more
cumbersome and reducing vendor engagement.
Compared to 15 benchmarked jurisdictions, Palo Alto’s competitive bidding
thresholds, $10,000 for informal bidding and $85,000 for formal solicitation, are
among the lowest in the region. The City is one of only two jurisdictions that
have not updated their procedures since 2021. In addition, exemptions and
purchasing card (P-Card) limits have not kept pace with operational needs or
inflation, further constraining flexibility and efficiency. Many peer cities have
updated their procedures within the past five years, adopting higher thresholds
and flexible frameworks, such as the California Uniform Public Construction
Cost Accounting Act (CUPCCAA), to improve efficiency and responsiveness.
Current limits require formal solicitation for contracts exceeding $85,000 and
informal bidding for purchases as low as $10,000, which forces staff to engage
in time-consuming processes for relatively small transactions. These
requirements divert resources from higher-value priorities and increase staff
workload According to staff, rising costs for goods and services, combined with
unchanged thresholds, have further amplified these challenges, reducing
flexibility and slowing project delivery.
Benchmarking against peer jurisdictions shows that most comparable cities set
informal bid thresholds between $15,000 and $75,000 and formal bid
thresholds between $100,000 and $250,000, often incorporating annual
inflation adjustments and streamlined processes for amendments and change
1 Chapter 2.30 CONTRACTS AND PURCHASING PROCEDURES*
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EXECUTIVE SUMMARY
orders. In contrast, Palo Alto’s limits result in more frequent formal solicitations,
longer procurement cycles, and increased administrative burden. These
practices not only strain internal resources but may also risk discouraging
vendor participation if the process is seen as too complex and/or not worth the
effort for the size of the opportunity. This could potentially lead to reduced
competition and vendor attrition.
Additionally, the City’s P-Card transaction limit of $10,000, unchanged since
2016, has lost more than 25% of its purchasing power due to inflation. This
erosion results in staff having to initiate formal procurement processes for
routine purchases that previously fell under the P-Card threshold, adding
unnecessary steps and delays.
Finally, the City’s signature authority levels are also among the lowest in the
region, creating administrative inefficiencies and operational delays. Contract
signature authority is divided between the Procurement Officer, City Manager,
and City Council. In general, the Procurement Officer may award most public
works, goods, general services, and professional services contracts up to
$85,000 per contract year for terms up to three years. The City Manager has
signing authority up to $85,000 for general and professional services contracts
and up to up to $250,000 per year for Public Works and goods contracts.
Contracts exceeding $250,000 per year require Council approval. For many
peer cities, the City Manager as signing authority up to $100,000 or more for all
contracts.
Recommendation:
We recommend the City conduct a comprehensive review of its Contracts and
Purchasing Procedures ordinance and related policies, update solicitation
requirements and authority levels to reflect current market conditions and
consider adopting best practices from peer cities. In updating the procurement
policy and related City ordinance, the City should consider the following
elements:
Increase Bid and Signature Authority Level Thresholds
The City should raise informal and formal solicitation thresholds and
related authority levels to align with regional practices and reduce
administrative burdens, shorten processing times, and reduce the
number of contracts requiring Council review . In conjunction with
raising bid thresholds, the City should consider increasing the City’s
signature authority levels to align with procurement processes, increase
efficiency and reduce operational delays.
Annual CPI Adjustment
The City should consider incorporating an inflation-based adjustment
mechanism into the City’s Municipal Code which would ensure
thresholds remain current without requiring frequent ordinance
amendments. This approach is consistent with practices observed in
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EXECUTIVE SUMMARY
annually based on cost indices.
Consider CUPCCAA Adoption
Seven of the 15 benchmarked jurisdictions have adopted the
CUPCCAA. This framework allows informal bidding for public works
projects up to $220,000 and formal bidding only above that amount,
significantly reducing administrative steps for smaller projects.
Expand Exemptions
Adding exemptions for IT-related purchases (such as software renewals
and subscriptions), and specialized services would reduce delays for
routine or unique needs. Benchmarking shows that several peer cities
include these exemptions to improve efficiency and vendor
engagement.
Increase P-Card Thresholds
The City should consider updating the City’s P-Card transaction limit
from $10,000 to at least $15,000, or to the inflation-adjusted equivalent,
to restore purchasing power lost since 2016. The City should also
establish a process for periodic review and adjustment of P-Card limits
based on inflation and benchmarking data to ensure thresholds remain
relevant and effective over time.
Standard Review Process
The City should consider the feasibility of establishing a formal review
cycle requiring the City’s procurement ordinance be evaluated and
updated at least every five years. This process should include
benchmarking thresholds against current market conditions, integrating
regulatory changes, assessing staff workload, and documenting
revisions for transparency.
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Introduction
2 See Ordinance 5387 of the Council of the City of Palo Alto Amending Chapter 2.30 of the Palo Alto Municipal Code
3 Department of General Services (DGS) California Construction Cost Index CCCI, DGS California Construction Cost Index CCCI
4 Municipal Cost Index (MCI), developed by American City & County, The Municipal Cost Index | Smart Cities Dive
5 U.S. Bureau of Labor Statistics, Employment Cost Index, ECI, ECI Home : U.S. Bureau of Labor Statistics
6 Procurement Thresholds Reimagined: Implementing the Ideal Approach for Your Government
Objective contract solicitation and approval authority level thresholds.
Background
Municipal Code and applicable State laws to ensure fair competition, transparency,
and cost-effective use of taxpayer dollars. These requirements govern how goods,
services, and public works projects are solicited and awarded, including thresholds for
informal and formal bidding and authority levels for contract approval.
The City’s procurement procedures were last amended in 2016 2. Since then, market
conditions and costs have changed significantly. According to industry cost indices and
economic benchmarks, construction costs have increased by approximately 67%3,
goods and general services by 41%4, and professional services by 35%5. Despite
these changes, solicitation thresholds and authority levels have remained static,
creating inefficiencies and administrative burdens.
According to research from the Partners for Public Good’s Procurement Excellence
Network 6, benefits of regularly reviewing and updating procurement thresholds include
increasing administrative efficiency by reducing time spent on lower-risk purchases,
adapting to inflation to ensure thresholds don’t become obsolete, and improving
responsiveness by allowing agencies to meet operational needs more quickly for
routine purchases. While determining how much to increase thresholds, cities should
consider the need for oversight and transparency, maintaining visibility over
competitive purchases, and continuing to ensure accountability.
The OCA assessed the City’s contract solicitation requirements and authority levels to
evaluate their effectiveness and alignment with best practices. The review included
analysis of policies, municipal code, contract inventory, and benchmarking against
peer jurisdictions. The assessment found that Palo Alto’s procurement thresholds,
summarized in Table 1 below, are significantly lower than those of comparable cities.
These low thresholds may have resulted in high administrative burden, longer
procurement cycles, and reduced operational efficiency.
Table 1: Palo Alto Solicitation Processes & Thresholds
Purchase
Category
Estimated Dollar
Amount Solicitation Method
Goods
$0 to $10,000 None, price comparisons encouraged
$10,001 to $50,000 Informal request for quotations (RFQ)
Greater than $50,000 Formal RFQ
General
Services
$0 to $10,000 None, price comparisons encouraged
$10,001 to $50,000 Informal RFQ or RFP
Greater than $50,000 Formal RFQ or RFP
$0 to $50,000 None, best value comparisons encouraged
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INTRODUCTION
Professional $50,001 to $85,000 Informal RFP
Greater than $85,000 Formal RFP
Public Works
Construction
$0 to $10,000 None, price comparisons encouraged
$10,001 to $85,000 Informal invitation for bids (IFB)
Greater than $85,000 Formal IFB or formal RFP design-build
Departments report spending increasing time on solicitation processes, diverting
resources from core responsibilities and voiced concerns that vendors may be
Scope and
Procedures
The OCA performed the following procedures:
• Reviewed the City’s procurement policies, procedures, and Municipal Code to
understand current solicitation requirements and approval authority levels.
• Interviewed key stakeholders, including department managers, purchasing staff,
and the City Attorney’s office, to gain insight into workflow challenges and
operational impacts of existing thresholds.
• Benchmarked Palo Alto’s thresholds against peer cities and counties, including bid
and approval limits, P-Card limits, and practices such as inflation adjustments and
exemptions for specialized contracts (See Appendix A for Palo Alto current state
and Appendix B for benchmarking results).
• Reviewed current procurement processes and analyzed contract inventory data to
evaluate timeliness of contract execution and administrative burden.
• Performed analysis of solicitation and contract data to determine the frequency of
formal versus informal bids, identify bottlenecks, and assess the potential impact of
raising authority levels on efficiency and compliance.
• Completed this assessment report based on supporting evidence gathered from
policies, interviews, benchmarking, and data analysis.
The OCA greatly appreciates the support of the many departments who helped in conducting
this assessment.
Thank you!
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DETAILED ANALYSIS
Detailed Analysis
Updating the City’s procurement procedures will improve purchasing
processes, eliminate administrative inefficiencies and better align the City
with peer and industry best practices.
Background
Palo Alto’s procurement procedures were last comprehensively reviewed and updated in 2016, as
reflected in Ordinance No. 5387. The Municipal Code establishes requirements for competitive
solicitation, approval authority levels, and contract management for goods, services, and public works.
Current thresholds require informal bidding for purchases above $10,000 and formal bidding for
contracts exceeding $85,000. Professional services and goods contracts above $50,000 also trigger
additional requirements. The Municipal Code allows for a one-time, six-month extension of contracts
without increasing the budget, but any increase in contract value requires full City Council approval.
Exemptions exist for emergency procurements, sole-source contracts, and certain legal and utility
agreements, but routine purchases and amendments often require multiple layers of review and
Council involvement. The policy does not include automatic inflation adjustments or separate
thresholds for IT purchases, which has led to increased administrative workload and delays as costs
have risen since the last update. Compared to peer cities, Palo Alto’s thresholds are among the
lowest in the region, and the policy has not kept pace with changes in market conditions or best
practices.
Outdated Policy and Static Thresholds
The City’s procurement procedures have not been updated to reflect significant changes in the cost of
goods, services, and construction since 2016. According to industry cost indices and economic
benchmarks, cost indices have increased significantly since the City’s last policy update in 2016: the
California Construction Cost Index (CCCI) for Public Works rose by 67%, the Municipal Cost Index
(MCI) for goods and general services increased by 41%, and the Employment Cost Index (ECI) for
professional services rose by 35%. Despite these substantial increases, Palo Alto’s solicitation
thresholds have remained static.
Benchmarking against 15 peer jurisdictions (See Appendix B for detailed benchmarking results)
shows that Palo Alto’s thresholds are among the lowest in the region, and the City is one of only two
jurisdictions that have not updated its procurement procedures since 2021. Additionally, as seen in
Table 2 below, most peers revised their policies between 2021 and 2025, and nearly half have
adopted the CUPCCAA, which allows for higher thresholds which may reduce the time it takes for
these procurements as it reduces the number of steps staff need to complete.
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DETAILED ANALYSIS
Table 2: CUPCCAA Adoption and Policy Revision by Agency
Benchmarked City CUPCCAA
City of Palo Alto No 2016
City of Campbell No 2024
City of Cupertino Yes 2024
City of Fremont Yes 2021
City of Gilroy Yes 2023
City of Hayward No 2024
City of Los Altos No 2016
City of Milpitas Yes 2021
City of Mountain View Yes 2025
City of Redwood City No 2021
City of San Jose No 2021
City of San Mateo No Not publicly available
City of Santa Clara No 2021
City of Sunnyvale No 2021
County of San Mateo Yes Not publicly available
County of Santa Clara Yes 2021
Operational Inefficiencies
The current procurement procedures creates inefficiencies that affect day-to-day operations and the
City’s overall ability to deliver services. As noted in walkthroughs with key personnel, some routine
purchases and professional service contracts can take up to five months to complete, capital
improvement project contracts often take up to six months, and even emergency purchases are
delayed, sometimes resulting in additional costs, due to the current contracting processes and
thresholds. It should be noted that many purchases are made within reasonable timeframes. In
general, there are many steps in the procurement process that are necessary to support the City’s
overall public procurement objectives of transparency and government fiscal oversight.
Departments are also seeing more instances where no bids are submitted, leading them to bundle
contracts to attract vendor interest. Because solicitation thresholds remain low, staff must conduct
formal solicitations or full RFP processes for relatively small purchases, diverting time and resources
from core program work and discouraging vendor participation, particularly among smaller providers
who find the process burdensome.
Procurement Timeliness and Contract Inventory
According to the Key Performance Measures as published on the City’s budget document, the
average time from receipt of a Purchase Requisition to a Purchase Order is 21 days, however, some
procurements can take longer depending on their complexity. In FY 2024, the City processed 1,578
Purchase Orders and Purchase Requisitions and an estimated 1,600 in FY25. Staff interviews and
process reviews indicate that routine purchases are delayed, and resources are diverted from higher-
value activities to manage solicitation paperwork and approvals.
The volume of purchase orders and requisitions, combined with processing times, highlights
inefficiencies created in the current procurement process due to unchanged limits. Staff report that the
time spent on procurement activities detracts from their ability to focus on core job duties and strategic
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DETAILED ANALYSIS
initiatives. The City’s thresholds and approval processes are not scaled for current market realities,
resulting in unnecessary delays and increased workload for both operational departments and central
purchasing.
Low Authority Levels Compared to Peer Agencies Creating Administrative Inefficiencies
According to the City’s Municipal Code, Palo Alto’s procurement authority levels are defined by both
contract type and dollar threshold. The code differentiates between Public Works (construction),
Professional Services, Purchase of Goods, and General Services, each with its own solicitation and
approval requirements. Purchases up to $10,000 do not require competitive bidding; those between
$10,001 and $85,000 require informal bidding; and contracts exceeding $85,000 must undergo formal
solicitation. While the code provides exemptions for situations such as emergencies, sole-source
procurements, and certain legal or utility agreements, staff noted that obtaining approval for these
exemptions can be challenging and time-consuming, often causing delays in routine purchases and
adding administrative burden. To support low-dollar, routine purchases, the City sets a P-Card
transaction limit of $10,000, aligning it with the no-bid threshold in the municipal code.
The following table provides an overview of Palo Alto’s contract solicitation and award limits as
outlined in the Palo Alto Municipal Code (PAMC). It summarizes the competitive solicitation
requirements for informal and formal processes, as well as signature authority thresholds for
designated employees, the Purchasing Manager, City Manager, and City Council. These limits vary
by contract type: Public Works, Purchase of Goods, General Services, and Professional Services, and
establish the monetary and term parameters for approvals and oversight.
Table 3: Competitive Solicitation Process and Signature Authority by Contract Type
Contract Type 7
PAMC § 2.30. 200; § 2.30. 210, § 2.30. 220
Informal Formal City Manager City Council
PAMC § 2.30.300
$10,000 –
$85,000 $85,000 (up to 3 years) or over 3 years
Purchase of
Goods PAMC §
$10,000 –
$50,000 $50,000 (up to 1 year) (up to 3 years) over 3 years
General Services
PAMC § 2.30.320
Prof. Services
PAMC § 2.30.330
7 *Informal Procedure:
• § 2.30.400 - Requires solicitation of 3 bids
• § 2.30.360 - subdivisions (i) and (l), create exceptions for all contracts below $10,000 in total expenditure and for professional
services contracts below $50,000 in total expenditure
**Formal Procedure: § 2.30.410 and 2.30.420 – Posting on the City’s website at least five days before bid date. Special procedures apply for
design-build projects (§ 2.30.490)
*** 7-year limit for: Software/hardware purchase and maintenance contracts (§ 2.30.210(l)) and contracts to lease personal property (i.e.
equipment) (§ 2.30.210(l)(c))
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DETAILED ANALYSIS
The City’s current authority levels are significantly lower than those of peer jurisdictions, resulting in
administrative inefficiencies and operational challenges. Staff must devote substantial time to
solicitation activities for relatively small purchases, diverting effort from core responsibilities. The City
Attorney’s Office also reviews a high volume of agenda reports for routine contracts, drawing attention
away from higher-value legal work. Meanwhile, staff report that rising costs for goods and services,
along with outdated procurement thresholds, have lengthened project timelines and reduced staff
efficiency.
These factors can discourage vendor participation, limit competition, and contribute to delays that
affect service delivery. Overall, the City’s outdated authority levels drive administrative burden, reduce
operational effectiveness, and increase the risk of vendor attrition.
Benchmarking against peer cities indicates that Palo Alto’s thresholds are among the lowest in the
region, and the City has not adopted practices such as annual inflation adjustments or exemptions for
specialized contracts that are common elsewhere. Based on interviews with staff, these factors may
have contributed to delays in project execution, increased workload for staff, and potential vendor
attrition. Benchmarking analysis shows that cities of similar size (See Appendix B for detailed
benchmarking results) have adopted higher thresholds for informal and formal procurement, often
$15,000–$75,000 for informal and $100,000–$250,000 for formal bids, as compared to Palo Alto’s
$85,000 threshold. Many cities also allow for annual inflation adjustments and have streamlined
approval processes for contract amendments and change orders. Palo Alto’s thresholds are among
the lowest in the region, resulting in more frequent formal solicitations and slower procurement cycles.
The table below compares Palo Alto’s current procurement authority levels with those established
under the CUPCCAA. It illustrates the differences in thresholds for when bids are not required, when
informal bidding applies, and when formal bidding is mandated. CUPCCAA provides significantly
higher limits, offering greater flexibility and efficiency for smaller projects compared to Palo Alto’s
current thresholds.
Table 4: Bid Thresholds for Palo Alto vs. CUPCCAA Standards
Bid Not Required Informal Bid Formal Bid
Palo Alto
CUPCCAA
To evaluate the potential impact of raising solicitation thresholds, the OCA analyzed FY 2024 and FY
2025 contract data by dollar ranges. The table below summarizes the total value and count of
contracts within each band.
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Table 5: FY2024 – FY2025 Palo Alto Contract Inventory Analysis
Contract Levels Count of Total Contracts
$ 3,940,161 1,219
$ 6,192,058 409
$ 5,445,840 174
$ 8,630,636 184
$ 3,400,334 54
$ 6,599,229 84
$ 3,864,291 43
$ 3,065,924 29
$ 2,792,671 23
$ 1,628,213 12
$ 3,199,049 21
$ 3,679,467 22
$ 2,755,697 15
$ 389,920 2
$ 11,546,854 48
$ 5,758,887 17
$ 12,209,163 27
$ 22,778,435 34
$ 24,362,352 17
$ 17,474,801 7
$ 6,225,140 2
$ 8,814,023 2
$ 146,268,277 12
If Palo Alto were to increase its formal bid requirement to $100,000, based on FY 2024 contract data,
43 contracts (1.75%) currently requiring formal bidding would shift to informal solicitation. This change
would eliminate the need for Council agenda reports and possibly reduce processing time by several
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DETAILED ANALYSIS
months per contract, freeing staff resources for higher-value work. Alternatively, if Palo Alto were to
adopt CUPCCAA thresholds for Public Works contracts, the impact could be far greater.
Purchasing Card Limit – Reduced Purchasing Power
The City’s P-Card transaction limit of $10,000, set in 2016, has not been adjusted for inflation or rising
costs. Based on the U.S. Bureau of Labor Statistics CPI Inflation Calculator 8, $10,000 in 2016 is
equivalent to approximately $13,500 in 2025, reflecting a loss of more than 25% in real purchasing
power. This erosion means the current cap now limits rather than facilitates efficient purchasing,
requiring staff to initiate formal procurement processes for transactions that previously fell under the
P-Card threshold. These additional steps increase administrative burden, delay service delivery, and
create inefficiencies for routine purchases.
By contrast, peer cities (see Appendix B for detailed benchmarking results) have recognized this
need and adjusted their limits. For example, the City of San José sets its P-Card limit at $15,000.
Similarly, the City of Sunnyvale is conducting a benchmarking review to inform their upcoming update.
In August 2025, the City Auditor’s Office reported to the Policy and Services Committee on the City’s
Purchasing Card Program and found that raising the City’s P-Card limit could save significant staff
time and recommended the City consider updating the P-Card limit to $15,000 in line with the Federal
Acquisition Regulation 9 which was updated in October 2025.
Exemptions Misaligned with Operational Needs
The Municipal Code allows exemptions for emergency purchases, sole-source procurements, and
certain legal and utility agreements, however, the code does not currently provide broad exemptions
for IT-related purchases (e.g., software renewals, subscriptions) or specialized services like recreation
instructors. These categories often require going through the full solicitation process, even when
competitive bidding offers little value. Benchmarking shows that peer jurisdictions provide broader
exemptions for these types of purchases, including IT services, specialized professional services, and
unique personal services. For example, cities such as Fremont, Redwood City, Sunnyvale, and Gilroy
allow exemptions for software renewals, subscriptions, specialized instructors, and other categories
where competition is limited or impractical. These targeted exemptions reduce administrative burden
and speed up routine procurements, enabling staff to focus on higher-value activities rather than
lengthy solicitations for non-competitive items.
Updating the City’s procurement procedures will help to eliminate operational risks by incorporating
best practices, regulatory changes, and/or technological advancements. This should help reduce
potential operational inefficiencies and inconsistency across departments and updating cost and
threshold limits can reduce unnecessary approvals for routine purchases.
Recommendations
We recommend the City conduct a comprehensive review of its procurement procedures, update
solicitation requirements and authority levels to reflect current market conditions and consider
adopting best practices from peer cities.
The City should consider the following elements when reviewing and updating the policy:
8 U.S. Bureau of Labor Statistics CPI Inflation Calculator
9 Effective October 1, 2025, FAR Amendment: Micro-purchase threshold limit increased to $15,000
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Increase Bid and Signature Authority Level Thresholds
The City should raise informal and formal solicitation thresholds to align with regional
practices. For example, adopting a $15,000 threshold for informal procurement and $100,000
or more for formal procurements. This change would reduce administrative burden, shorten
processing times, and eliminate the need for Council review on these contracts. In conjunction
with raising bid thresholds, the City should consider increasing the City’s signature authority
levels to align with procurement processes, increase efficiency and reduce operational delays.
While higher thresholds may require enhanced oversight, risk remains controlled due to
departmental spending is constrained by approved budgets. Additionally, training and clear
compliance protocols, particularly for federally funded projects 10, would ensure accountability
as the City transitions to a more efficient procurement framework.
Annual CPI Adjustment
The City should consider incorporating an inflation-based adjustment mechanism into the
Municipal Code which would ensure thresholds remain current without requiring frequent
ordinance amendments. This approach is consistent with practices observed in cities such as
Redwood City and San Jose, which adjust thresholds annually based on cost indices.
Consider CUPCCAA Adoption
Adopting the CUPCCAA like seven of the 15 benchmarked jurisdictions would allow for
informal bidding on public works projects up to $220,000 and formal bidding only above that
amount, significantly reducing administrative steps for smaller projects.
Expand Exemptions
Adding exemptions IT-related purchases (such as software renewals and subscriptions), and
specialized services would reduce delays for routine or unique needs. Benchmarking shows
that several peer cities include these exemptions to improve efficiency and vendor
engagement.
Increase P-Card Thresholds
Palo Alto should consider updating the City’s P-Card transaction limit from $10,000 to at least
$15,000, or to the inflation-adjusted equivalent, to restore purchasing power lost since 2016.
Increasing the limit would reduce administrative burden by minimizing unnecessary formal
solicitations for routine purchases, improve operational efficiency, and align Palo Alto with the
Federal Acquisition Regulation limit updated in October 2025. , which currently sets its P-Card
limit at $15,000. The City should also establish a process for periodic review and adjustment of
P-Card limits based on inflation and benchmarking data to ensure thresholds remain relevant
and effective over time.
Standard Review Process
The City should consider the feasibility of establishing a formal review cycle requiring the
procurement ordinance to be evaluated and updated at least every five years. This process
should include benchmarking thresholds against current market conditions, integrating
10 Projects receiving federal funds can be subject to federal procurement requirements, which may override the
City’s procurement ordinance.
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DETAILED ANALYSIS
regulatory changes, assessing staff workload, and documenting revisions for transparency.
Implementing a periodic review system will ensure policies remain relevant, reduce operational
strain, and mitigate financial and compliance risks.
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Appendices
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Appendix A: City of Palo Alto Current State
Table 6: Authorities and Responsibilities for Competitive Solicitations and Sourced Procurements by Category
Procurement Category Services between Services greater Services between Services greater Construction greater
Responsibility for preparing bid
ready specifications Departments Departments Departments Departments Departments
Responsibility for conducting
solicitation Departments* Purchasing Departments* Purchasing Purchasing
Competitive solicitation method Informal Formal Informal Formal
Informal, up to
$85,000; Formal,
greater than $85,000
Cooperative purchasing methods Informal Informal Informal*** Not Applicable Not applicable
Competitive bidding exemptions Informal** Informal** Informal** Informal** Not applicable
Reference Key:
*Departments may request that Purchasing conduct a solicitation or Purchasing may be required to conduct the solicitation.
**Requests for competitive bidding exemptions must be approved by Procurement Officer and City Manager.
***Cooperative purchasing methods for Professional Services between $50,001 and $85,000 are Informal.
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Appendix B: Benchmarking Summary
I. Bid and Approval Limits
Table 7: Approval Limits by Agency and Contract Type
Agency Public Works Material Equipment Supplies
(MES) / Goods General Services Professional Services
Formal Informal Formal Informal Formal Informal Formal Informal
City of Palo Alto > $85,000 > $50,000 > $50,000 > $85,000
City of Mountain View Per CUPCAA 11 Per CUPCAA Per CUPCAA Per CUPCAA Per CUPCAA
City of Cupertino
City of Gilroy Per CUPCAA Per CUPCAA > $100,000 > $100,000 None None
City of Santa Clara > $250,000 > $250,000 > $250,000 N/A N/A
City of Sunnyvale > $250,000 > $100,000 > $100,000 None None
City of Milpitas
City of Fremont Per CUPCAA Per CUPCAA > $25,000 > $100,00 < $100,000 >$100,000 < $100,000
City of San Jose None None > $250,000 > $250,000 None None
City of San Mateo
County of Santa Clara
County of San Mateo > $200,000 < $200,000 > $200,000 > $200,000 > $200,000
City of Campbell
City of Redwood City > $100,000 > $100,000 > $100,000 N/A > $10,000
City of Los Altos > $75,000 > $75,000 > $75,000 > $75,000 < $75,000
City of Hayward 13 > $150,000 < $150,000 > $100,000 < $100,000 > $100,000 < $100,000
11 CUPCCAA is a voluntary program that promotes uniformity in cost accounting standards and bidding procedures for public construction work performed or contracted by public
agencies in California. Under CUPCCA, projects up to $75,000 may be performed by a public agency’s own workforce or through negotiated contracts or purchase orders; projects up
to $220,000 may use informal bidding procedures; and projects exceeding $220,000 must follow formal bidding procedures. CUPCCAA is updated annually to increase thresholds.
12 New construction
13 Maintenance, replacement, or repair
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Table 8: General Exemptions from Competitive Solicitation Requirements by Agency
City of Palo Alto
• Emergency contracts (FEMA compliance required).
• Impracticable or impossible solicitations (e.g.,
unique specifications, time constraints, grant
conditions).
• Documentation required for all exemptions.
• No bids received after solicitation.
• Sole source procurements (e.g., proprietary
products, unique parts, compatibility requirements).
• Standardization approved by City Manager.
• Insurance and bonds.
• Legal services (outside counsel, consultants,
experts).
•
•Professional services ≤ $50,000.
• Cooperative purchases with other agencies.
• Piggybacking on other agency contracts.
• Utility and energy contracts (NCPA, TANC, WAPA,
PG&E, CAISO).
• Public agency construction using similar methods.
• Public utility or franchise work.
• Developer-constructed public improvements.
• City-performed public works.
• Small purchases ≤ $10,000.
• Feed-in tariff energy program purchases.
• Personnel-related professional services
City of Mountain View
•
architects, engineers).
• Situations where bidding is undesirable or
•
• Emergency situations.
• Real property transactions serving public interest.
City of Cupertino
•
safety.
• Recurring or essential services with unpredictable
costs (e.g., utilities, insurance, payroll).
• Legal services per Chapter 2.18.
•
•
• Sole source purchases for unique capabilities or
compatibility.
• Cooperative purchasing using other agencies’
competitive processes.
•
City of Gilroy
•
solicitations.
• Professional or specialized services; public library
materials.
• Insurance, bonds, financial services; sole source
goods/services.
• Highly specialized equipment for unique activities or
•
property; memberships/travel; works of art; goods
for resale.
• No bids received; software renewals; HR
investigations; legal/medical services; regulatory
permits; subscriptions; reimbursements/refunds.
• Council-authorized exemptions over $100,000.
City of Santa Clara •
•
•
•
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City of Sunnyvale
• Professional or specialized services.
• Emergency procurements.
• Impracticable solicitations.
• Sole source goods/services.
• Insurance and bonds.
• Library materials.
•
• Intergovernmental agreements.
• Works of art, entertainment, or performance.
• Surplus property.
• Memberships/travel; advertisements; goods for
resale.
•
City of Milpitas • Emergency authority.
• Public agency purchases.
•
• Council-authorized exemptions.
•
City of Fremont
• Utility services.
• Equipment maintenance by manufacturer/dealer.
• Software upgrades/license renewals.
• Insurance and bonds.
• Legal services.
•
• Unique personal services (e.g., instructors,
performers).
• Purchases under price contracts.
• Personal property/services ≤ $5,000.
•
City of San Jose
•
• Public utility contracts.
•
•
• Urgent necessity.
•
City of San Mateo
•
• Impracticable solicitations.
• Insurance.
•
•
• Community service funding.
• Intergovernmental contracts.
•
County of Santa Clara • No exemptions beyond standard provisions.
County of San Mateo
•
• Impracticable solicitations.
• Insurance.
•
•
• Community service funding.
• Intergovernmental contracts.
•
City of Campbell • No exemptions beyond standard provisions. General law city
City of Redwood City
•
recommendation and approval by five Council
members).
• Purchases ≤ $10,000 for goods, services, or public
works.
• City Council may waive bidding if in City’s best
•
required
• Other exemptions per City Charter
• Purchases not suited to competitive bidding
City of Los Altos • Emergency purchases from nearest available
source.
•
• Sole source purchases when only one vendor exists.
•
City of Hayward • No exemptions beyond standard provisions.
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Table 9: Sole Source and Proprietor Procurements Ordinances by Agency
City of Palo Alto
•
from only one source, where the Procurement Officer has determined in writing that there are no adequate
City of Mountain View
•
rendered by attorneys, architects, engineers, accountants and specialized consultants, except contracts for
City of Cupertino
•
Section 37103, for financial, economic, accounting, or administrative matters are exempt from a competitive
process.
• Sole Source Purchase: Purchases from a single entity that possess the unique ability, capability, equipment,
technology, patent or copyright to O31meet the City’s need based on standardization, compatibility or
City of Gilroy
•
• Highly specialized equipment developed or designed for a special activity or function or whose purpose is in
City of Santa Clara
•
Division Manager has determined that a particular product or general service may be specifically designated
by reason of one or more of the following purposes:
• To acquire a specific product or performance for the purpose of conducting a field test or experiment to
determine the product’s suitability for use
• When required to ensure operation or function to match other products with respect to the repair, expansion
or completion of a system, existing structure or program currently in use by the City, including, but not limited
to, utility and technology purchases required to achieve interoperability with existing systems or programs
• When the purchase of an item is only available from one source (sole source)
• When a service is considered unique or unusual such that requirements for competitive procurement are
contrary to public interest; and
•
City of Sunnyvale •
•
City of Milpitas
•
conducting a good faith review of available sources, that only one viable source exists for the required
supplies, material, equipment, or general service, or that there is a compelling reason for using only one
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City of Fremont
•
procurement requirements of this chapter in accordance with the following:
• The requesting department shall evaluate available sources to determine whether there is only one source
capable of competently and efficiently providing the required personal property or service.
• If it is determined that there is only a single source for the purchasing of a particular item or service, the
requesting department shall prepare a request for exemption from competitive solicitation and submit it to the
purchasing manager.
• If it is determined that there is only a single source for the purchasing of a particular item or service, upon
review and approval of the request by the purchasing manager and the city manager, the city may award the
contract to the sole source vendor or service provider without competitive procurement.
• Examples of acceptable sole source purchases are: equipment for which there is no comparable competitive
product, proprietary products sold directly from the manufacturer, a component or replacement part for which
there is no commercially available substitute and which can be obtained only from the manufacturer, items
where there is only one authorized distributor in the area, and items where compatibility with items in use by
the city is an overriding consideration. (Ord. 2494 § 1, 12-3-02; Ord. 8-2011 § 14(D), 7-12-11. 1990 Code §
City of San Jose •
City of San Mateo • None
County of Santa Clara • None
County of San Mateo • Contractor is a sole source
City of Campbell • None
City of Redwood City
•
(1) reasonable and practicable source for the required goods, materials, equipment, supplies or support
service because of its uniqueness, quality, durability, availability, compatibility with existing City programs,
equipment or systems or fitness for a particular use. Such a sole source purchase must be determined to
meet these requirements and be recommended for approval by the City Manager and shall be approved only
City of Los Altos • None
City of Hayward • None
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Table 10: Exemptions Continued – Community Services Department and Information Technology
Note: The benchmarked cities excluded from this summary were found to have no CSD or IT exemptions, including: City of Palo Alto, City of
Mountain View, City of Cupertino, City of Gilroy, City of Santa Clara, City of Sunnyvale, City of Milpitas, City of San Jose, City of San Mateo,
County of San Matro, County of Santa Clara, City of Campbell, City of Los Altos, City of Hayward
Agency Community Services Department Information Technology
City of Fremont unique personal accomplishment or characteristic
such as guest speakers, performers, artists,
Software upgrades and maintenance, software license renewals,
and operating system maintenance services where the city has
previously procured software and operating systems.
City of Redwood City
Except where otherwise required by federal law or by reason of
the source of funding for the project, goods and services may be
obtained without a competitive bidding process where such
purchases are not readily adaptable to the open market and
bidding processes. Such purchases include, but shall not be
limited to:
1. Utility services (telephone, gas, water, sewer and electricity)
provided to City buildings and facilities;
2. Franchises awarded by the City Council;
3. Insurance or bond premiums; and
4. Subscriptions, memberships, software licenses,
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II. Purchasing Card Survey
Table 11: Purchasing Card Survey Results
The table below summarizes P-Card limits and related practices for Palo Alto and selected peer cities. It includes daily or transaction limits,
monthly limits, effectiveness of current limits, the date of the last increase, and how limits are established. This information provides insight into
how other jurisdictions manage purchasing flexibility and administrative efficiency. OCA contacted 15 peer jurisdictions and received responses
from the following agencies.
Agency Daily / Transaction
Purchase Limits
Monthly Purchase
Limits
Effectiveness of
Limits in the City Purchasing Limit How Are Card Limits
Established
City of Palo Alto
municipal code OCA for adequacy Purchasing Manual and
delegated by the City
Manager and
City of Cupertino
transaction limit $1,000 higher amounts approved
based on transaction
needs
needs of most P-card
holders. Flexibility to
increase single-
transaction or monthly
limits, with approved
justification, reduces the
need to modify the
administrative decision
informed with knowledge
from other city’s standard
limits
City of Gilroy transaction limit $1,000 generally, $2,500–functioning for City needs and City Administrator
City of Sunnyvale transaction limit $1,000 benchmarking study of
surrounding cities
years ago and benchmarking; not
tied to federal or
City of San Jose transaction limit $10,000 program level transaction limit to
$15,000 to align with
and City policies
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Policy & Services Committee
Staff Report
From: City Manager
Report Type: ACTION ITEMS
Lead Department: City Manager
Meeting Date: December 9, 2025
Report #:2511-5455
TITLE
Recommend City Council Adoption of a Local Policy to Implement the Foundational Principles of
the United Nations Convention on the Elimination of all forms of Discrimination Against Women
(CEDAW) - Ordinance Adoption; CEQA – Not a Project
RECOMMENDATION
Staff recommends that the Policy and Services Committee recommend City Council approval of
the attached CEDAW Ordinance.
BACKGROUND
In October 2018, the City Council passed a resolution with intent for the City to pursue an
ordinance to endorse the United Nations’ Convention on the Elimination of all forms of
Discrimination Against Women (CEDAW). This discussion first went through the Policy and
Services Committee and focused on affirming the City’s commitment to the principles of the
United Nations’ work. The intention was to work within existing budgets and resources and to
demonstrate Palo Alto’s commitment to the principles of CEDAW.
In November 2020, the Policy and Services Committee accepted a status report regarding
CEDAW and recommended to City Council that staff proceed with a community summit on
gender equality issues. The recommendation also included a request for Human Resources to
publish City of Palo Alto workforce gender demographics and to include gender as a part of the
City’s work on inclusion and belonging. When this recommendation went to the City Council,
the City Council affirmed the recommendation and asked staff to share the findings regarding
youth in recreation programs with the City’s Teen Advisory Council for consideration in
planning future trainings or mentorship programs. The City Council also recommended that the
Office of Human Services host a convening related to greater opportunities for women and
girls.
In June 2021, the City hosted the Palo Alto Summit on Women and Girls (with ‘Women’ and
‘girls’ referring to a gender expansive and inclusive definition). The event was keynoted by Lori
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Nishiura Mackenzie, Co-Founder of the Women’s Leadership Innovation Lab and the Lead
Strategist on Diversity, Equity and Inclusion for the Stanford Graduate School of Business (link
to materials and video: http://paloalto.gov/Events-Directory/City-Manager/Summit-on-
Women-Girls). This event was held in connection with the City’s continued commitment to
advancing a CEDAW ordinance.
1 which included advancing a
CEDAW ordinance as Action Item 3.4 (Finalize CEDAW Ordinance and Present it to the City
Council for Adoption). Attachment A is the follow up to that action plan item as well as to the
prior City Council interests shared through resolution.
ANALYSIS
2 The ordinance identifies several different
sectors of city government where the City can have the greatest impact in eliminating
discrimination against women and girls. These include economic development, housing and
homelessness, political and civic engagement, climate action and sustainability, and
community, library, and transportation services. The ordinance accomplishes goals set by the
Human Relations Commission and the City Council in recent years to enshrine the principles of
CEDAW into local law.
1 City of Palo Alto Equity Action Plan: https://www.cityofpaloalto.org/files/assets/public/v/1/city-
manager/wellness-and-belonging/equity-workplan-2024.pdf
2 See Santa Clara County Ordinance NS-300.972 (2023), codified at County of Santa Clara Ordinance Code Division
A18, Chapter VIII.
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FISCAL/RESOURCE IMPACT
STAKEHOLDER ENGAGEMENT
ENVIRONMENTAL REVIEW
ATTACHMENTS
APPROVED BY:
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NOT YET APPROVED
1
Ordinance No. ____
Uncodified Ordinance of the Council of the City of Palo Alto Adopting Local
Policy to Implement the Foundational Principles of the United Nations
Convention on the Elimination of all forms of Discrimination Against Women
(CEDAW)
The Council of the City of Palo Alto ORDAINS as follows:
SECTION 1. Findings and Declarations. The City Council finds and declares as follows:
A) On October 15, 2002, Council passed Resolution #8217, in support of United States
ratification of the United Nations Convention on the Elimination of all forms of
Discrimination Against Women (CEDAW).
B) The human rights principles found in CEDAW serve as a vital reference point as we
join with cities and counties across California and the United States in supporting
fairness for all genders throughout city operations.
C) On February 8, 2018, in response to Council Resolution #9653, the Human Relations
Commission passed a series of recommendations for Council consideration ,
including the consideration of a CEDAW ordinance.
D) On October 1, 2018, Council directed staff to return with options for a City ordinance
endorsing CEDAW and affirming the City’s commitment to the principles of CEDAW.
E) The City Council desires to continue working towards measures t hat positively
address gender fairness in city operations by passing an Ordinance affirming the
principles of CEDAW, which will be integrated into the City’s Wellness and Belonging
Initiatives.
SECTION 2. Local CEDAW Principles.
It is the goal of the City to implement the principles underlying CEDAW to eradicate
discrimination against women and girls. The following CEDAW principles will be integrated in
the City’s role as a service provider, employer, and community and business partner to the
maximum extent possible, and as permitted by law. The City will approach this work through
cultivating experiences and appreciation, fostering a welcoming environment, and assessing
impacts for all. In implementing the CEDAW principles, the City shall ensure that its actions
align with its continued work to end all forms of arbitrary discrimination.
a) Economic Development
1. The City shall take appropriate measures to support the economic development
of women and girls in the city of Palo Alto through the elimination of any known
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2
identified barriers in the areas of employment; licenses, permits, and
registrations; and public contracting.
b) Housing and Homelessness
1. The City recognizes that the root causes of homelessness and housing insecurity
are different for women and girls, and they may include factors such as gender -
based violence, substance abuse, mental health, poverty, and the uneven
distribution of caregiving responsibilities. It is a priority of the City to support
policies and programs that understand the unique housing needs of women and
girls.
2. The City shall ensure equal access to the full range of affordable, permanent
housing options for women and girls and their families, and to help eliminate
discriminatory policies in the housing market, recognizing the even greater
adversity faced by those in poverty, released from incarceration, long -term care,
survivors of gender-based violence or aging out of the foster care system.
3. The City shall support homelessness prevention and homeless services that are
designed to be gender-responsive to the needs of women and girls.
c) Political and Civic Engagement
1. It is a priority of the City to educate all individuals, including women and girls,
about their voting rights and to encourage civic engagement.
2. The City shall encourage voter registration among all eligible voters, including
women.
3. The City shall encourage civic and political engagement among women, including
seeking and holding public office, membership in local commissions, boards, or
task forces, and participating in community service.
d) Community, Library, and Transportation Services
1. The City shall take appropriate and timely measures within the scope of its
authority to support women and girls' equal access to community, library, and
transportation services.
2. To the extent it has authority over such services or systems, the City shall
remove identified barriers to equal access to community, library, and
transportation services whenever the City becomes aware of such barriers .
e) Climate Action and Sustainability
1. The City shall, when appropriate, take gender-responsive, culturally responsive
measures to address the specific vulnerabilities and needs of women and girls in
measures related to climate change adaptation and sustainability, including in
vulnerability assessments and other efforts to identify and meaningfully include
communities that bear disproportionate risks or other burdens from climate
change or other forms of environmental harm.
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SECTION 3. Private Right of Action. No provision in this Ordinance is intended to, and
shall not be interpreted to, create a private right of action for damages or equitable relief on
behalf of any person or entity against the City or any of its officers or employees.
SECTION 4. Severability. If any provision, clause, sentence or paragraph of this
ordinance, or the application to any person or circumstances, shall be held invalid, such
invalidity shall not affect the other provisions of this Ordinance which can be given effect
without the invalid provision or application and, to this end, the provisions of this Ordinance
are hereby declared to be severable.
SECTION 5. Effective Date. This ordinance shall be effective on the thirty-first date after
the date of its adoption.
SECTION 6. CEQA. The City Council finds and determines that this Ordinance is not a
project within the meaning of section 15378 of the California Environmental Quality Act
(“CEQA”) because it has no potential for resulting in physical change in the environment, either
directly or ultimately. In the event that this Ordinance is found to be a project under CEQA, it is
subject to the CEQA exemption contained in CEQA Guidelines section 15061(b)(3) because it
can be seen with certainty to have no possibility of a significant effect on the environment in
that this Ordinance simply clarifies existing local regulations.
SECTION 7. Uncodified. This ordinance shall not be codified.
INTRODUCED:
PASSED:
AYES:
NOES:
ABSTENTIONS:
ABSENT:
ATTEST:
APPROVED:
______________________________ ____________________________
City Clerk Mayor
APPROVED AS TO FORM: ____________________________
City Manager
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______________________________
City Attorney
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Policy & Services Committee
Staff Report
Report Type: ACTION ITEMS
Lead Department: City Manager
Meeting Date: December 9, 2025
Report #:2511-5588
TITLE
Discussion and Recommendation to City Council Regarding the 2026 City Council Priority Setting
Process
This report will be a late packet report published on December 4, 2025.
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Policy & Services Committee
Staff Report
From: City Manager
Report Type: ACTION ITEMS
Lead Department: City Manager
Meeting Date: December 9, 2025
Report #:2511-5403
TITLE
Review and Recommendation to the City Council on Suggested Changes for the City Council
Procedures and Protocols Handbook
RECOMMENDATION
Staff recommends that the Policy and Services Committee (Committee) review the suggested
changes described in this report and forward any recommendations to the full City Council for
approval. This review should also include the suggestions from other City Councilmembers
which will be shared with the Committee on December 4, 2025 as a late packet supplemental
memo.
BACKGROUND AND ANALYSIS
The Municipal Code provides that the City Council shall adopt “a handbook of procedural rules
governing any aspect of the conduct of meetings and hearings for the Council and its standing
committees, including but not limited to agenda requirements, the order of business, rules of
order, rules of evidence, closed session procedures and rules for public participation in
meetings”1. The City Council adopted the first version of the City Council Procedures and
Protocols Handbook in the early 2000s.
Section 8.1 of the Handbook calls on the City Council to review its procedural rules and
protocols annually. The City Council did an overhaul of the Handbook in 2023 and made an
additional change regarding a reimbursement policy in 2024. The Handbook is available online2.
This year is the first year of returning to a regular review of the Handbook as the City Council
choose not to do additional Handbook review in 2024 given the extensive work done in 2023.
1 Palo Alto Municipal Code Section 2.04.100 https://codelibrary.amlegal.com/codes/paloalto/latest/paloalto_ca/0-
0-0-60096
2 City Council Procedures and Protocols Handbook: https://www.paloalto.gov/files/assets/public/v/6/city-
clerk/city-charterprocedures/2024-adopted-council-protocols-and-procedures-manual-10.2024.pdf
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The Handbook states that the Committee “may” make recommendations for updates if
appropriate/needed; it is not mandatory that a review results in additional changes.
At the November 19, 2025 Policy and Services Committee meeting, the Committee
recommended to City Council to amend Procedures Section 8.1 of the Procedures and
Protocols Handbook to set the regular review cycle for the Procedures and Protocols Handbook
to be every other year instead of annually. This recommendation was made for efficiency and in
recognition of the extensive work done on the Handbook in recent years. The Committee
recommendation will be forwarded to the City Council for adoption on December 15, 2025;
specifically, that the Committee would review the Handbook in odd years for full Council
consideration early the next year. This would include solicitation of ideas from Councilmembers
and staff in the fall and then full Council discussion early the following year. Such a change
would allow for any new Councilmembers to have completed at least their first year on Council
before going through the Handbook update.
This current review of the Handbook includes a few suggested changes from staff based on new
state law as well as two Committee recommendations (one is described above). Staff has
initiated the request to City Councilmembers for their suggested changes to the Handbook.
Those suggestions will come to the Committee in a late packet supplemental memo on
December 4. Staff has also made minor formatting updates throughout the Handbook.
Summary of Suggested Changes as recorded by staff:
-Committee recommendation: Amend the Handbook to allow Committee Chairs the
discretion to call for a January committee meeting (included in an item going to City
Council on December 15)
-Committee recommendation: Amend the Handbook to change the frequency of
Handbook review from an annual review to every other year review with the process
beginning at the Committee late in the odd-numbered years.
-Staff recommendation: Update the Handbook to reflect state law changes regarding
teleconferencing (based on SB 707 with more details below)
-Council direction: Council directed staff to establish guidelines for proclamation
issuance based on best practice. Draft language is included in the redline for Committee
and Council review5.
SB 707 – Brown Act Amendments
SB 707 extends and revises the alternative teleconferencing provisions of AB 2449, which was
also known as “just cause” or “emergency circumstances” teleconferencing. The redlines in the
5 City Council, May 20, 2024; Agenda Item 12, SR# 2405-3015
https://recordsportal.paloalto.gov/Weblink/DocView.aspx?id=43162
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attachment incorporate the following new alternative teleconferencing provisions, effective
January 1, 2026:
Extends expiration date to 2030,
Removes the procedural differences between attending remotely for “just cause” or for
“emergency circumstances,”
Expands “just cause” to include certain military service obligations, and
Requires meeting minutes to identify specific provision a member relies on to participate
remotely.
Winter 2025 – December 9, 2025 Policy and Services Committee Meeting
Winter 2026 – tentatively February 2026 Policy and Services Committee Meeting
Spring 2026 – Action Item at City Council Meeting
FISCAL/RESOURCE IMPACT
STAKEHOLDER ENGAGEMENT
ENVIRONMENTAL REVIEW
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ATTACHMENTS
Attachment A: Council Protocols and Procedures Manual 2025 Redline
APPROVED BY:
Ed Shikada, City Manager
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If you have any questions about this handbook, please feel
free to contact the City Clerk by phone at (650) 329‐2571
and e‐mail at city.clerk@paloalto.govcityofpaloalto.org or
the City Attorney by phone at (650) 329‐2171 and e‐mail
at city.attorney@paloalto.govcityofpaloalto.org.
CITY COUNCIL
PROCEDURES AND
PROTOCOLS
HANDBOOK
Procedures and Protocols Approved 09/09/2024
(last updated 12/16/202405/13/2024 and 05/20/2024)
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TABLE OF CONTENTS
Introduction ........................................................................................................................................ 3
PART I: CITY COUNCIL PROCEDURES .................................................................................................... 4
SECTION 1 – CITY COUNCIL ORGANIZATION AND STRUCTURE ............................................................................. 4
1.1 Annual Organization of City Council ......................................................................................................... 4
1.2 Council Committees ................................................................................................................................. 4
1.3 Respect the Work of the Council Committees.......................................................................................... 7
SECTION 2 ‐ GENERAL PROCEDURES FOR CITY COUNCIL MEETINGS .................................................................... 7
2.1 Meeting Schedules, Agendas and Supporting Materials .......................................................................... 8
2.2 The Mayor and Vice Mayor Should Work with Staff to Plan the Council Meetings ................................. 9
2.3 Attendance Procedures ............................................................................................................................ 9
2.4 Colleagues’ Memos ................................................................................................................................. 14
SECTION 3 ‐ CITY COUNCIL MEETING ORDER OF THE AGENDA .......................................................................... 15
3.1 Call to Order ........................................................................................................................................... 15
3.2 Special Orders of the Day ....................................................................................................................... 16
3.3 Closed Sessions ....................................................................................................................................... 16
3.4 Agenda Changes, Additions, and Deletions ............................................................................................ 18
3.5 General Public Comment (see Section 5 on Public Participation for more details about “General
Public Comment”) .................................................................................................................................. 18
3.6 Councilmember Questions, Comments, and Announcements (including reports on Boards,
Commissions, and Committees) ............................................................................................................ 18
3.7 Study Sessions ........................................................................................................................................ 18
3.8 Consent Agenda ..................................................................................................................................... 19
3.9 City Manager’s Comments ..................................................................................................................... 21
3.10 Action Items ............................................................................................................................................ 21
3.11 Adjournment .......................................................................................................................................... 21
SECTION 4 ‐ PROCEDURES AT CITY COUNCIL MEETINGS..................................................................................... 22
4.1 Council Motion and Voting Processes throughout the Agenda (exist. Procedures 2.4 U and V) ........... 22
4.2 Motion Procedures ................................................................................................................................. 22
4.3 Voting and Debate of Agenda Items ....................................................................................................... 26
4.4 Quasi‐Judicial Matters ............................................................................................................................ 28
SECTION 5 ‐ HOW THE PUBLIC ENGAGES WITH THE CITY COUNCIL .................................................................... 30
5.1 Public Participation During City Council Meetings ................................................................................. 30
SECTION 6 ‐ CITY COUNCIL QUESTIONS ON AGENDA‐RELATED ITEMS ............................................................... 33
6.1 Submit Questions on Council Agenda Items Ahead of the Meeting ...................................................... 33
6.2 City Council emails for Agenda‐Related Items Procedure ...................................................................... 34
SECTION 7 – COUNCIL VALUES AND ANNUAL COUNCIL PRIORITIES ................................................................... 34
SECTION 8 ‐ PROCEDURES AND PROTOCOLS REVIEW AND ENFORCEMENT ....................................................... 36
8.1. Annual Review and Update of the Handbook ........................................................................................ 36
8.2. Commitment to Follow the Procedures and Protocols Handbook ......................................................... 36
8.3 Procedures for Enforcement .................................................................................................................... 36
PART II: CITY COUNCIL PROTOCOLS ................................................................................................... 41
SECTION 1 – CITY COUNCIL CONDUCT ................................................................................................................ 41
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1.1 Positive Work Place Environment ........................................................................................................... 41
1.2 Comply with Law .................................................................................................................................... 41
1.3 City Council Core Responsibilities (exist. Protocol Sec. 1) ..................................................................... 41
1.4 General Member Conduct ...................................................................................................................... 42
1.5 Decisions Based on Merit ....................................................................................................................... 43
1.6 Advocacy 43
1.7 Council Conduct with City Staff .............................................................................................................. 44
1.8 Use of Staff Time .................................................................................................................................... 45
SECTION 2 ‐ CITY COUNCIL CONDUCT WITH PALO ALTO BOARDS AND COMMISSIONS ..................................... 46
2.1 If Attending a Board or Commission Meeting, Identify Your Comments as Personal Views or Opinions.
46
2.2 Refrain from Lobbying Board and Commission Members ...................................................................... 46
2.3 Remember that Boards and Commissions are Advisory to the Council as a Whole, not as Individual
Councilmembers .................................................................................................................................... 46
2.4 Concerns about an Individual Board or Commission Member Should be Pursued with Tact ................. 46
2.5 Be Respectful of Diverse Opinions .......................................................................................................... 47
2.6 Keep Political Support Away from Public Forums ................................................................................... 47
2.7 Maintain an Active Liaison Relationship ................................................................................................. 47
2.8 Role of Council Liaison to Board or Commission .................................................................................... 47
SECTION 3 ‐ STAFF CONDUCT WITH CITY COUNCIL ............................................................................................. 47
3.1 Respond to Council Questions as Fully and as Expeditiously as is Practical ........................................... 47
3.2 Respect the Role of Councilmembers as Policy Makers for the City ...................................................... 47
3.3 Demonstrate Professionalism and Non‐Partisanship in all Interactions with the Community and in
Public Meetings ...................................................................................................................................... 47
3.4 It is Important for the Staff to Demonstrate Respect for the Council at all Times ................................. 48
SECTION 4 ‐ CITY COUNCIL AND BOARDS AND COMMISSIONS POLICY FOR TRAVEL AND MISCELLANEOUS
EXPENSE REIMBURSEMENT ................................................................................................................................ 48
4.1 Miscellaneous Expenditures ................................................................................................................... 48
4.2 Council and Boards and Commission Travel Policy ................................................................................ 48
SECTION 5 – CITY COUNCIL REIMBURSEMENT POLICY FOR EXPENSES INCURRED IN THE PERFORMANCE OF
THEIR OFFICIAL DUTIES ....................................................................................................................................... 50
5.1 Purpose ................................................................................................................................................... 50
5.2 Authorized Expenses .............................................................................................................................. 50
5.3 Monitoring and Reporting...................................................................................................................... 51
SECTION 6 ‐ Confidentiality, Conflicts of Interest, Gifts And Favors.................................................................... 51
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Introduction
The purpose of this City Council Procedures and Protocols Handbook is to review a set of rules through
which the Palo Alto City Council conducts its business in a fair, equitable and effective manner.
Adoption of the Handbook is requirement of the Palo Alto Municipal Code:
Municipal Code 2.04.100 – Handbook of Procedural Rules
The Council shall adopt by resolution a handbook of procedural rules governing any aspect of
the conduct of meetings and hearings for the council and its standing committees, including but
not limited to agenda requirements, the order of business, rules of order, rules of evidence,
closed session procedures and rules for public participation in meetings. The handbook of
procedural rules shall be deemed guidelines and failure to comply with any procedural rule shall
not be the basis for challenge to or invalidation of any action of the council, nor shall they be
construed to create any independent remedy or right of action of any kind.
The handbook is organized in two parts:
Part I: City Council Procedures
This section explains the process through which work is done and basic rules for City Council
meetings including public participation guidelines.
Part II: City Council Protocols
This section explains conduct guidance for the City Council.
If a provision of this Handbook conflicts or is inconsistent with the Charter, the Municipal Code, or State
or Federal law, the Charter, Code, or State or Federal law shall govern.
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PART I: CITY COUNCIL PROCEDURES
SECTION 1 – CITY COUNCIL ORGANIZATION AND STRUCTURE
1.1 Annual Organization of City Council
The Palo Alto Charter, Article III, Section 8 directs Council to elect one of its members to serve as
Mayor and one as Vice‐Mayor, and sets forth their duties. Palo Alto Municipal Code Section
2.04.060 provides additional detail. In addition to those duties, the Mayor is also to make
appointments of Councilmembers to regional bodies / agencies that Palo Alto has a seat on as
applicable or where not otherwise provided for by law.
Mayor and Vice‐Mayor are elected at the first meeting in January each year. Nominations may be
made by any Councilmember and do not require a second.
1.2 Council Committees
(a) Standing Council Committees
Policy
It is the policy of the Council to use standing committees in open and public meetings to study City
business in greater depth than what is possible in the time allotted for Council meetings.
Purpose
These rules are intended to enhance public participation and committee meetings so that the best
possible decisions can be made for Palo Alto.
General Requirements
Council standing committees shall be subject to the following procedural rules:
1) Quorum
A majority of the committee membership shall constitute a quorum.
2) Referrals
Only the Council or City Manager shall make referrals to the standing committees.
Referrals will generally be directed to only one of the standing committees.
Items may be withdrawn from the committee and taken up for consideration by the
Council at any Council meeting with the consent of a majority of the Council, and subject
to any applicable noticing or agenda‐posting requirements.
3) Attendance by Nonmembers
As required by the Brown Act, Councilmembers who are not on a committee may attend
the committee meeting but only as an observer; they may not speak or otherwise
participate in the committee meeting.
If Council wishes to allow members who are not serving on the committee to speak, the
meeting should be noticed as a meeting of the full Council, and all Council procedural
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requirements will apply.
4) Function of committees
The purpose and intent of committee meetings is to expedite Council action by providing
more thorough and detailed discussion and study of prospective or current Council
agenda items with a full and complete airing of all sentiments and expressions of opinion
on City problems by both the committee and the public. Actions of the committee shall
be advisory recommendations only except as to matters delegated to the committee by
Council.
5) Minutes and Report of Committee
The City Clerk shall be responsible for the preparation and distribution to the Council of
the minutes of standing committee meetings. The minutes for these meetings shall be
action minutes which reflect the motions made during these meetings. The minutes of
each committee meeting serve as the report to the Council and should be included, as
appropriate, in subsequent relevant staff reports.
6) Agenda
The presiding officer of each standing committee shall work with staff to prepare the agenda
for committee meetings. Items should be scheduled as they are ready, taking into
account the sequence of referral, the time required for staff research and analysis to
support committee discussions, the time‐sensitivity of items, and other factors as
determined by the chair and City Manager.
7) Public Participation at Committees
The presiding officer shall determine the time that each speaker is allotted during
general public comment and public comment on agendized items. The chair will typically
set individual speaker speaking time at 3 minutes per speaker. If extended public
participation is desired the chair may provide for a longer period; if there are a large
number of speakers or many agenda items, speaking time may be shortened.
8) New Standing Committees
Council may establish new standing committees as needed.
(b) Policy and Services Committee
The Municipal Code states that the role of the Council Policy & Services Committee is to consider
and make recommendations on matters referred to it by the Council relating to parliamentary and
administrative procedures and policy matters pertaining to intergovernmental relations,
personnel policies, planning and zoning, traffic and parking, public work, and community and
human services. (§2.04.220).
(c) Finance Committee
The Municipal Code states that the role of the Council Finance Committee is to consider and
make recommendations on matters referred to it by the Council relating to finance, budget,
financial audits, capital planning and debt. (§2.04.210).
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(d) Council Appointed Officers (CAO) Committee
The CAO Committee meets on an as‐needed schedule to address issues that Council has referred
to the Committee related to Council's four direct appointees: the City Manager, City Attorney,
City Clerk and City Auditor. For example, the committee may be tasked with duties related to
performance evaluations, compensation, and the filling of vacancies. The CAO Committee is to
make recommendations to the Council annually regarding the process for CAO evaluations and
the selection of the consultant to serve as the facilitator for the CAO evaluations for the year.
The CAO Committee is also to schedule the CAO performance evaluations in partnership with
staff.
(e) City Schools Liaison Committee
The City‐Schools Liaison Committee is composed of two Councilmembers and two members of
the Board of Education of the Palo Alto Unified School District. The committee’s purpose is to
share information, collaborate, and coordinate on issues related to Palo Alto’s school‐aged
children and youth.
(f) Ad Hoc Committees
Policy
The Council may create Ad Hoc Committees on a limited basis where necessary to study City
business in greater depth than what is possible in the time allotted for Council and Standing
Committee meetings.
Purpose
These rules are intended to clarify the distinctions between Standing and Ad Hoc Committees and
to set up guidelines for creation of Ad Hoc Committees.
General Requirements
Council Ad Hoc Committees shall be subject to the following procedural rules:
1) Definition of Ad Hoc Committee
An Ad Hoc Committee is a temporary advisory committee composed solely of less than a
quorum of members of the Council or any Council Standing Committee. The work of an
Ad Hoc Committee has a limited or single purpose. An Ad Hoc committee is not intended
to be perpetual but rather to be dissolved in a finite period time, once its specific task is
completed. By contrast, a Standing Committee has continuing subject matter jurisdiction
over a variety of related topics.
2) Brown Act
The procedural requirements of the Brown Act apply to all committees that have either:
(a) continuing subject matter jurisdiction over a matter or group of related matters; or
(b) a regular meeting schedule set by Council action. All Standing Committees are Brown
Act bodies. Ad hoc committees are generally not Brown Act bodies, provided that they
are temporary bodies, formed for the purpose of addressing a limited or single purpose,
include only members of Council, and do not have a regular meeting schedule set by
Council action. When Council creates an Ad Hoc committee that is not a Brown Act body,
Council may, at its discretion, direct that the committee follow Brown Act procedures.
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3) Creation and Appointment
The Mayor or the Council may create an Ad Hoc Committee and appoint three or fewer
members of the Council to serve. In contrast, only the Council and not the Mayor alone
can create a Standing Committee. The Mayor makes appointments to Standing and Ad
Hoc Committees. The Mayor will publicly announce any Ad Hoc Committee created by
her or him and its membership and stated purpose. The Clerk shall post this information
on the Council website. The City Manager shall prepare a report to Council about the
anticipated time commitment required for staff to assist the Ad Hoc Committee.
4) Duration
Ad Hoc Committees are created for a finite period of time. If an Ad Hoc Committee does
not complete its task by the end of the calendar year, it shall not continue unless
reappointed by the new Mayor in the following year.
5) Members
Ad Hoc Committees shall consist of less than a quorum of Councilmembers only, and
shall not include any other persons, including members of other legislative bodies.
6) Reporting
Ad Hoc Committees shall report their recommendations to the Council in the timeframe
directed by Council. Any Councilmember may ask during ‘Councilmember Questions,
Comments And Announcements’ that an updated Ad Hoc Committee report be placed
on an upcoming meeting agenda.
7) Termination of Ad Hoc Committee by Majority of Council
A majority of the Council may vote to terminate any Ad Hoc Committee following
placement of the issue on an agenda.
8) Conclusion
A public announcement shall be made any time the Ad Hoc Committee has concluded its
work and/or upon dissolution.
1.3 Respect the Work of the Council Committees
Council should respect the work of Council committees, as their purpose is to provide focused, in‐
depth discussion of issues to help inform and expedite Council business. If a matter is taken forward
to the full Council for approval after receiving a unanimous vote at committee, the item will be
placed on the Consent Calendar, unless otherwise recommended by the committee, Mayor, City
Attorney or City Manager.
* * *
SECTION 2 ‐ GENERAL PROCEDURES FOR CITY COUNCIL MEETINGS
The purpose of these guidelines is to facilitate the orderly and efficient conduct of Council business. This
purpose recognizes the value of establishing a community understanding of meeting procedures so that
broad public participation is encouraged. This purpose also recognizes that Councilmembers must have
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a common approach to the discussion and debate of City business so that meetings are both
streamlined and thorough.
These are guidelines, rather than rules. The Council intends that City staff and Councilmembers will
follow these guidelines. However, these guidelines should not be used in a way that leads to
inefficiency, unfairness, or the promotion of form over substance.
In addition to Council‐adopted guidelines, State law establishes a variety of mandatory meeting rules
that the City must follow in order to ensure open government and fair process, regardless of unusual
situations and consequences. (See Cal. Govt Code section 54950.)
2.1 Meeting Schedules, Agendas and Supporting Materials
(a) Meeting Schedules for Regular and Special Meetings
The Council generally conducts two different kinds of meetings: regular meetings and special meetings.
The Municipal Code provides that regular Council meetings are conducted at City Hall on the first three
Monday nights of each month, except during the Council’s annual summer and winter recesses, at 5:30
p.m.
The Council also schedules periodic special meetings, which are meetings on any day or time other than
the regular meeting time. This may include meetings on the regularly‐scheduled first three Mondays
where the start time is 5 p.m. or earlier, or meetings on a fourth or fifth Monday, or meetings scheduled
on any other day or time.
The Mayor or Council may call a special meeting on a minimum of 24 hours’ notice. Special meetings
need not be held at City Hall, as long as the alternate location is within the City. The Council makes every
effort to provide notice well in advance of 24 hours, especially when the special meeting is for the
purpose of conducting a Study Session.
(b) Posting of Agendas
Under the Brown Act, meeting agendas must be posted no later than 72‐hours prior to regular meetings
and 24‐hours prior to special meetings. It is City policy to make every effort to post the agenda on
Thursday, 11 days prior to Monday meetings, whether regular or special. Agendas are posted in King
Plaza by the elevators and are uploaded to the Council web page.
(c) Supporting Reports and Materials
It is City policy to make every effort to provide supporting reports and materials at the time the agenda
is posted. Typically, this will occur 11 days before the meeting. Materials that are not available at the
time of agenda posting will be distributed as soon as feasible before the meeting. Materials that are
distributed to a majority of Council will be made available to the public at the same time, as required by
law. Some materials, such as presentation materials or “supplemental memoranda” (previously referred
to as “at places” memoranda) may be distributed to Councilmembers and the public at the meeting.
(d) Late Submittal of Correspondence or Other Information Related to Planning Applications
In order to allow for adequate staff review and analysis and to ensure public access to information, all
plans, correspondence, and other documents supporting planning applications being heard by the Council
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must be submitted to staff not later than noon five (5) working days prior to the release of the Council
Agenda Packet. If any correspondence or other information is submitted after this deadline to
Councilmembers or staff, and staff determines additional review is needed, staff will reschedule the
item for a future Council meeting.
If a Councilmember receives planning application materials from a project applicant, or receives other
significant material related to the application from any source, he or she shall notify the City Clerk and
the City Manager as soon as possible so that all relevant material can be entered into the official record
and made available to all parties and the public. At the meeting the Council may determine whether to
continue or refer the item to the appropriate board and/or commission if significant changes to a project
or significant new information become known.
2.2 The Mayor and Vice Mayor Should Work with Staff to Plan the Council Meetings
There are three purposes to the pre‐Council planning meeting: 1) to plan how the meeting will be
conducted, including review of approximate time allocation of Staff Report presentations and to
ensure adequate time for large complex items; 2) to identify any issues or questions that may need
greater staff preparation for the meeting; and 3) to discuss future meetings. Consideration in
building the agenda should be given to the potential length of the meeting and at what point items
of significant public concern may be heard.
The purpose of the meeting is not to work on policy issues. Normally, only the Mayor and Vice
Mayor are invited and expected to attend the pre‐Council meetings with the City Manager, other
CAOs, and department managers. The Mayor and Vice Mayor’s role is to represent the interest of
the entire Council.
2.3 Attendance Procedures
(a) Attendance Required
Councilmembers, the City Clerk, City Attorney, and City Manager, along with any other City
officers and department heads that have been requested to be present, shall take their regular
stations in the Council Chambers at the start of every scheduled meeting. Councilmembers are
expected to be present at the dais at all times except for necessary short breaks and other reasonable
exceptions. The presiding officer will ensure that each meeting will include at least one 15‐minute
break. The Council expects its members to attend regularly and notify the City Clerk of any
planned absences. The Council may levy fines of up to $250.00 against Councilmembers who
willfully fail to attend meetings (PAMC section 2.04.050).
(b) Remote Attendance Teleconferencing of Councilmembers at Council and Committee Meetings
Councilmembers are strongly encouraged to attend meetings in person. State law allows
Councilmembers to attend meetings remotely by teleconference by following the procedures
outlined in Government Code Section 54953(b) (“Standard Remote
AttendanceTeleconferencing”) or the alternative procedures outlined in Assembly Bill 2449
(introduced in 2022) (“AB 2449 Remote AttendanceAlternative Teleconferencing”). For
convenience, these procedures are summarized below and are current as of the date of
Handbook revision. If state law is subsequently amended, the amended terms of Sstate law will
apply.
Councilmembers are encouraged to consult in advance with the City Clerk and, if needed, the City
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Attorney to ensure compliance with all required procedures.
1) Number of Remote Appearances
Remote attendance shall be permitted not more than 3 five (5) times a year per
legislative body (for example, five times a year for full Council meetings and five
additional times a year for each Council committee). AB 2449Alternative
Teleconferencing rules still apply, which state that no more than twolimit the number of
meetings that may be attended remotely during a calendar year for “just cause,”
depending on the frequency of the legislative body’s regular meetings, as described
below.
2) General Procedures for Appearing RemotelyAttending by Teleconference
Councilmembers must follow mandatory procedures set forth in sState law. At any
meeting where a Councilmember is attending remotely, the following requirements must
be met:
(A) At least a quorum of the Council must participate from a singular physical
location within the City.
(B) The agenda must identify and include an opportunity for the public to attend
and directly address the Councilmember through a call‐in option, an internet‐
based service option, and in‐person at the location of the meeting.
(C) Council may not take action if there is an unresolved disruption to the
meeting broadcast or to the ability to take call‐in or internet‐based public
comment.
If the above threshold requirements are met, the Councilmember attending remotely
must ensure they follow the procedures associated with either Standard Remote
Attendance Teleconferencing or AB 2449 Remote AttendanceAlternative
Teleconferencing.
3) Standard Remote AttendanceTeleconferencing Procedures
A Councilmember attending remotelyteleconferencing using these procedures must ensure that:
(A) The meeting agenda identifies the remote attendanceteleconference location
and is posted at that location in an area that is accessible and visible 24 hours a
day for at least 72 hours prior to a regular meeting and 24 hours prior to a
special meeting.
(B) The remote attendanceteleconference location is open and fully accessible to
the public, and fully accessible under the Americans with Disabilities Act,
throughout the entire meeting. These requirements apply to private residences,
hotel rooms, and similar facilities, all of which must remain fully open and
accessible throughout the meeting, without requiring identification or
registration.
(C) The remote attendanceteleconference technology used is open and fully
accessible to all members of the public, including those with disabilities.
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(D) Members of the public who attend the meeting at the remote
attendanceteleconference location have the same opportunity to address the
Council from the remote teleconference location that they would if they were
present in Council Chambers.
(E) The remote attendance teleconference location must not require an admission
fee or any payment for attendance.
(F) If the meeting will include a closed session, the Councilmember must ensure
that there is a private location available for that portion of the meeting. A
private location means a closed room such that no other person can hear any
portion of the closed session.
If the a Councilmember intends to follow the procedures of Standard Remote Attendance
Teleconferencing but determines that any or all of these requirements cannot be met,
he or she shall not participate in the meeting remotely using Standard Remote
Attendance procedures.
4) Standard Remote AttendanceTeleconferencing Guidelines
(A) Five days written notice in advance of the publication of the agenda must be
given by the Councilmember to the City Clerk’s office about their intent to
participate remotelyby teleconference; the notice must include the address at
which the remote attendanceteleconferencing will occur, and the address the
Council packet should be mailed to, if a hard copy is requested.
(B) The Councilmember is responsible for posting the Council agenda in the remote
teleconference location, or having the agenda posted by somebody at the
location and confirming that posting has occurred. The City Clerk will assist, if
necessary, by emailing, faxing or mailing the agenda to whatever address or fax
number the Councilmember requests; however, it is the Councilmember’s
responsibility to ensure that the agenda arrives and is posted. If the
Councilmember will need the assistance of the City Clerk in delivery of the
agenda, the fax number or address must be included in the five‐day advance
written notice above.
(C) The Councilmember must ensure that the location will be publicly accessible
while the meeting is in progress.
(D) The Councilmember must state at the beginning of the Council meeting that the
posting requirement was met at the location and that the location is publicly
accessible and must describe the location.
5) AB 2449 Remote AttendanceAlternative Teleconferencing Procedures
In 2022 tThe Legislature has adopted AB 2449, which amended the Brown Act to allow
remote participation in certain narrow circumstances (listed below) without publishing the
remote location on the meeting agenda and without providing public access from the
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remote location.
Where the requirements of AB 2449state law’s Alternative Teleconferencing procedures
are met, a Councilmember is not required to follow the procedures described in Section
2.3(b)(3)(A)‐(E), above.
A Councilmember may use Alternative Teleconferencing AB 2449 if the
Councilmember has either “just cause,” or “emergency circumstances” that require
remote participation, as defined by AB 2449state law.
(A) “Just cause” is defined as:.
i. “Just cause” is defined as:
ii.i. a childcare or caregiving need of a child, parent, grandparent, grandchild,
sibling, spouse, or domestic partner that requires remote attendance,
iii.ii. a contagious illness that prevents in‐person attendance,
iv.iii. a need related to a physical or mental disability which cannot be
resolved by a request for reasonable accommodation, or
iv. travel while on the business of a state or local agency,.
v. an immunocompromised child, parent, grandparent, grandchild, sibling, spouse, or
domestic partner of the member that requires the member to participate
remotely,
vi. a physical or family medical emergency, or
v.vii. military service obligations that result in a member being unable to attend in
person because they are serving under official written orders for active duty, drill,
annual training, or any other duty required as a member of the California National
Guard or a United States Military Reserve organization that requires the member to
be at least 50 miles outside the boundaries of the local agency.
(B) Notice. A Councilmember with “just cause” to attend remotely must notify the
Council or Council committee and the City Clerk at the earliest possible
opportunity, including at the start of the meeting, of their need to participate
remotely and provide a general description of the circumstances.
(C) Emergency Circumstances.
“Emergency circumstances” is defined as a physical or family medical emergency
that prevents a Councilmember from attending the Council meeting in person.
i. Notification and acceptance.
a. A Councilmember attending remotely due to “emergency
circumstances” must notify the Council or Council committee and the
City Clerk at the earliest possible opportunity.
b. The Council or Council committee must request a general description of
the circumstances relating to the Councilmember’s need to appear
remotely. The description does not need to have more than 20 words,
and the Councilmember does not have to disclose any personal medical
information.
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c. At the earliest opportunity available to it, the Council or Council
committee must, by a majority vote of its members, take action on the
request to approve or disapprove it. If the request does not allow
sufficient time to place it on the agenda for the meeting for which the
request is made, the legislative body must take action on the request at
the beginning of the meeting by majority vote.
(D)(C) Disclosures. Councilmembers attending remotely must publicly disclose
at the meeting before any action is taken whether any other individuals 18
years of age or older are present in the room at the remote location with the
member and the general nature of the member’s relationship with the
individual.
(D) Technology. Councilmembers attending remotely shall participate using both
audio and visual technology.
(E) Limits. Councilmembers may only attend meetings using Alternative
Teleconferencing a limited number of times per year based on the frequency of
the legislative body’s regular meetings. The limits are:
i. City Council – 5 meetings per year
ii. Finance Committee – 5 meetings per year
i.iii. Other committees – 2 meetings per year
If the Councilmember intending to follow the procedures of AB 2449 Remote Attendance
Alternative Teleconferencing determines that any or all of these requirements cannot be
met, he or she shall not participate in the meeting remotely using AB 2449 Remote
Attendance Alternative Teleconferencing procedures.
6) AB 2449 Remote Attendance Alternative Teleconferencing Sample Scripts
At the start of the meeting, the Councilmember attending remotely may use the following
language to identify under which provision they are attending remotely:
Just Cause:
“I have just cause to attend this meeting remotely under AB 2449the Brown Act. I have
not attended a meeting remotely due to just cause more than once this calendar year. I
have attended [NUMBER] [COUNCIL/COMMITTEE] meetings remotely this calendar year. I
must attend this meeting remotely because…
1. “… I must provide caregiving to [RELATION].”
2. “… a contagious illness prevents me from attending in person.”
3. “… I have a need related to a disability which could not be accommodated at this
meeting.”
4. “… I am travelling while on official business of [STATE OR LOCAL AGENCY].”
5. “… my [RELATION] is immunocompromised, requiring me to participate remotely.”
6. “… a [PHYSICAL OR FAMILY] medical emergency prevents me from attending in
person.”
4.7. “… I am serving under official written orders required as a member of [MILITARY
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SERVICE ORGANIZATION] that requires me to be at least 50 miles outside of Palo
Alto.”
“In this room, I am accompanied by…
1. “…no one over the age of 18.”
2. “…one or more individuals over the age of 18. They are [RELATION (e.g., my
spouse, coworker, medical provider)].”
Emergency Circumstances:
“Due to emergency circumstances, I request to attend this meeting remotely under AB
2449. I have attended [NUMBER] meetings remotely this calendar year. The [PHYSICAL
OR FAMILY] medical emergency I am facing requires my remote attendance because
[BRIEF DESCRIPTION].”
“In this room, I am accompanied by…
1. “…no one over the age of 18.”
2.1. “…one or more individuals over the age of 18. They are [RELATION (e.g., my
spouse, coworker, medical provider)].”
2.4 Colleagues’ Memos
Councilmembers may bring forward a colleagues’ memo on any topic to be considered by the
entire Council. A minimum of two Councilmembers are required to place such a memo on the
agenda, reflective of the Council procedure requiring a motion and a second for consideration of a
motion by the Council. Up to three Councilmembers may sign a colleague memo. To comply with
the Brown Act, three is the maximum number Councilmembers who may discuss or sign onto a
colleagues’ memo.
Prior to preparing a colleagues’ memo, Councilmembers should consult with the City Manager to
determine whether the City Manager is able to address the issues as part of their operational
authority and within current budgeted resources. Colleagues’ memos should include a section
drafted by the City Manager that identifies any potential staffing or fiscal impacts of the
contemplated action. Councilmembers shall provide a copy of the proposed memo to the City
Manager and City Attorney prior to finalization. Completed Council colleagues’ memos should be
provided to the City Manager, City Attorney and City Clerk with as much advance notice as possible,
to provide time for staff to prepare the resource impact section and prepare the memo for
placement on the agenda.
The Council will not take action on the night that a colleagues’ memo is introduced if it has any
implications for staff resources or current work priorities which are not addressed in the memo.
The Council will discuss the colleagues’ memo and refer it to a committee or direct the City
Manager to agendize the matter for Council action. Action may be taken immediately by the Council
on colleagues’ memos where there are no resource or staffing implications, or where these
implications are fully outlined in the colleagues’ memo. The Brown Act requires that the public be
fully informed of the potential action by the Council when the agenda is published. In order to
satisfy the Brown Act requirements, the Council should consult with the City Attorney to ensure
that the proposed title to the colleagues’ memo contains all actions that the Councilmembers want
completed on the night of the Council review.
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Councilmembers nearing the end of their term desiring to submit a colleagues’ memo should
consider submittal timing and steps needed in order to ensure Council discussion prior to the end of
their term. Staff will make best efforts to agendize such memos prior to the end of the Council term.
* * *
SECTION 3 ‐ CITY COUNCIL MEETING ORDER OF THE AGENDA
Council agendas will be prepared by the City Clerk and presented to the Council in the order described
below, except as determined otherwise by the Mayor in consultation with the City Manager. In setting
the agenda, the typical order of agenda items is as shown below but the ordering can be changed in the
agenda‐setting process if needed. The City Manager, with prior approval of the Mayor, is authorized to
designate upon the agenda items that shall be taken up first or at a specific time during the course of the
meeting (PAMC section 2.04.070.) The Council may take matters up out of order upon approval by a
majority vote of those present:
Call to Order
Special Orders of the Day
Closed Session
Agenda Changes, Additions and Deletions
General Public Comment
Councilmember Questions, Comments and Announcements
Study Session
Consent Agenda
Items may be placed upon the consent calendar by any council‐appointed officer whenever, in such
officer's judgment, such items are expected to be routinely approved without discussion or debate.
Council Minutes are approved on Consent. The consent calendar shall be voted upon as one item.
City Manager Comments
Action Items
Adjournment
Items Considered After 10:30 p.m.: The Council makes every effort to end its meetings before 11 p.m.
With that goal in mind, the Council generally does not start discussion of new matters after 10:30 p.m.
Before 10 p.m. the Council will decide and announce whether it will begin consideration of any agenda
items after 10:30 p.m. and, if so, which specific items will be taken up.
3.1 Call to Order
The meeting can be called to order in recognition of a holiday or special designation to bring awareness
and show appreciation of that holiday or special designation. The Mayor will determine such recognitions
in consultation with the Manager, and dates will primarily originate from a calendar adopted by the
Council.
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3.2 Special Orders of the Day
(a) Council may acknowledge a special appreciation for individuals or groups for achievements,
holidays (dates included in the annual Council‐adopted calendar), etc., through the a Special
Order of the Day. This can be done through:
‐ A certificate of recognition for individuals or groups linked to a certain achievement, event or
holiday
‐ Information read by Councilmembers in honor of a group or individual
‐ A proclamation or resolution presented to a group or individual
‐ Informational presentation from a community group about their program.
(b) Proclamations are issued at the discretion of the Mayor. Proclamations may be presented at a City
Council meeting or issued without a formal presentation. If a presentation at City Council is
requested, the Mayor, in consultation with the City Manager and City Clerk, will determine when
the proclamation will be agendized. The public may submit requests via email to the City Clerk or
via the City Clerk’s webpage. Councilmembers may direct proclamation requests to the Mayor.
The City Clerk’s Office publishes all proclamations on the City’s website and regularly notifies the
Council of proclamations issued without presentation at a City Council meeting.
(c) The City annually issues routine, non‐controversial proclamations for certain recognitions based
off a list reviewed by the City Council, contingent upon approval by the Mayor and Vice Mayor.
Potentially controversial proclamation will be brought to the full Council for a vote for approval.
(b)(d) Council shall refrain from taking positions on matters related to foreign governments, or
concerning the foreign policy of the United States, or its relationship to other countries.
Additionally, the Council shall not adopt resolutions, issue proclamations or official statements, or
otherwise engage in advocacy on issues that are outside the scope of local governance.
The Council may support proclamations, resolutions, and matters directly related to Palo Alto’s
Sister Cities, provided they focus on cultural, educational, commercial, or other collaborations
consistent with the objectives of these partnerships.
Council may adopt positions on domestic acts of the state or federal government which affect the
resources of the City, or the health, safety and welfare of the residents or workers of the City
consistent with our legislative guidelines.
Statements representing the position of the Council on issues that are controversial, shall be voted
upon by the Council.
3.3 Closed Sessions
Closed sessions are the only part of a Council meeting that the public cannot attend though to the public
may make public comments before the start of the closed session. Council may meet in closed session only
as specifically authorized by State law. The most common types of closed sessions are labor negotiations,
litigation, employment issues, and real estate negotiations.
The Council will make a public report after the session where required by State or local law.
(a) Closed Session Requirements
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1) Announcements Before Closed Sessions
The Mayor/City Clerk shall announce the item or items to be considered in closed session
by reference to the appropriate agenda number or letter, or in an alternate form that
shall be provided by the City Attorney.
2) Public Comments
Members of the public are permitted to make public comments on closed session
matters. The City Clerk shall be present in the open session to record Council attendance
and any statements made by the public or by the Council.
3) Vote to Go into Closed Session
The Council shall vote to go into closed session.
4) Attendance
The City Manager and City Attorney, or their designees, shall attend closed sessions unless
it is necessary to excuse them. Additional staff and consultants may attend, but only to
the extent that their attendance is necessary to support Council’s consideration of the
item.
5) Public Reports
State and local law require the Council to make a public report after a closed session
when certain kinds of actions are taken (PAMC section 2.04.030). Reports from closed
sessions shall be made by the Mayor, the Vice Mayor in the Mayor's absence, or such
other City representative as designated by the Council. Such designated person is the
only individual authorized to make public statements concerning the closed session.
It is the policy of the Council to inform the public of action taken in closed session to the
greatest extent possible. It is recognized, however, that the need for confidentiality is
inherent in closed sessions and that certain matters if revealed may be a detriment to
the results desired. The Council shall publicly report:
(A) any decision to appoint, employ, or dismiss a public employee and the roll call
vote thereon at its next public meeting;
(B) actions related to litigation and the roll call vote on such actions, unless the
report would, in the written opinion of the City Attorney for specifically stated
reasons, clearly jeopardize the City’s ability to effectuate service of process on
one or more unserved parties or impair the City’s ability to resolve the matter
through negotiation, mediation or other form of settlement. Notwithstanding
the City Attorney's written opinion, the Council may under any circumstance, by
majority vote, determine that it is in the City's best interests to disclose
actions taken in closed session related to litigation. The public report shall be
given as soon as possible, but no later than the next regular meeting, and shall
include the vote or abstention of every member present. The City Attorney’s
written opinion shall be made public, along with any action taken and any vote
thereon, as soon as any litigation is concluded. The City Attorney shall record
any action and vote upon such forms as the City Attorney may deem desirable;
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(C) Other matters as required by law.
6) No Minutes
No minutes of closed sessions shall be kept. The City Attorney shall record the information
necessary to comply with State law and Municipal Code section 2.04.030.
7) Confidentiality
No person in attendance at a closed session may disclose the substance or effect of any
matter discussed during the session (PAMC section 2.04.040), except to the extent
authorized by a majority vote of Council or as required by a court.
3.4 Agenda Changes, Additions, and Deletions
(a) By majority vote, Council may change the order or delete an item from the agenda. Council
may not add items to the agenda except in cases of emergency as defined by State law.
(b) When the Council decides to reschedule business items, the business items will generally
be rescheduled as follows:
1) Items Rescheduled to a Date Uncertain
When Council reschedules an item to a date uncertain, the City Manager, Clerk and
Mayor shall confer on an appropriate date to reschedule the item.
2) Items Rescheduled to a Date Certain
Council may reschedule an item to a specific future Council meeting.
3.5 General Public Comment (see Section 5 on Public Participation for more details about
“General Public Comment”)
3.6 Councilmember Questions, Comments, and Announcements (including reports on Boards,
Commissions, and Committees)
The purpose of this agenda item is to allow Council to briefly ask staff about matters upon which
Council has taken action or given direction, make general comments as a reference to staff on
factual matters of community concern, or make brief announcements in a manner consistent with
Government Code section 54954.2. If more than brief statements are desired, the item shall be
agendized for a future meeting in the manner otherwise provided by these Procedures, such as by
the City Manager or through a Colleagues’ Memo. Major policy issues and new assignments will not
be discussed or considered in this item. To the extent possible, Council will confer with staff before
raising matters under this agenda item. This agenda item will generally last up to 15 minutes and
the public may not comment.
3.7 Study Sessions
Study Sessions are agenda items during which the Council receives information about City business
in an informal setting. Study sessions are intended to be discussion items only. The Decorum rules
still apply to the behavior of the Council and public.
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(a) Study Session Procedures
1) Time
Special study sessions will be held as needed.
2) Topics and Process
Study sessions are intended to be conducive to in‐depth factual presentations by City staff
and detailed questioning and brainstorming by Council on issues of significant interest.
The Council may discuss the material freely without following formal rules of
parliamentary procedure, and the presiding officer shall have discretion to determine
the appropriate process for conducting the study session, including when public
comment will be heard.
3) Public Participation
Members of the public are allowed to make public comments on study session matters at
the time directed by the presiding officer. The general rules of decorum apply.
4) No Action Taken
Staff may be directed to bring matters back for Council consideration at future meetings, as
no action can be taken.
3.8 Consent Agenda
The Consent Agenda is the section where items not anticipated to require discussion can be
presented and acted upon efficiently by Council. This generally includes administrative items;
implementation of policies and programs previously approved by Council, including contracts; and
other routine or non‐controversial items. The Mayor and City Manager should be sensitive to high
dollar value contracts and consider placing those items in the action agenda section. The consent
section may include:
(a) Ordinances and Resolutions
The following ordinances and resolutions may appear on a consent calendar:
1) Second Reading (passage and adoption) of Ordinances.
2) Resolutions that are ceremonial in nature.
3) Ordinances or resolutions that implement a prior Council policy direction in the manner
contemplated by the Council's previous actions, in the Adopted Budget (including the
Capital Improvement Program and especially in the department key plans), the Council
Priorities, and other similar sources.
4) Budget amendments that accept funding such as grants or gifts, provided Council
has previously approved the activity or program.
5) Resolutions approving funding applications, such as grants or loans, provided that
the program or activity has been previously approved by Council.
6) Clerical amendments to local laws.
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7) Conforming amendments to local laws that are required by State law, except items
of significant public interest.
(b) Administrative Matters Including Contracts, Appointments, Approval of Applications, and
Any Other Matter
An administrative matter may be placed on the consent calendar if it is:
1) An action that is merely the administrative execution of previous Council direction.
The Council direction and vote will be quoted in the Staff Report accompanying the
item.
2) Contracts for which the subject or scope of work has been previously reviewed by the
Council.
3) A contract for goods, general services, professional services, public works projects, dark
fiber licensing contracts or wholesale commodities, purchases, as outlined in the
Purchasing Ordinance, provided such contracts represent the customary and usual
business of the department as included in the Adopted Budget. Examples include routine
maintenance contracts, annual audit agreements software and hardware support
agreements, janitorial services, and copier agreements or postage machine agreements.
4) Designation of heritage trees.
5) Designation of historic building at the request of the property owner if there are no
unusual policy ramifications.
6) Approval of funding applications, such as grants or loans, provided that Council
has previously approved the general program or activity.
7) Items identified in the Municipal Code for placement on Consent. This includes, for
example, certain appeals of determinations of the Director of Planning and
Development Services.
8) Approval of minutes.
9) Referral of an item to a Standing Committee, Committee, Board, Commission, or
Council Appointed Officer.
10) Other similar matters as determined by the City Manager, in consultation with the Mayor.
(c) Items Unanimously Recommended for Approval by a Council Committee or Council‐Appointed
Board or Commission, Unless Otherwise Recommended by the Committee/Commission,
Mayor, City Attorney or City Manager
Items recommended unanimously for approval by Council committees and Council‐appointed
boards and commissions are generally placed on Consent, except as otherwise recommended by
the Committee, Board or Commission, or the Mayor, City Manager or City Attorney, or as
required by law.
(d) Public Comment on Consent Agenda
Members of the public wishing to speak to items on the Consent Calendar shall be permitted to
speak prior to Councilmember requests to remove an item or the vote to adopt the Consent
Calendar. Members of the public who wish to speak to Consent Agenda items will receive the
time limit set by the presiding officer (a total of 3 minutes or less) to speak to all Consent Agenda
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items of interest regardless of the number of items of interest.
(e) No Discussion or Debate; Voting; Recusals; Speaking to a No Vote
There shall not be discussion or debate on any item on the Consent agenda. A Councilmember
who needs to recuse themself from a Consent item shall inform the Mayor and make any public
disclosure that is required. The Clerk shall record the recusal on the item.
Any Councilmember may request that his or her vote be recorded as a "no" on any item or items
on the Consent agenda. Any Consent item not receiving the number of “yes” votes required for
the item is not approved.
Councilmembers may explain their "no" votes at the end of the Consent Agenda, with 3‐
minutes permitted for non‐appeal items and 5 minutes for appeal items for each
Councilmember. When a Councilmember votes “no” on multiple Consent agenda items, the
Councilmember has up to 3 minutes to speak on any and all of the “no” votes. Councilmembers
may also submit statements in writing to the City Clerk before action is taken. The City Clerk
shall preserve and make available such written statements in a manner consistent with the
Brown Act and shall assure that the minutes of the meeting make reference to the existence
and location of such written statements.
(f) Council Requests to Remove Items from Consent Agenda
Three Councilmembers may request that an item be removed from the Consent Agenda except
where otherwise required by the Municipal Code. Under the Municipal Code, four votes are
required to remove a second reading of an ordinance from the Consent Agenda.
Removed items will be heard either later in the meeting or agendized for a subsequent
meeting, depending upon the number of speakers, the anticipated length of the items that have
been officially scheduled for discussion on a particular evening, the availability of staff required
to support the discussion, and legally‐ required noticing procedures. The Mayor, in consultation
with the City Manager, will decide when any removed items will be heard.
Councilmembers who intend to request to remove an item should strive to inform the City
Manager’s office no later than noon the Sunday before the meeting. This is so that the Manager
can assess the operational impacts of rescheduling a removed item to a later agenda and, if
appropriate, can arrange for appropriate staff to attend Council to support consideration of the
item.
3.9 City Manager’s Comments
3.10 Action Items
3.11 Adjournment
* * *
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SECTION 4 ‐ PROCEDURES AT CITY COUNCIL MEETINGS
4.1 Council Motion and Voting Processes throughout the Agenda (exist. Procedures 2.4 U and V)
(a) Motions, Debate & Voting
Policy and Summary of Rules
It is the policy of the Council to follow simplified rules of parliamentary procedure for motions, debate
and voting as an alternative procedure to Robert’s Rules of Order. These rules focus on the types of
motions the Council can make and when those motions are properly used. See the Summary Table
below.
Purpose
The purpose of these rules to facilitate orderly and thorough discussion and debate of Council business
in order to create open respectful discussion and results that serve the public interest.
(b) Motions
A motion is a formal proposal by a Councilmember asking that the Council take a specified action.
A motion must receive a second before the Council can consider a matter. Motions may be
provided to the City Clerk in advance of the Council meeting so that the Clerk can efficiently post
the motion on the screen for the convenience of the community and Councilmembers.
There are two types of motions; these are the “main” motion and any secondary motions.
Only one main motion can be considered at a time. The main motion is the first motion to be
made and receive a second. A secondary motion is described below which can be considered
while a main motion is pending.
4.2 Motion Procedures
(a) Main Motion Procedures
1) Get the Floor
A Councilmember should seek permission of the presiding officer before making a motion.
2) State the Motion
A motion is made by a Councilmember (the “maker”) stating his or her proposal. Longer
proposals can be written.
3) Second Required
Any other Councilmember (including the presiding officer) who supports the proposal (or
who simply wishes it to be considered) may “second” the motion without first being
recognized.
4) Motion Transcribed
The Clerk shall transcribe the motion so that Councilmembers, the public and staff can
read it.
5) Lack of a Second
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If there is no second stated immediately, the presiding officer should ask whether there is a
second. If no Councilmember seconds the motion the matter will not be considered.
6) Discussion
The maker shall be the first Councilmember recognized to speak on the motion if it
receives a second. The seconder shall be the second Councilmember to speak on the
motion.
Generally Councilmembers will speak only once with respect to a motion. If the presiding
officer or Council permits any Councilmember to speak more than once on a motion, all
Councilmembers shall receive the same privilege.
7) Secondary Motions
Secondary motions may be made by a Councilmember upon getting the floor.
8) Action
After discussion is complete the Council will vote on the motion under consideration.
(b) Secondary Motion Procedures
Only one main motion may be entertained by Council at a time. The Council recognizes the following
secondary motions which may be considered while a main motion is pending. These motions shall have
precedence in the order listed below. This means that a secondary motion that is higher on the list will
be considered ahead of a pending secondary motion that is lower on the list:
The purpose of the allowed secondary motions is summarized in the following text and table.
1) Fix the time to which to adjourn
This motion sets a time for continuation of the meeting. It requires a second, is
amendable and is debatable only as to the time to which the meeting is adjourned.
2) Adjourn
This motion ends the meeting or adjourns it to another time. It requires a second and is
not debatable except to set the time to which the meeting is adjourned, if applicable. A
motion to adjourn shall be in order at any time, except as follows: (a) when repeated
without intervening business or discussion; (b) when made as an interruption of a
member while speaking; (c) when the previous question has been ordered; and (d) while
a vote is being taken.
3) Take a recess
This motion interrupts the meeting temporarily. It is amendable but is not debatable.
4) Raise a question of personal privilege
This motion allows a Councilmember to address the Council on a question of personal
privilege and shall be limited to cases in which the Councilmember's integrity, character
or motives are questioned or when the welfare of the Council is concerned. The maker of
the motion may interrupt another speaker if the presiding officer recognizes the
"privilege." The motion does not require a second, is not amendable and is not debatable.
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5) Lay on the table
This motion is used to interrupt business for more urgent business. A motion to lay on
the table requires a second, is not amendable and is not debatable. It shall preclude all
amendments or debate of the subject under consideration. If the motion prevails, and
the subject is tabled, the matter must be reagendized in the future if further
consideration is to be given to the matter.
6) Previous question
This motion “calls the question” by closing debate on the pending motion. A motion for
previous question requires a second, is not debatable and is not amendable. It applies to
all previous motions on the subject unless otherwise specified by the maker of the
motion. If motion for previous question fails, debate is reopened; if motion for previous
question passes, then vote on the pending motion. A motion for previous question
requires a two‐ thirds vote of those Councilmembers present and voting.
7) Limit or extend debate
This motion limits or extends the time for the Council or any Councilmember to debate a
motion. It requires a second, is amendable and is not debatable. The motion requires a
two‐thirds vote of those Councilmembers present and voting.
8) Continue to a certain time
This motion continues a matter to another, specified time. It requires a second, is
amendable and is debatable as to propriety of postponement and time set.
9) Refer to a city agency, body, committee, board, commission or officer
This motion sends a subject to another city agency, body, committee, board, commission
or officer for further study and report back to Council, at which time subject is fully
debated. It requires a second, is amendable, and is debatable only as to the propriety of
referring.
The substance of the subject being referred shall not be discussed at the time the motion to
refer is made.
10) Amend or substitute
A motion to amend retains the original motion and modifies it in some way. A substitute
motion deletes the original motion and replaces it with a different motion. Both require
a second, are amendable, and are debatable only when the motion to which they appy is
debatable. A motion to amend an amendment is in order, but one to amend an
amendment to an amendment is not. An amendment modifying a motion is in order but
an amendment raising an independent question or one that is not germane to the main
motion shall not be in order. Amendments take precedence over the main motion and the
motion to postpone indefinitely.
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(c) Motion Process Reference Chart
Motion
Description 2nd
Required
Debatable
Amendable
2/3 Vote
Fix the time to
which to adjourn
Sets a next date and time for
continuation of the meeting
YES
Only as to time to which
the meeting is adjourned
YES
NO
Adjourn
Sets time to adjourn. Not in order if (a)
repeated without intervening business
(b) made as an interruption of a
member while speaking; (c) the
previous question has been ordered;
and (d) while a vote is being taken
YES
Only to set the time to
which the meeting is
adjourned
NO
NO
Take a recess Purpose is to interrupt the meeting YES NO YES NO
Raise a question of
privilege
Allows member to address Council on a
question of personal privilege limited to
Council welfare or cases where a
member’s personal integrity, character,
or motives are questioned.
NO
NO
NO
NO
Lay on the table Interrupts business for more urgent
business
YES NO NO NO
Previous question
(close debate or
“call the question”)
Closes debate on pending motion
YES
NO
NO
YES
Limit or extend
limits of debate
Purpose is to limit or extend debate
YES
NO
YES
YES
Motion to continue
to a certain time
Continues the matter to another,
specified time
YES
YES
YES
NO
Refer to committee
Sends subject to another city agency,
body, committee, board, commission or
officer for further study and report back
to council, at which time subject is fully
debated
YES
Only as to propriety of
referring, not substance
of referral
YES
NO
Amend or substitute
Modifies (or reverses course of)
proposed action. Cannot raise
independent question. Can amend an
amendment, but no further
YES
Only if underlying motion is
debatable
YES
NO
Motion to
Reconsider
Motion that can be made only during the
meeting or adjourned meeting in which
the action was taken
YES
YES
NO
NO
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4.3 Voting and Debate of Agenda Items
(a) Presiding officer to review motion
The presiding officer shall assure that all motions are clearly stated before allowing debate to begin.
The presiding officer and the maker of the motion should work with the City Clerk to clarify the motion
before allowing debate to begin. The presiding officer may review the motion prior to voting.
(b) Presiding officer may debate and vote
The presiding officer may move, second and debate from the chair, subject only to such limitations of
debate as are by these rules imposed on all Councilmembers. The presiding officer shall not be
deprived of any of the rights and privileges of a Councilmember.
(c) Division of question
If the question contains two or more divisible propositions, each of which is capable of standing as
a complete proposition if the others are removed, the presiding officer may, and upon request of
a Councilmember shall, divide the same. The presiding officer's determination shall be
appealable by any Councilmember.
(d) Withdrawal of motion
A motion may only be withdrawn by the maker with the consent of the Councilmember
seconding it.
(e) Change of vote
Councilmembers may change their votes before the next item on the agenda is called.
(f) Voting
On the passage of every motion, the vote shall be taken by voice or roll call or electronic voting device
and entered in full upon the record, except where state law requires a roll call vote
(g) Failure to vote
It is the responsibility of every Councilmember to vote unless the member is recused. No
Councilmember can be compelled to vote.
(h) Abstaining from vote
Councilmembers should only abstain if they are not sufficiently informed about an item, e.g., when
there was a prior meeting on the topic and they were unable to view the prior meeting before
the current meeting. In the event of an abstention, or silence during a vote, the abstainer in
effect, "consents" that a majority of the quorum of the Councilmembers present may act for him
or her.
(i) Not participating
A Councilmember who is recused from an item due to a conflict of interest, common law bias, or other
legal prohibition shall make disclosures required by law, leave the dais if required, and not
participate in any way in the discussion or determination of the item. A Councilmember may
otherwise disqualify themself to avoid an appearance of impropriety.
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(j) Tie votes
Tie votes may be reconsidered during the time permitted by these rules on motion by any
member of the Council voting yes or no during the original vote. Before a motion is made on the
next item on the agenda, any member of the Council may make a motion to continue the matter
to another date. To the extent allowed by law, it is the Council’s intention that any continuance
hereunder shall suspend the running of any time in which action of the Council is required by law.
Nothing herein shall be construed to prevent any Councilmember from recommending the
agendizing of a matter that resulted in a tie vote for a subsequent meeting.
(k) Motion to reconsider
A motion to reconsider any action taken by the Council may be made only during the meeting or
adjourned meeting when the action was taken. A motion to reconsider requires a second, is
debatable and is not amendable. The motion must be made by one of the prevailing
side of an issue but may be seconded by any Councilmember. A motion to reconsider may be
made at any time and shall have precedence over all other motions, or while a Councilmember
has the floor, providing that no vested rights are impaired. The purpose of reconsideration is to
bring back the matter for review. If a motion to reconsider fails, it may not itself be reconsidered.
Reconsideration may be moved only once on the same motion. However, a Councilmember may
make a motion to rescind such action at a subsequent meeting of the Council, provided an
appropriate item is on the published agenda.
(l) Appeal from the decision of presiding officer
When the rules are silent, the presiding officer shall decide all questions of order, subject to
appeal by a Councilmember. When in doubt, the presiding officer may submit the question to
the Council, in which case a majority vote shall prevail. Any decision or ruling of the presiding
officer may be appealed by request of any member. The presiding officer shall call for a roll call or
electronic voting device vote to determine if the presiding officer's ruling shall be upheld. If said
vote passes or results in a tie vote, the presiding officer's ruling shall stand. If said vote fails, the
decision or ruling of the presiding officer is reversed.
(m) Getting the floor; improper references to be avoided
Every Councilmember desiring to speak shall address the presiding officer and, upon recognition
by the presiding officer, every Councilmember shall be confined to the question under debate,
avoiding all indecorous language and personal attacks.
(n) Interruptions
Except for being called to order, a Councilmember once recognized, shall not be interrupted
when speaking, except as otherwise provided for in these rules. A Councilmember called to order
while speaking shall cease speaking until the question or order is determined, and, if in order, said
Councilmember shall be permitted to proceed.
(o) Councilmember Speaking Time
The presiding officer shall give each Councilmember up to five (5) minutes to speak in each
round of discussion during discussions on Council items where discussion takes place. The
Council shall be guided by the speaking times set by the presiding officer and shall conclude
comments at the direction of the presiding officer. The presiding officer shall endeavor to treat
all members equitably.
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4.4 Quasi‐Judicial Matters
(a) Quasi‐Judicial Matters
It is the policy of the Council to assure that the due process rights of all persons are protected
during City hearings. A “quasi‐judicial” hearing is a hearing that requires a higher level of
procedural due process because of the potential impact on life, liberty or property. Usually,
quasi‐judicial hearings involve consideration of an application to develop real property. The City,
including Council and associated Boards and Commissions, reaches a determination by applying
standards and requirements in existing law to the facts and evidence submitted in the hearing.
Findings must be stated to explain the evidentiary basis for Council’s final decision.
Purpose
These rules are intended to assure that Council decision making on quasi‐judicial matters is
based upon facts and evidence known to all parties and to support the role of Boards and
Commissions in making independent recommendations to Council.
General Requirements
1) Quasi‐Judicial Proceedings Defined
Quasi‐judicial proceedings subject to these procedural rules include hearings involving the
following matters:
(A) Conditional Use Permits
(B) Variances
(C) Home Improvement Exceptions
(D) Design Enhancement Exceptions
(E) Subdivisions, other than final map approvals
(F) Architectural Review
(G) Other Matters as Determined by the City Attorney
2) Restrictions on Council Communications Outside of Quasi‐Judicial Hearings
It is the policy of the Council to discourage the gathering and submission of information by
Councilmembers outside of any noticed public meeting, prior to final recommendations
by the Architectural Review Board or Planning & Transportation Commission. The
following procedural guidelines are intended to implement this policy but shall not be
construed to create any remedy or right of action.
3) Identification of Quasi‐Judicial Matters
The City Attorney, in conjunction with the City Clerk and City Manager, will identify
agenda items involving quasi‐judicial matters on both the tentative and regular Council
agendas.
This identification is intended to inform the Council, interested parties, and the public
that this policy will apply to the matter.
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4) Council to Track Contacts
Councilmembers should track contacts with any person or entity pertaining to quasi‐judicial
matters. Contacts include conversations, meetings, site visits, mailings, or presentations
during which substantial factual information about the item is gathered by or submitted
to the Councilmember.
5) Disclosure
When a quasi‐judicial matter is agendized at Council, Councilmembers will disclose on the
record any contacts they have had outside of a noticed meeting, identify any new or
different information they have received, and note information that may influence their
preliminary views or opinions about the item. Disclosures may be oral or written and
should explain the substance of the contact so that the project applicant, other
Councilmembers, interested parties, and the public will have an opportunity to learn of
the factors influencing the Council's decision and have an opportunity to controvert or
rebut any such factor during the hearing. Disclosure alone will not be deemed sufficient
basis for a request to continue the item. A contact or the disclosure of a contact shall not be
deemed grounds for disqualification of a Councilmember from participation in a quasi‐
judicial matter unless the Councilmember, in consultation with the City Attorney,
determines that the nature of the contact is such that it is not possible for the
Councilmember to reach an impartial decision on the item.
6) No Contacts after Hearings
Following closure of a quasi‐judicial hearing, and prior to a final decision,
Councilmembers will refrain from any contacts pertaining to the item, other than clarifying
questions directed to City staff.
7) Written Findings Required
On any matter for which state law or City ordinance requires the preparation of written
findings, the staff report and other materials submitted on the matter will contain
findings proposed for adoption by the Council. Any motion directly or impliedly rejecting the
proposed findings must include a statement of alternative or modified findings or a
direction that the matter under consideration be continued for a reasonable period of
time in order for staff to prepare a new set of proposed findings consistent with the
evidence which has been presented and the decision which is anticipated.
8) Rules of Evidence
Council hearings need not be conducted according to formal rules of evidence. Any
relevant evidence may be considered if it is the sort of evidence upon which responsible
persons rely in the conduct of serious affairs. The presiding officer may exclude
irrelevant or redundant testimony and may make such other rulings as may be
necessary for the orderly conduct of the proceedings while ensuring basic fairness and full
consideration of the issues involved. Evidentiary objections shall be deemed waived
unless made in a timely fashion before the Council.
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9) Councilmembers Who are Absent During Part of a Hearing
A Councilmember who is absent from any portion of a hearing conducted by the Council
may vote on the matter provided that he or she has watched the video record of the
entire portion of the hearing from which he or she was absent and if she or he has
examined all of the exhibits presented during the portion of the hearing from which he
or she was absent. Councilmembers who were absent should state for the record that
they have reviewed the proceedings and materials.
(b) Presenting at Quasi‐Judicial Hearings
In the case of a quasi‐judicial hearing, single applicants and appellants shall be given 10 minutes
for their opening presentation and 3 minutes for rebuttal before the hearing is closed. In the
case of a quasi‐judicial hearing for which there are two or more appellants, the time allowed for
presentation and rebuttal shall be divided among all appellants, and the total time allowed for all
appellants shall be a total of twenty minutes for the opening presentation and six minutes for
rebuttal before the hearing is closed; however, each individual appellant shall be given a
minimum of 5 minutes for presentation and 3 minutes for rebuttal. In the event a request is made
and the need for additional time is clearly established, the Presiding Officer shall independently,
or may upon advice of the City Attorney, grant sufficient additional time to allow an adequate
presentation by the applicant or appellant.
(c) Submittal of Materials Directly to Council
If Councilmembers receive materials related to a quasi‐judicial agenda item they should notify
the City Clerk and the City Manager as soon as possible so that the materials can be placed in
the official record and distributed to all Councilmembers, parties to the proceeding, staff and
the public.
* * *
SECTION 5 ‐ HOW THE PUBLIC ENGAGES WITH THE CITY COUNCIL
5.1 Public Participation During City Council Meetings
Overview
The Council welcomes members of the public to participate in meetings through public comment
opportunities. It is the policy of the Council to assure that members of the public have the opportunity to
speak to any regular or special meeting agenda item before final action. These rules are intended to
enhance public participation and Council debate so that the best possible decisions can be made for Palo
Alto. Palo Alto has a long and proud tradition of open government and civil, intelligent public discourse.
Open government meetings must allow everyone to be heard without fear of cheers or jeers. For these
reasons, the Council takes these rules seriously. Disruptive or unruly behavior in violation of the law can
result in removal from the Council meeting and/or arrest and prosecution.
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(a) Access to Meetings
1) In‐Person and Remote Participation
Council meetings are available in person in the Council Chambers and through an online
meeting platform. Members of the public are welcome to attend the meeting in person or
to join the online meeting platform.
2) Translators
Speakers may bring a translator as needed and will be allotted additional time, as
appropriate.
3) ADA Access
Palo Alto makes every reasonable effort to accommodate the needs of the disabled
consistent with law. Any provision of these rules may be modified if needed to provide
reasonable accommodation. Persons needing assistance should contact: the City Clerk, City of
Palo Alto, 650‐ 329‐2571 (voice) or email at
City.Clerk@cityofpaloalto.orgCity.Clerk@cityofpaloalto.org.
4) The Council does not allow members of the public to activate their personal video during
their public comments. The Council also does not offer remote participation during the
General Public Comment (on items not on the agenda) section during Council meetings.
(b) Summary of Rules for Public Participation
Every regular Council agenda has two different kinds of opportunities for the public to speak.
The first is during General Public Comment. The second is during the public comment or public
hearing portion of each agenda item.
1) General Public Comment
This part of the meeting is provided so that the public can speak to any subject that is in
the Council’s jurisdiction, when there is no item listed on the agenda on that topic. Per
meeting, the Council limits the time for General Public Comment to up to 30 minutes
initially and allows the presiding officer to move additional General Public Comment to the
end of the meeting agenda. State law does not permit the Council to act on or discuss an
item raised at that meeting in General Public Comment. Councilmembers shall not enter
into debate with speakers, but Councilmembers may ask brief clarifying questions and
may ask City staff to follow up on any concerns raised. Remote participation will not be
available during the General Public Comment section of the agenda.
2) Public comment or public hearing portion of each agenda Item
The Brown Act requires the opportunity for public comment on all listed agenda items,
except ceremonial items, procedural items (Agenda Changes and Deletions) and brief
announcements (City Manager Comments and Councilmember Questions, Comments and
Announcements). Public comments or testimony must be related to the matter under
consideration.
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(c) Time Limits
1) Individual Speakers
The presiding officer may announce the time that each speaker may use. The Council
generally allows 3 minutes per speaker, but a shorter time may be designated when there
are many speakers, numerous items on the agenda, or items anticipated to be lengthy. For
example, if there are fewer than 10 speakers, the presiding officer may allow speakers 3
minutes to speak. Or if there are more than 10 speakers, then the presiding officer may
choose to reduce the time for each speaker.
2) Spokesperson for a Group
When a group of people wishes to address the Council on the same subject matter, they
may designate a spokesperson to address the Council. Spokespersons are subject to the
same time limits as other speakers, except that spokespersons who are representing a
group of five or more people who have requested to speak and are verified as present in
the Council Chambers or online will be allowed 10 minutes and will, to the extent
practical, be called upon ahead of individual speakers. If the presiding officer reduces the
speaking time for individual speakers, the total speaking time for a spokesperson will also
be reduced as determined by the presiding officer.
3) Public Comment on Consent Agenda (repeat of Section 3.8d)
Members of the public wishing to speak to items on the Consent Calendar shall be
permitted to speak prior to Councilmember requests to remove an item or the vote to
adopt the Consent Calendar. Members of the public who wish to speak to Consent
Agenda items will receive the time limit set by the presiding officer (a total of 3 minutes or
less) to speak to all Consent Agenda items of interest regardless of the number of items of
interest.
(d) Gaining Permission to Speak
Any person who wants to make a spoken public comment on an item on the Council agenda can
do so if they are attending either in person or virtually. If attending in person, members of the
public should fill out a speaker card and hand it in to the City Clerk prior to the end of the staff
presentation. Members of the public participating virtually should use the “raise hand” function
in the online meeting platform, or if participating via phone, hit *9 to notify the Clerk that they
wish to speak. The Clerk will provide the names of the speakers to the Mayor or Vice Mayor so
that the speakers can be identified and organized in an orderly way.
The presiding officer will endeavor to identify in advance the time when public comment cards
will no longer be accepted.
(e) Public Decorum During Meeting
The presiding officer at Council meetings (usually the Mayor or Vice‐Mayor) is authorized and
required to “preserve strict order and decorum.” (PAMC section 2.04.080(b).) This is important
in order to assure a fair opportunity for everyone to participate in an open and civil setting.
1) No person, other than a Councilmember and the person having the floor, shall be
permitted to speak without the permission of the presiding officer.
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2) All remarks should be addressed to the Council as a body and not to any individual
member or staff person.
3) No person, besides staff or the Council, shall enter the staff area of the Council dais
without the permission of the presiding officer or appropriate Council Appointed
Officer.
4) The Palo Alto Municipal Code makes it unlawful for any person to: (1) Disrupt the
conduct of a meeting; (2) Make threats against any person or against public order and
security while in the Council Chambers; (3) Use the Council Chambers during meetings
for any purpose other than participation in or observation of Council Meetings.
Any Councilmember may appeal the presiding officer’s decision on a decorum violation to the
full Council. Decorum violations are a misdemeanor and may lead to a person being removed
from the Council meeting. (PAMC sections 2.04.120, 2.04.150.)
(f) Record of Speakers
1) Persons wishing to address the Council within the meeting room, shall use the
microphone provided for the public. All public speakers, whether in person or virtual
participants shall speak in a recordable tone, either personally or with assistance, if
necessary.
2) Speakers are requested to state their name but cannot be compelled to do so as a
condition of addressing the Council.
(g) End of Public Comment After a Council Motion
Following the time for public input and once the matter is returned to the Council no person shall
address the Council without first securing the permission of the presiding officer to do so, subject
to approval of the City Attorney with respect to any hearing required by law.
* * *
SECTION 6 ‐ CITY COUNCIL QUESTIONS ON AGENDA‐RELATED ITEMS
In order to facilitate open government, all Councilmembers should make decisions with the same
information from Staff on agendized or soon‐to‐be agendized items (i.e., items on the tentative agenda
or in a Council Committee). The Council adopted protocols provide a framework for the policy on e‐mail
communications between Councilmembers and staff on agenda‐related items, including the following:
6.1 Submit Questions on Council Agenda Items Ahead of the Meeting
In order to focus the Council meetings on consideration of policy issues and to maintain an open
forum for public discussion, questions which focus on the policy aspects of agenda items should be
discussed at the Council meeting rather than in one‐on‐one communications with staff prior to the
meetings. Any clarifications or technical questions that can be readily answered can be handled
before the meeting. Councilmembers are encouraged to submit their questions on agenda items to
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the City Manager or other appropriate Council Appointed Officer by 5:00 p.m. the Wednesday prior
to the meeting so staff can be prepared to respond before or at the Council meeting. If a staff report
is incomplete by 5:00 p.m. Thursday, there will be an extension to submit Council questions until
5:00
p.m. Friday. Councilmembers are strongly discouraged from asking questions already addressed in
the staff report.
6.2 City Council emails for Agenda‐Related Items Procedure
(a) Councilmembers should direct any questions on staff reports and agenda items only to the City
Manager or designee. Questions on reports from the City Auditor, City Attorney, or City Clerk
should be directed to the appropriate Council Appointed Officer.
(b) Councilmembers should submit questions on agenda items no later than 5 p.m. on the
Wednesday prior to the Council meeting at which the item will be discussed. Staff will make
best reasonable efforts to post written responses to timely‐submitted questions by Thursday
5 p.m.
Any questions received after 5 p.m. on the Wednesday before the meeting may be responded
to via e‐mail, or alternatively, will be responded to at the Council meeting.
(c) Staff will not engage in “dialogues” with individual Councilmembers regarding questions;
however, follow‐up questions to initial questions will be responded to at the Council meeting.
(d) Staff will give highest priority to responding prior to the Council meeting via e‐mail only on items
on the Consent Agenda. Questions which address the policy aspects of the item on the Council
agenda will not be responded to prior to the meeting, although Staff welcomes such questions
in advance of the meeting in order to prepare for the Council and public discussion. Technical
and clarifying questions on non‐Consent Calendar items will be responded to as time permits.
(e) If the staff will be responding to a Councilmember’s Consent Agenda question at the meeting
rather responding to the question via e‐mail, Staff will inform the Councilmember as early as
possible after receipt of the question(s).
(f) Questions and all staff‐prepared responses will be forwarded to all Councilmembers as well as
posted online for public review of Council agenda questions and staff responses. Staff will
include the name of the Councilmember posing the questions in the “subject” field of the e‐mail
response.
(g) Copies of all Councilmember agenda questions and staff responses will be emailed to the
Council and posted publicly on the meeting agenda. If staff responses are not released until the
meeting date, they will be provided in printed form at the dais.
* * *
SECTION 7 – COUNCIL VALUES AND ANNUAL COUNCIL PRIORITIES
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(a) Council Values
In November 2022, the Council adopted a set of values as described here:
The Palo Alto City Council holds these values to help guide decisions that:
1) Balance revenues and expenses, now and in the future.
2) Are environmentally sustainable.
3) Integrate equity into our decisions, considering how decisions affect people
differently based on their identity or circumstances.
4) Make decisions that create a healthy, safe and welcoming community for all.
5) Safeguard public trust through transparent practices and open communication.
6) Embrace innovation.
(b) Annual Council Priorities
Priorities Background and Definition
The Council adopted its first Council priorities in 1986. Each year the Council reviews its priorities at its
Annual Council Retreat. On October 1, 2012 the Council formally adopted the definition of a Council
priority, and the Council’s process and guidelines for selection of priorities.
There is a goal of no more than three to four priorities per year and priorities generally have a two‐ to
three‐year time limit. Council can identify two to three specific objectives within a priority.
A Council priority is defined as a topic that will receive particular, unusual and significant attention
during the year. This varies from a Council value which is defined as an enduring goal and intention to
guide the work of the Council. The values (shared above) allow the Council to maintain these enduring
intentions while also selecting annual priorities that reflect shorter‐ term projects and goals.
Purpose
The establishment of Council priorities will assist the Council and staff to better allot and utilize time for
discussion and decision making.
Process
In advance of the annual Council Retreat, staff will solicit input from the Council on the priorities to be
reviewed and considered for the following year.
1) Councilmembers may submit up to three priorities.
2) Priorities should be submitted no later than December 1.
3) As applicable, the City Manager will contact newly elected officials for their input
by December 1.
4) The City Manager and the City Clerk will solicit for the public to share proposed
priorities prior to the Council retreat. The Policy and Services Committee shall
recommend to the Council which suggestions if any shall be considered at the Council
retreat.
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5) Staff will collect and organize the recommended priorities into a list for
Council consideration and provide to Council in the packet for the Council
retreat.
6) If needed, the Policy and Services Committee, each year at its December meeting, shall
make recommendations about the process that will be used at the Annual Retreat paying
particular attention to the number of priorities suggested by Councilmembers. The
recommended process is to be forwarded to Council for adoption in advance of the
Council retreat.
* * *
SECTION 8 ‐ PROCEDURES AND PROTOCOLS REVIEW AND ENFORCEMENT
8.1. Annual Review and Update of the Handbook
Once each legislative year, the Policy and Services Committee shall initiate a review and update of the
Procedures and Protocols Handbook and may make recommendations to Council. Council will review the
Handbook and the recommendations of Policy and Services and approve updates as appropriate.
The Council will not politicize these procedural issues.
8.2. Commitment to Follow the Procedures and Protocols Handbook
Councilmembers have the primary responsibility to assure that these procedures and protocols are
understood and followed, so that the public can continue to have full confidence in the integrity of
government. As an expression of the standards of conduct expected by the Council for Councilmembers,
the procedures and protocols are intended to be self‐enforcing. They are most effective when members
are thoroughly familiar with them and embrace their provisions. For this reason, Councilmembers entering
office shall sign a statement affirming they have read and understood the Council procedures and
protocols.
8.3 Procedures for Enforcement
When a concern arises regarding a Councilmember’s conduct, the concerned Councilmember or members
are encouraged, where possible, to raise and attempt to resolve the concern at the lowest possible level,
such as through one‐on‐one direct conversations (consistent with the Brown Act) or through the Mayor.
Under circumstances where Councilmembers believe that actions by another Councilmember are
inconsistent with federal, state or local law, this Handbook, or any other document adopted by the
Council, and that those actions require formal review and potential Council response, a public discussion
and potential disciplinary action are available steps for review and enforcement. The following
enforcement procedures are intended for serious or ongoing concerns that are not amenable to
resolution through informal means.
(a) Purpose. This policy provides the mechanism by which the Council may adopt a resolution of
censure or take other disciplinary action expressing the Council's disapproval of the conduct of
a Councilmember if the Council finds, subject to the procedures set forth herein, that a
Councilmember's conduct violates federal, state or local law, this Handbook, or any other
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document adopted by the Council.
(b) Types of Disciplinary Actions. This section refers to the following types of disciplinary actions:
(1) Admonition. An admonition is a warning or reminder. Council may direct an admonition
to any or all members of the Council, reminding them that a particular type of behavior
is in violation of law or City policy, and that if it occurs or recurs, could make a member
subject to a reprimand or censure. An admonition does not necessarily require an
investigation or separate hearings to determine whether an allegation is true. However,
while an admonition may be issued by the Council prior to a formal investigation or any
findings of fact regarding allegations, a significant factual basis should exist before
issuing an admonition. In general, Council will provide its members with an opportunity
to respond to the alleged violation before taking any action, including issuing an
admonition.
(2) Informal Reprimand and Direction to Correct. An informal reprimand is a reprimand
directed to a Councilmember or members based on a particular action or set of actions
that the Council determines violates law or City policy but is considered to be not
sufficiently serious to require formal censure. The Council may include direction to the
subject Councilmember or members to correct the particular behavior or the result of
the behavior that violated law or City policy.
(3) Resolution of Censure. Censure is a formal statement of disapproval expressed through
a resolution. Censure is the strongest sanction available to Council, and is typically
reserved for serious or recurring conduct, such as conduct that has substantially
disrupted Council’s work, brought approbation on the City, or damaged public trust in
City government. A resolution of censure may include the imposition of sanctions
against the Councilmember, as allowed by law. Such sanctions may include, for example,
removal from a committee or restrictions on City‐related travel privileges.
(c) Procedures. The following procedures are intended to guide Council to reach accurate and
appropriate conclusions in an expeditious manner, while providing fairness and transparency for all
Councilmembers and the public. Council will endeavor to adhere to these procedures, except where
extraordinary circumstances require alternative steps be taken. In all cases, an opportunity to be
heard will be afforded to any Councilmember who may be subject to informal reprimand or censure.
(1) Should two or more Councilmembers believe that actions by a Councilmember are
inconsistent with federal, state or local law, this Handbook, or any other document
adopted by the Council, those Councilmembers may use a Colleagues’ Memo to schedule
public discussion of the matter at an upcoming Council meeting. A Colleagues’ Memo may
initiate a discussion of Councilmember conduct and Council expectations, may propose that
Council protocols be clarified or a new protocol be included in this Handbook, or may
propose initiation of disciplinary action. Proposed disciplinary actions may include
admonition, informal reprimand, direction to correct, and/or censure.
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(2) If a Colleagues’ Memo proposes discipline of a Councilmember, the Memo must contain the
specific charges on which the proposed discipline is based. Completed Council Colleagues’
Memos shall be provided to the City Clerk’s staff by noon on the Thursday 11 days prior to
the Council meeting that the memo is intended to be agendized, to provide time for the City
Clerk to process for the Council packet. The City Clerk will provide a copy of the Colleagues’
Memo to the Councilmember who is the subject of the memo no later than the Thursday 11
days prior to the meeting at which the memo is agendized.
(3) The Councilmember who is the subject of the proposed disciplinary action may address the
matter in writing or at the Council meeting or both. If the Councilmember submits written
materials, those must be published in a supplemental packet, no later than 72 hours before
the meeting.
(4) During the Council meeting at which the Colleagues’ Memo is agendized, the Council will
decide, by majority vote, whether:
(i) A formal disciplinary hearing should be agendized for a future Council
meeting;
(ii) Further investigation of the allegations is required;
(iii) Further investigation is not warranted and an admonition should be
issued;
(iv) Council’s procedures and protocols should be clarified or a new procedure
or protocol should be introduced; or
(v) No further action is necessary.
(5) If the Council determines that further investigation is required, the Mayor (or the Vice Mayor
if the Mayor is the subject of the proposed disciplinary action) may designate an ad hoc
committee to conduct the investigation. The Council or the ad hoc committee may select an
independent investigator to assist in conducting the investigation. The independent
investigator would be managed by the ad hoc committee or other official designated by
Council. The ad hoc committee shall review the findings of the investigation and arrive at a
recommendation to Council. The ad hoc committee should proceed as promptly as
reasonably possible.
(6) Upon receipt of the report of the ad hoc committee, the City Clerk shall place the matter
on the Council's next agenda in order for the Council to receive the committee report
and determine appropriate next steps. If the Council decides to set the matter for
censure hearing, it shall schedule the hearing as soon as possible but no sooner than
three weeks after its determination to hear the matter. Council shall give due
consideration to requests from the subject Councilmember for additional time to
prepare. The Council shall not schedule the matter during any previously scheduled
excused absence of the subject Councilmember.
(7) The Mayor (or the Vice Mayor if the Mayor is the subject of the proposed disciplinary action)
will designate a Councilmember responsible for preparing and submitting to the City Clerk a
censure resolution and supporting materials. Final materials shall be submitted to the Clerk
by noon on the Thursday 11 days prior to the Council meeting that the hearing is intended to
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be agendized, to provide time for the City Clerk to process the materials for the Council
packet. The Councilmember assigned to prepare the materials will submit the draft
resolution and supporting materials to the City Attorney’s Office no later than the Thursday
18 days before the hearing, to give the City Attorney’s Office adequate time to review the
materials before publication. The City Clerk shall deliver written notice of the hearing,
along with the report, proposed resolution, and supporting materials, to the
Councilmember subject to the censure by close of business on the Thursday 11 days prior
to the Council meeting for which the hearing is agendized.
(8) The Councilmember who is the subject of the proposed disciplinary action may address the
matter in writing or at the hearing or both. If the Councilmember submits written materials,
those must be submitted in time to be published in a supplemental packet no later than 72
hours before the hearing.
(9) At the disciplinary hearing, the Councilmember who is the subject of the request for
disciplinary action shall have the opportunity to rebut the allegations in the censure
resolution and to question any known complainants or witnesses if they agree to be
questioned. The member subject to the charges may be represented and may have the
representative speak or ask questions on their behalf. The questioning or cross‐questioning
of witnesses may be reasonably limited by the Mayor (or Vice Mayor if the Mayor is the
subject of the proposed disciplinary action). Testimony shall be taken only from
witnesses having direct knowledge of facts or circumstances relevant to the specific
charges under consideration. However, the rules of evidence and judicial procedure
applicable in courts of law shall not be apply to this hearing, and the procedures shall be
generally informal.
(d) Disciplinary Action. If, at the close of the hearing, a majority of the Council finds that the subject
member's conduct violates federal, state or local law, this Handbook, or any other document
adopted by the Council, the Council may take one or more of the following actions:
(1) Issue an Admonition. An admonition may be directed to any or all members of the
Council, reminding them that a particular type of behavior is in violation of law or City
policy.
(2) Issue an Informal Reprimand with possible Direction to Correct. An informal reprimand
may be issued to a Councilmember or members based on a particular action or set of
actions that the Council determines violates law or City policy but is considered to be
not sufficiently serious to require formal censure. The Council may include direction to
the subject Councilmember or members to correct the particular behavior or the result
of the behavior that violated law or City policy.
(3) Adopt a Formal Resolution of Censure, with or without additional sanctions. The Council
may adopt a resolution of censure based on clear and convincing facts supporting the
allegations of misconduct giving rise to the censure. A resolution of censure may include
the imposition of sanctions against the Councilmember as a majority of the Council
deems appropriate, as allowed by law. Such sanctions may include, for example,
removal from a committee and/or restrictions on City‐related travel privileges.
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PART II: CITY COUNCIL PROTOCOLS
The citizens, businesses and organizations of the city are entitled to have fair, ethical and accountable
local government, which has earned the public’s full confidence for integrity. To this end, the City
Council has adopted Council Protocols and this Code of Ethics for members of the City Council to assure
public confidence in the integrity of local government and its effective and fair operation.
SECTION 1 – CITY COUNCIL CONDUCT
1.1 Positive Work Place Environment
Members shall support the maintenance of a positive and constructive work place environment for
City employees and for citizens and businesses dealing with the City. Members shall recognize their
special role in dealings with City employees to in no way create the perception of inappropriate
direction to staff.
1.2 Comply with Law
Members shall comply with the laws of the nation, the State of California and the City in the
performance of their public duties. These laws include but are not limited to: the United States and
California constitutions, the city Charter, laws pertaining to conflicts of interest, election
campaigns, financial disclosures, employer responsibilities and open processes of governments and
City ordinances and policies.
(a) Respect for Process
Members shall perform their duties in accordance with the processes and rules of order
established by the Council governing the deliberation of public policy issues, meaningful
involvement of the public and implementation of policy decisions of the Council by City staff.
1.3 City Council Core Responsibilities (exist. Protocol Sec. 1)
All members of the Council, including those serving as Mayor and Vice Mayor, have equal votes. No
Councilmember has more power than any other Councilmember, and all should be treated with
equal respect.
(a) All Councilmembers:
1) Demonstrate honesty and integrity in every action and statement
2) Comply with both the letter and spirit of the laws and policies affecting the operation
of government.
3) Serve as a model of leadership and civility to the community
4) Inspire public confidence in Palo Alto government
5) Work for the common good, not personal interest
6) Prepare in advance of Council meetings and be familiar with issues on the agenda
7) Fully participate in Council meetings and other public forums while demonstrating
respect, kindness, consideration, and courtesy to others
8) Do not politicize procedural matters such as minutes approval or agenda order for
strategic purposes
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9) Participate in scheduled activities to increase Council effectiveness
10) Review Council procedures, such as these Council Protocols, at least annually
11) Represent the City at ceremonial functions at the request of the Mayor
12) Be responsible for the highest standards of respect, civility and honesty in ensuring
the effective maintenance of intergovernmental relations
13) Respect the proper roles of elected officials and City staff in ensuring open and
effective government
14) Provide contact information to the City Clerk in case an emergency or urgent
situation arises while the Councilmember is out of town
1.4 General Member Conduct
Councils are composed of individuals with a wide variety of backgrounds, personalities, values,
opinions, and goals. Despite this diversity, all have chosen to serve in public office in order to
improve the quality of life in the community. In all cases, this common goal should be
acknowledged even as Council may "agree to disagree" on contentious issues.
(a) Conduct of Members
The professional and personal conduct of members must be above reproach and avoid even the
appearance of impropriety. Members shall refrain from abusive conduct, personal charges or
verbal attacks upon the character or motives of other members of the Council, boards and
commissions, the staff or the public. Rude and unprofessional behavior are also unacceptable.
Councilmembers are expected to share factual information during meetings and within the public
domain and Councilmembers should refrain from repeating false and misleading information.
(b) In Public Meetings
1) Use Formal Titles
The Council should refer to one another formally during Council meetings as Mayor, Vice
Mayor or Councilmember followed by the individual’s last name. Committee Meetings
can be conducted less formally, at the discretion of the Committee Chair.
2) Practice Civility and Decorum in Discussions and Debate
Difficult questions, tough challenges to a particular point of view, and criticism of ideas
and information are legitimate elements of a free democracy in action. Be respectful of
diverse opinions.
3) Honor the Role of the Presiding Officer in Maintaining Order and Equity
Respect the Chair's efforts to focus discussion on current agenda items. Objections to the
Chair's actions should be voiced politely and with reason, following the parliamentary
procedures outlined in the Council Procedural Rules.
4) Demonstrate Effective Problem‐Solving Approaches
Councilmembers have a public stage to show how individuals with disparate points of
view can find common ground and seek a compromise that benefits the community as a
whole. Councilmembers are role models for residents, businesspeople and other
stakeholders involved in public debate.
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5) Be Respectful of Other People's Time
Stay focused and act efficiently during public meetings.
(c) In Private Encounters
1) Treat Others as You Would Like to be Treated
Ask yourself how you would like to be treated in similar circumstances, and then treat
the other person that way.
1.5 Decisions Based on Merit
Members shall base their decisions on the merits and substance of the matter at hand, rather than on
unrelated considerations.
1.6 Advocacy
(a) Representation of Private Interests
In keeping with their role as stewards of the public interest, members of Council shall not appear
on behalf of the private interests of third parties before the Council or any other board,
commission or proceeding of the City, nor shall members of boards and commissions appear
before their own bodies or before the Council on behalf of the private interests of third parties on
matters related to the areas of service of their bodies.
(b) Advocacy
Members shall represent the official policies or positions of the Council, board or commission to
the best of their ability when designated as delegates for this purpose. When presenting their
individual opinions and positions, members shall explicitly state they do not represent their body
or the City, nor will they allow the inference that they do.
(c) Council Voting Delegate Authority at Conferences / Annual Meetings
The Council may authorize a Councilmember to act as the voting delegate at conferences or
meetings of other bodies, including, but not limited to, the League of California Cities annual
conference, National League of Cities conference, and the Association of Bay Area Governments
(ABAG) annual meeting. Prior to the conference / meeting, the Council may provide the voting
delegate with specific direction on proposed resolutions and other matters. When provided
specific direction, the voting delegate’s authority is limited to matters on which the Council has
directed the delegate to vote. In the absence of explicit direction, when the Councilmember is
aware of a prior position the Council has taken, the Councilmember will adopt that position.
(d) Be Cautious in Representing City Positions on Issues
Before sending correspondence related to a legislative position, check with City staff to see if a
position has already been determined. When corresponding with representatives of other
governments or constituents remember to indicate, if appropriate, that the views you state are
your own and may not represent those of the full Council.
As a Councilmember, it is important to remember to indicate when the views you state are your
own versus views which represent those of the full Council. This is relevant whether sending
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correspondence related to a legislative position or corresponding with constituents or
representatives of other governmental agencies or organizations.
Councilmembers appointed to regional boards, commissions, or agencies shall stay informed of
any positions adopted by Council relevant to the jurisdiction of the Board and shall consider such
positions along with other pertinent information in carrying out their duties on the regional body.
In the case where a Councilmember is speaking publicly on an issue on which Council has taken a
position, and that Councilmember also serves on a regional body that has also taken a position, ,
the Councilmember should clearly state whether they are speaking on behalf of the City or the
regional body.
(e) Use of City Letterhead
Official Mayor/ Council letterhead should only be used for correspondence signed by the Mayor or
Councilmembers when specifically directed by the Council or consistent with prior Council
direction. This applies to the use of any stationery that could be interpreted as official letterhead.
1.7 Council Conduct with City Staff
Governance of a City relies on the cooperative efforts of elected officials, who set policy, and City
staff, which analyze problems and issues, make recommendations, and implement and administer
the Council’s policies. Therefore, every effort should be made to be cooperative and show mutual
respect for the contributions made by each individual for the good of the community.
(a) Treat All Staff as Professionals
Clear, honest communication that respects the abilities, experience, and dignity of each
individual is expected. As with your Council colleagues, practice civility and decorum in all
interactions with City staff.
(b) Channel Communications through the Appropriate Senior City Staff
Questions of City staff should be directed only to the City Manager, Assistant City Manager, City
Attorney, City Clerk, Assistant City Clerk, City Auditor, Senior Assistant City Attorneys, or
Department Heads. The Office of the City Manager should be copied on any request to
Department Heads. Councilmembers should not set up meetings with department staff directly,
but work through Department Heads, who will attend any meetings with Councilmembers.
When in doubt about what staff contact is appropriate, Councilmembers should ask the City
Manager for direction. However, nothing in these protocols is intended to hinder the access
Council‐appointed liaisons (e.g. to the San Francisquito JPA or NCPA) may require in order to
fulfill their unique responsibilities.
(c) In order to Facilitate Open Government, All Councilmembers Should Make Decisions with the
Same information from Staff on Agendized or Soon‐to be‐Agendized Items (Items on the Tentative
Agenda or in a Council Committee)
(d) Never Publicly Criticize an Individual Employee, Including Council Appointed Officers.
Criticism is differentiated from questioning Facts or the opinion of staff. All critical comments
about staff performance should only be made to the City Manager through private
correspondence or
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conversation. Comments about staff in the office of the City Attorney, City Auditor or City Clerk
should be made directly to these CAOs through private correspondence or conversation.
(e) Do Not Attend Staff Meetings Unless Requested by Staff
Even if the Councilmember does not say anything, the Councilmember’s presence may imply
support, show partiality, intimidate staff, or hampers staff’s ability to do its job objectively.
(f) Depend upon the Staff to Respond to Citizen Concerns and Complaints
It is the role of Councilmembers to pass on concerns and complaints on behalf of their
constituents. It is not, however, appropriate to pressure staff to solve a problem in a particular
way. Refer citizen complaints to the appropriate senior staff member, according to the protocol
on channeling communications. The senior staff member should respond according to the Policy
and Procedure for Responding to Customer Complaints. Senior staff is responsible for making
sure the Councilmember knows how the complaint was resolved.
(g) Do not Solicit Political Support from Staff
The City Charter states that “Neither the city manager or any other person in the employment of
the city shall take part in securing or shall contribute any money toward the nomination or
election of any candidate for a municipal office.” In addition, some professionals (e.g., City
Manager and the Assistant City Manager) have professional codes of ethics, which preclude
politically partisan activities or activities that give the appearance of political partisanship.
Councilmembers shall refrain from coercing staff in making recommendations to the Council as a
whole.
(h) Use of Public Resources
Councilmembers shall not use public resources, such as City staff time, equipment, supplies or
facilities, for private gain or personal purposes.
1.8 Use of Staff Time
(a) Do Not Get Involved in Administrative Functions
The key provisions on Council‐staff relations found in section 2.04.170 of the Palo Alto Municipal
Code:
“Neither the council nor any of its committees or members shall direct, request or attempt to
influence, either directly or indirectly, the appointment of any person to office or employment by
the city manager or in any manner interfere with the city manager or prevent the city manager
from exercising individual judgment in the appointment of officers and employees in the
administrative service. Except for the purpose of inquiry, the council and its members shall deal
with the administrative service solely through the city manager, and neither the council nor any
member thereof shall give orders to any of the subordinates of the city manager, either publicly or
privately.”
(b) Respect the “One Hour” Rule for Staff Work
Requests for staff support should be made to the appropriate senior staff member, according to
the protocol for channeling communications. Any request, which would require more than one
hour of staff time to research a problem or prepare a response, will need to be approved by the
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full council to ensure that staff resources are allocated in accordance with overall council
priorities. Once notified that a request for information or staff support would require more than
one hour, the Councilmember may request that the City Manager place the request on an
upcoming Council agenda. The 1‐hour rule applies to all Councilmembers equally.
* * *
SECTION 2 ‐ CITY COUNCIL CONDUCT WITH PALO ALTO BOARDS AND COMMISSIONS
The City has established several Boards and Commissions as a means of gathering more community
input. Citizens who serve on Boards and Commissions become more involved in government and serve
as advisors to the Council. They are a valuable resource to the City’s leadership and should be treated
with appreciation and respect. Councilmembers serve as liaisons to Boards and Commissions, according
to appointments made by the Mayor, and in this role are expected to represent the full Council in
providing guidance on Council processes or actions to the Board or Commission. Refrain from speaking
for the full Council on matters for which the full council has not yet taken a policy position. In other
instances, Councilmembers may attend Board or Commission meetings as individuals, and should follow
these protocols:
2.1 If Attending a Board or Commission Meeting, Identify Your Comments as Personal Views or
Opinions.
Councilmembers may attend any Board or Commission meeting, which are always open to any
member of the public. Any public comments by a Councilmember at a Board or Commission
meeting, when that Councilmember is not the liaison to the Board or Commission, should make a
point to clearly state it is an individual opinion and not a representation of the feelings of the entire
Council.
2.2 Refrain from Lobbying Board and Commission Members
It is inappropriate for a Councilmember to contact a Board or Commission member to lobby on
behalf of an individual, business, or developer, or to advocate a particular policy perspective. It is
acceptable for Councilmembers to contact Board or Commission members in order to better
understand a position taken by the Board or Commission or the status of an ongoing matter.
2.3 Remember that Boards and Commissions are Advisory to the Council as a Whole, not as Individual
Councilmembers
The Council appoints individuals to serve on Boards and Commissions, and it is the responsibility of
Boards and Commissions to follow policy established by the Council. Councilmembers should not
feel they have the power or right to unduly influence Board and Commission members. A Board
and Commission appointment should not be used as a political reward.
2.4 Concerns about an Individual Board or Commission Member Should be Pursued with Tact
If a Councilmember has concerns with a particular Board or Commission member fulfilling his or
her roles and responsibilities and is comfortable in talking with that individual privately, the
Councilmember should do so. If needed, the Councilmember may involve a Chair of a commission
or the liaison to the commission if there is one. Alternatively, or if the problem is not resolved, the
Councilmember should consult with the Mayor, who may address the issue to the Council as
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appropriate.
2.5 Be Respectful of Diverse Opinions
A primary role of Boards and Commissions is to represent many points of view in the community
and to provide the Council with advice based on a full spectrum of concerns and perspectives.
Councilmembers may have a closer working relationship with some individuals serving on Boards
and Commissions but must be fair to and respectful of all citizens serving on Boards and
Commissions.
2.6 Keep Political Support Away from Public Forums
Board and Commission members may offer political support to a Councilmember, but not in a
public forum while conducting official duties. Conversely, Councilmembers may support Board and
Commission members who are running for office, but not in an official forum in their capacity as a
Councilmember.
2.7 Maintain an Active Liaison Relationship
Appointed Council liaisons or alternates are encouraged to attend all regularly scheduled meetings
of their assigned Board or Commission.
2.8 Role of Council Liaison to Board or Commission
The role of Council liaison to a Board or Commission is to be a point of contact with Council
and a resource to the Board and Commission, as well as to share prior Council discussions and actions
on issues as applicable, and assist the Board or Commission in understanding how it might inform
Council decision‐making. The liaison is expected to attend Board or Commission meetings as
requested by the body unless the Councilmember has other conflicting duties.
* * *
SECTION 3 ‐ STAFF CONDUCT WITH CITY COUNCIL
3.1 Respond to Council Questions as Fully and as Expeditiously as is Practical
The protocol for staff time devoted to research and response is in application here. If a
Councilmember forwards a complaint or service request to a department head or a Council
Appointed Officer, there shall be follow‐through with the Councilmember as to the outcome.
3.2 Respect the Role of Councilmembers as Policy Makers for the City
Staff is expected to provide its best professional recommendations on issues. Staff should not try to
determine Council support for particular positions or recommendations in order to craft
recommendations. The Council must be able to depend upon the staff to make independent
recommendations. Staff should provide information about alternatives to staff recommendations as
appropriate, as well as pros and cons for staff recommendations and alternatives
3.3 Demonstrate Professionalism and Non‐Partisanship in all Interactions with the Community and in
Public Meetings
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3.4 It is Important for the Staff to Demonstrate Respect for the Council at all Times
All Councilmembers should be treated equally.
* * *
SECTION 4 ‐ CITY COUNCIL AND BOARDS AND COMMISSIONS POLICY FOR TRAVEL AND
MISCELLANEOUS EXPENSE REIMBURSEMENT
4.1 Mayor and Vice Mayor Additional Compensation
The Mayor shall receive $150 monthly and the Vice Mayor $100 monthly to defray additional
expenses of these offices.
4.2 Miscellaneous Expenditures
(a) Expenditure of City Council Contingency Funds
Requests for expenditure of Council Contingency Funds up to $10,000 should be made to the Mayor and
Vice Mayor. Where the Mayor and Vice Mayor agree with the request, it will be announced during
Councilmember Questions, Comments and Announcements. The expenditure will be considered
approved unless two or more Councilmembers request additional information or discussion, in which
case the expenditure will be agendized at a future meeting. Expenditures over $10,000 require action by
Council motions, which shall be by Colleagues’ Memo placed on Consent, or as part of an agendized
item.
(b) City Purchase of Tickets or Sponsorship of Non‐Profit Organization Events
The City Manager may purchase tickets or sponsor events by non‐profit organizations, subject to budget
availability, under any of the following circumstances:
1) where the event serves a City educational purpose,
2) recognition for work done by staff (not including elected or appointed officials), or
3) expending budget allocations specifically intended for event attendance.
(c) Expenditure for Annual Holiday Event
Expenditures of up to $1,500 from the Council Special Events budget may be directed to be expended
from an annual holiday celebration, subject to budget availability for attendance by Councilmembers,
executive leadership staff, and community leaders. Event details will be coordinated by the Mayor and
facilitated by staff.
4.3 Council and Boards and Commission Travel Policy
Councilmember travel expenses and reimbursements will adhere to the Citywide Travel Arrangements and
Expense Reimbursement Policy (Administrative Policy 1‐02/ASD)
The following additional policy is set by the Council and applies to Councilmembers and to Board and
Commissions members. In reimbursing travel and miscellaneous expenses, a municipal purpose
requiring the expenditure of public funds must be in evidence; also, in accordance with the Charter
and Municipal Code, such expenditures must be from authorized appropriations. Councilmembers
are limited to six (6) times per year for travel reimbursements, subject to budget availability.
Councilmember travel will be approved by the Mayor.
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(a) Travel Related to Sister Cities, Sibling City, or Shared Interests with Another City Abroad
1) Given the City’s relationship with many Sister Cities and a Sibling City, there may be a need to
send a Palo Alto delegation to another city abroad or within the United States related to Sister
Cities, Sibling City, or shared interests between Palo Alto and another city abroad. The following
will apply when a Councilmember travels abroad or domestically on behalf of the City as part of
Sister City, Sibling City, or shared interests efforts. Note, such a trip would count towards the six
(6) total tips cap described above.
The proposed travel must include an approved Pre‐Travel Authorization Request for travel that
explains how the travel will advance the City's interests or policy/Council objectives and a
consideration of the cost/value relationship of the trip. The request should also explain why
virtual attendance is not effective in that circumstance. The Council will be responsible for
ensuring that visits to any individual city will be reasonably spaced apart. The Pre‐Travel
Authorization Request will be approved by the Mayor. If the Mayor is the requested traveler,
the request will be approved by the Vice Mayor.
2) Annually, the total amount the Council will budget for international and domestic travel related
to Sister Cities, Sibling City, or shared interests between Palo Alto and another city abroad will
be capped at $40,000 with reasonable annual adjustments beyond 2024 to account for inflation.
This funding will be distributed equitably amongst Councilmembers who meet the guidelines
above and express an interest to travel.
3) It is prohibited for the travelling Councilmember, Mayor, or Vice Mayor to accept hotel
accommodations from Sister Cities, Sibling Cities, or Friendship Cities. When receiving other gifts
from Sister Cities, Sibling Cities, or Friendship Cities, the Councilmember, Mayor, or Vice Mayor
should use discretion and best judgment in accepting the gifts.
(b) Support Services
The City Clerk’s Office makes travel arrangements for Councilmembers. This service includes
conference registration, hotel reservations, per diem advances and reimbursement of
unforeseen expenses. The department liaison for each board and commission will be
responsible for arrangements for Officials.
(c) Activities Not Considered Reimbursable
1) Voluntary attendance at any conference or meeting, not representing the City.
2) Meetings of social or service organizations.
3) Meetings of voter groups or with individual citizens concerned with agenda items.
4) Election campaign activities.
5) Alcohol and entertainment expenses.
6) Personal portion of the trip and other non‐mileage automobile expenses.
(d) Reports to Council
Councilmembers and officials shall provide brief verbal reports on meetings attended at the
City’s expense at the next regular Council/Board/Commission meeting. If multiple Officials
attended, a joint report may be made. All related documents are subject to the Public Records
Act and can be periodically reviewed by auditors.
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(e) Violation of This Policy
Use of public resources or falsifying expense reports is in violation of this policy and may result in
any or all of the following:
1) Loss of reimbursement privileges
2) A demand for restitution to the City
3) The City reporting the expenses as income to the elected or appointed Official to state
and federal tax authorities
4) Civil penalties of up to $1000 per day and three times the value of the resources used
5) Prosecution for misuse of public resources
* * *
SECTION 5 – CITY COUNCIL REIMBURSEMENT POLICY FOR EXPENSES INCURRED IN THE
PERFORMANCE OF THEIR OFFICIAL DUTIES
5.1 Purpose
This PolicySection establishes the guidelines and standards regarding reimbursement of actual and
necessary expenses of the City Council incurred in the performance of official City duties.
Councilmembers may incur expenses in fulfilling the responsibilities as an elected official. All expenditures
of public funds must be related to the performance of City business. Councilmembers may be reimbursed
for actual and necessary expenses incurred in the performance of authorized City business and official
duties in conformance with this Policy.
Reimbursement for travel and mMiscellaneous expenses Expenditures shall be governed by Section 4 –
City Council and Boards and Commissions Policy for Travel and Miscellaneous Expense Reimbursement, as
detailed in that Section.
5.2 Authorized Expenses
Communications tools (e.g., cellular phones, data plans, computers, and Internet access) are necessary for
Councilmembers to fulfill their official responsibilities of communication with constituents, City staff, and
others. In lieu of the City providing communication tools to each Councilmember, Councilmembers are
expected to use personal devices in the course of their duties.
(a) Technology Purchases Reimbursement
Councilmembers may be reimbursed for technology purchases that are essential for performing
official duties. These purchases include, but are not limited to, computers, printers, printer ink,
tablets, software, and subscriptions services (e.g., internet, Zoom, etc.).
If the technology purchase will be used exclusively for official business, the Councilmember will be
reimbursed for all the actual cost of the purchase up to $2,000 each calendar year from the City
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Council Contingency Funding, as described in Section 4. A Councilmember is limited to one hardware
item of the same type per term. If the City fully reimburses a Councilmember for a physical device, the
device must be returned to the City at the end of the Councilmember's service. However, the City may
allow the Councilmember to keep the device if it is determined that the device has no value or is no
longer useful to the City.
If the technology purchase will be used for personal use as well as official business, Councilmembers
will be reimbursed 25% of the actual cost of the purchase up to $2,000 each calendar year from the
City Council Contingency Funding. Considering the difficulty in parsing out official use versus personal
use in this circumstance, this shall be considered a reasonable amount to represent the
reimbursement for actual costs associated with the technology purchase.
(b) Cellular Phone Usage Reimbursement
Councilmembers will be reimbursed 25% of the actual total monthly cost of the use of their cellular
phone up to $2,000 each calendar year from the City Council Contingency Funding. Considering the
difficulty in parsing out official use versus personal use in this circumstance, this shall be considered a
reasonable amount to represent the reimbursement for actual costs associated with the use of their
cellular phone.
(c) Expenditures Requiring Council Approval
Except as set forth in this SectionSections 4 and 5, all other expenditures require prior approval by the
Council at a public meeting. Any questions regarding the propriety of a particular type of expense
should be resolved by the Council before the expense is incurred.
5.3 Monitoring and Reporting
All expenses and claims for reimbursement shall be submitted on City expense report forms within 60
days of the incurred expense. All expense reports shall be accompanied by documentation showing that
the expenses comply with this Policy the policies set forth in this Manual for expenditure of public
resources. Inability to provide such documentation in a timely manner may result in the expense being
borne by the Councilmember. Reimbursements that do not comply with this policy will not be approved.
Expense reports are subject to audits. Approved reimbursements will be processed and issued within 30
days of approval.
* * *
SECTION 65 ‐ Confidentiality, Conflicts of Interest, Gifts And Favors
Members shall respect the confidentiality of information concerning the property, personnel or affairs of
the City. They shall neither disclose confidential information without proper legal authorization, nor use
such information to advance their personal, financial or other private interests. There are many State
laws regarding confidentiality, conflicts of Interest, and gifts and favors. Councilmembers should stay
apprised of and comply with State law on these topics.
Resource Links: will be added here.
Cal Cities Open & Public VI A Guide to the Ralph M. Brown Act
https://www.calcities.org/resource/open‐public‐v‐a‐guide‐to‐the‐ralph‐m.‐brown‐act
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Fair Political Practices Commission Conflict of Interest Rules
https://www.fppc.ca.gov/learn/conflicts‐of‐interest‐rules.html
Fair Political Practices Statements of Economic Interest – Form 700
https://www.fppc.ca.gov/learn/conflicts‐of‐interest‐rules.html
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Policy & Services Committee
Staff Report
From: City Manager
Report Type: ACTION ITEMS
Lead Department: City Manager
Meeting Date: December 9, 2025
Report #:2511-5454
TITLE
Report Out on Status of Policy & Services Committee Referrals; CEQA – Not a Project
RECOMMENDATION
This report provides the status of Council referrals requested and approved to be discussed by
the Policy and Services Committee.
BACKGROUND AND ANALYSIS
The list below shares information about the Committee referrals to date.
Pending referrals:
Seismic ordinance update: Staff is working with a stakeholder engagement group on this
ordinance update and anticipates bringing this item in 2026.
Councilmember Referral Process (Follow Up): Discussion and Recommendation to
Council Regarding Potential New Procedure for Councilmembers to Make Referrals to
Staff Besides Colleagues’ Memo. The Committee had an initial discussion on this item at
its December 10, 2024 meeting and requested additional information of other cities as a
comparison. This item hasn’t returned yet to the Committee given focus on other
priority items. Staff plans to return to the Committee with this follow up information in
2026.
Referral for joint City Council and BCC Meetings (2024): Establish a frequency for joint
City Council meetings or Policy & Services meeting with Boards and Commissions, Youth
Council, and meetings with Boards and Commissions Chairs. - Staff would like to get
additional information on this item from the Committee. The Mayor and Vice Mayor
meet with the Board and Commission Chairs at least once annually.
Referral to support neighborhood programs (2024): Policy & Services to review and
make recommendations for any initiatives to support and strengthen neighborhood
programs (linked to discussions in 2021) - The City Council has adopted an annual
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priority regarding health, community safety, wellness, and belonging since 2022. As part
of this work, priority objectives have included initiatives to support and strengthen
neighborhood programs, budget allocations have been made to increase funding for
community building programs like the Know Your Neighbor grant program, and over the
past two years, staff has successfully completed a town hall meeting series, reaching
each neighborhood during the rotation. Based on the work done since initially
discussed at the Committee, staff would like to clarify if these actions meet the intent of
this referral or if there is additional work to pursue outside of existing priority and
program review processes.
Referrals Completed in Calendar Years 2024 and 2025:
1. Discussion of recurring items on Council agendas – heard Nov. 19 and Oct 29, 2025
2. Legislative Manual review and update – heard Nov. 19, 2025
3. Review Board and Commission Members Onboarding Practices – heard Sept. 9, 2025
4. Establish a City Council Interview Selection Process for Boards, Commissions, and
Committees - heard April 8, 2025
5. Council Discretionary Funds Policy – last heard Sept. 10, 2024
6. Review the respective role of the Public Art Commission, staff, stakeholders, and the
Council in public art decisions in relation to placement and themes of art - heard May
14, 2024
7.Discussion of the Creation of the Advisory Committee regarding Council Compensation
(Committee action completed) - heard Feb. 13, 2024
ENVIRONMENTAL REVIEW
Not a project.
APPROVED BY:
Ed Shikada, City Manager
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Policy & Services Committee
Staff Report
From: City Manager
Report Type: ACTION ITEMS
Lead Department: City Manager
Meeting Date: December 9, 2025
Report #:2511-5580
TITLE
Discussion and Recommendation to City Council Regarding the 2026 City Council Priority Setting
Process
RECOMMENDATION
Staff recommends that the Policy and Services Committee make recommendations to the City
Council regarding the 2026 priority-setting process and annual retreat on January 24, 2026; and
recommend the City Council keep the 2025 approved City Council Priorities as 2026 would be
the second year in the two-year cycle.
BACKGROUND
The City Council Procedures and Protocols Handbook states that each year, the Council reviews
its priorities at its Annual Council Retreat. On December 12, 2023, the Policy & Services
Committee recommended that priorities be considered in a two-year cycle and set in years in
which new City Council Members are elected.1 On January 16, 2024, the City Council approved
the Committee’s recommendation to extend priorities and its strategies to a two-year cycle to
allow more time to achieve Council goals.2 The 2025 adopted City Council Priorities are:
Climate Action and Adaptation, & Natural Environment Protection
Economic Development & Retail Vibrancy
Implementing Housing Strategies for Social and Economic Balance
Public Safety, Wellness & Belonging
The Handbook also states that “If needed, the Policy and Services Committee, each year at its
December meeting, shall make recommendations about the process that will be used at the
Annual Retreat paying particular attention to the number of priorities suggested by
1 Policy & Services Committee Meeting 12/12/2023:
https://recordsportal.paloalto.gov/Weblink/DocView.aspx?id=52592
2 City Council Meeting 1/16/2024: https://recordsportal.paloalto.gov/Weblink/DocView.aspx?id=82640
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Councilmembers. The recommended process is to be forwarded to Council for adoption in
advance of the Council retreat.”5 On November 19, 2025, the Policy & Services Committee
discussed the 2026 annual retreat process and provided feedback. This report captures their
recommendations and presents a suggested retreat outline.
ANALYSIS
What does the City Council want to get out of its prioritization process?
What does the Council want to walk away with at the end of the retreat?
Are Objectives appropriately focused? Are there any changes to the Objectives?
Should Key Performance Indicators (KPIs) be added?
How can we bridge Priorities and Objectives through mid-level goals?
Welcome by Mayor and City Manager
5 City Council Procedures and Protocols Handbook: https://www.paloalto.gov/files/assets/public/v/6/city-
clerk/city-charterprocedures/2024-adopted-council-protocols-and-procedures-manual-10.2024.pdf
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Overview and orientation to retreat focus
Discussion of suggested mid-level goals
Selection and prioritization of mid-level goals
Discussion of Council ad hoc committees and other strategies to achieve goals
Next steps
Staff welcomes additional feedback should the Committee recommend additional refinements.
FISCAL/RESOURCE IMPACT
No resource impact is expected at this time. This discussion will inform the Annual Council
Retreat scheduled for January 24, 2026.
STAKEHOLDER ENGAGEMENT
Staff will be seeking community engagement on 2026 Council priorities and areas of focus via
Open Town Hall survey in December. Additional opportunities for feedback will be available
during the Council retreat, as well as through direct email correspondence to City Council.
ENVIRONMENTAL REVIEW
This is not considered a project as defined by CEQA and no review is required.
APPROVED BY:
Ed Shikada, City Manager
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Item No. 4. Page 1 of 1
Policy & Services Committee
Supplemental Report
From: Ed Shikada, City Manager
Meeting Date: December 9, 2025
Item Number: 4
Report #:2512-5630
TITLE
Review and Recommendation to the City Council on Suggested Changes for the City Council
Procedures and Protocols Handbook
RECOMMENDATION
Review the attached supplemental report which includes a list of suggestions from the City
Council regarding the Procedures and Protocols Handbook. The previously-published staff
report noted that Councilmember input would be published as a late packet report for the
December 9 Policy and Services Committee. The suggested changes are typically discussed at
Committee and with recommendations sent to the full City Council.
ATTACHMENTS
Attachment A: City Council Suggestions for Handbook Changes 2025
APPROVED BY:
Ed Shikada, City Manager
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Attachment A: City Council Suggestions for Handbook Changes
Suggestions received as of December 1, 2025
Staff received responses from 3 Councilmembers regarding the Procedures and Protocols
Handbook Annual Review. The responses are listed below.
Lythcott-Haims: no specific suggestions
Lauing: I think P&S should give consideration to slightly expanding the wording of Section 1.1
re: the election of Mayor and Vice Mayor. The few words used now in this section are correct,
and the referral to the City Charter’s Article III Section 8 is good. For guidance to
Councilmembers, consider language included such as:
“A Mayor can serve multiple terms, including consecutive terms.”
This would underscore the point to Council so they do not misunderstand our current practice
of having the Mayor serve for one year and never consecutively. That is our tradition, but it is
not policy.
Burt:
Study Sessions.
o Allow for Study Sessions be agendized as Action Items to allow for the possibility
of clearer CC direction than is provided by comments.
Boards and Commissions.
o Provide Boards with training for making motions.
o Early 2026 CC review of whether to perform CC with verbatim transcriptions of
PTC and UAC Board minutes now that AI transcriptions are higher quality and
lower cost.
o Clarify whether citizenship is a requirement for Board or Commission.
CC member comments.
o Limit the amount of time per CC member.
o Provide guidance that comments should be limited to city government related
matters.
o Avoid personal or political comments.
Consent Calendar.
o Allow the CC be allowed to speak for one minute on why they recommend
pulling an item.
o Limit CC member time to speaking on no votes to 3 minutes?
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CC meeting schedule.
o Clarify that no new items to be scheduled to start after 10.
o No taking up items after 10PM without CC approval.
Referrals to standing committees.
o Spending- and finance-related items should go foremost to Finance Committee.
If there is a separate policy issue then it may also go through P&S.
Clarification on the role of CC liaisons to Boards.
o CC should avoid providing personal opinions on policy issues
City event sponsoring policy.
o Allow for cultural events, but not religious.
o Clarify Mayor’s ability to sponsor events
Staff role supporting CC representatives on regional bodies.
o Staff should provide briefings, respond to CC questions, collaborate with CC
members.
CC committees.
o Clarify the role of the staff liaison to the committees to develop agendas in
collaboration with chairs.
Clarify Process for creating Blue Ribbon Task Forces, including appointment process.
(CC = City Council)
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