Standing Rules

  1. Directors shall not be compensated for their services as Directors, except that they shall be entitled to claim reasonable reimbursement of any actual out of pocket costs incurred by them in the performance of their services, so long as said costs are budgeted for, are in accordance with the policy from time to time in force in relation to expenses and are verified by receipts.

  2. Directors may furnish goods and/or services to the corporation provided such goods and/or services are provided at cost. Where such goods and/or services are offered from a business owned by or managerially controlled by a director, or where such goods or services are of a unique nature and must be provided by a Board member in the performance of their regular profession or work the following must be observed: The proposal to provide such goods or services must be submitted in writing as a sealed bid to the Executive Director. Other bids will then be solicited in line with the established policy from time to time in force. The Executive Director will then make a recommendation to the Board.

  3. All discussions relating to bids, services, work, grants, sponsorships, techniques, reviews, mediation and/or other sensitive matters discussed during closed (executive session) of the Board shall be kept strictly confidential. Violation of this confidentiality shall be cause for the immediate removal from the Board or dismissal from the staff.

  4. Paperwork and the detail of all bids, work and/or services and goods or intellectual property will remain the property of the corporation whether created by volunteers, an outside service or staff of the corporation. No member may use the corporation’s logo or other intellectual property without express written permission.
    1. Any intellectual property rights which may be created by the members while engaged in activities on behalf of the organization shall automatically belong to the organization and members shall do all such things as may be necessary to give effect to this provision.

    2. Upon the termination of the member’s membership of the organization for any reason, including without limitation termination by the organization for cause or without cause, the member shall promptly deliver to the organization all correspondence, manuals, orders, letters, notes, notebooks, reports, programs, proposals and any documents and copies concerning the affairs and business of the organization.

  5. If a member has committed to represent the corporation at an event or function and either the whole or part of the cost of attending shall be borne by the corporation and the member shall not carry out their commitment, s/he will be personally liable for the cost of attending.

  6. All matters regarding personnel issues, grievance investigations and expulsion procedures shall be discussed in closed session by the Board and the record of those sessions shall not be open to the public for inspection.

  7. All Board Meetings shall use the following consensus model for decision making:

    CONSENSUS MODEL FOR DECISION MAKING:

    When it appears that the group is nearing consensus or when a voting member has asked that the group move to consensus, the facilitator shall ask:

    1. Is there any further discussion?
    2. Are there any objections? (Does anyone wish to stand aside?)
    3. Do we have consensus?

    A voting member may only block consensus if s/he has an alternative suggestion. If the alternative also does not produce consensus, another motion must be presented or the issue must be dropped/tabled. If an individual cannot support the consensus statement but does not wish to block consensus s/he may stand aside. The objections shall be noted in the minutes. Friendly amendments can be offered (if appropriate), though the person who initiated the motion is not obligated to accept them.

    If a tabled issue is still at an impasse at the following meeting, a voting member must make a motion on which the group will vote. The motion requires a simple majority to pass (unless otherwise noted in the by laws).

    If an issue is at an impasse and is time-sensitive (i.e., it cannot be tabled to a future meeting), a voting member must make a motion on which the group will vote. The motion requires a simple majority to pass (unless otherwise noted in the by laws).

    The consensus model shall use the following ground rules:

    1. Participants should not speak out of turn. The facilitator will recognize requests to speak or communicate in the order in which they are raised. Those who have not spoken on an issue will be given the option to do so before anyone speaks a second time.
    2. Comments should be brief, respectful, and relevant to the topic being discussed. Participants should avoid repetition and focus on closure.
    3. The facilitator shall put time limits on the discussion and choose a timekeeper. The time for discussion can be extended by group consensus.
    4. Participants should accept decisions with which they can live to avoid debating minutia.
    5. When appropriate, the facilitator may call a break in the meeting to allow the person blocking consensus and the person initiating the motion to try to work out an alternative together.
    6. Every board member’s vote is weighted the same.
    7. Derogatory personal comments are inappropriate.
    8. In groups of 20 or more, the decision making process uses a modified form of consensus. An individual who blocks consensus must still offer an alternative. One alternative may be a suggestion to use Robert’s Rules Of Order to resolve the issue under consideration. If the group (less the block) rejects the alternative, the group may then resolve to override the block for a “modified consensus minus one.” If two individuals block consensus, the standard form of consensus shall be used.

      It is a good idea for someone to read these rules aloud at the beginning of a meeting, especially when new people are present. All Board members should receive training in these rules at the Board retreat.

  8. Procedures for the formulation of the Agenda of meetings of the membership
    1. Every meeting of the membership shall have a written agenda
    2. The agenda shall consist of:
      1. Standing Items
      2. Old Business
      3. New Business
    3. Standing Items shall be items which either the general membership and/or board resolves at a prior meeting be placed upon the agenda at subsequent meetings.
    4. Old Business shall be items of business from previous meetings which shall not have been concluded and shall be added to the agenda by the board President.
    5. New Business items shall be items not being either standing items or old business which it shall be in the purview of the membership to discuss. New business items shall be added to the agenda by the board President, the board or by any three general members.
    6. Items of new business may be added to the agenda if communicated to the board President in writing fourteen days prior to the published date of the meeting. Communication may be in the form of a letter and where an addition is being proposed by three general members each must sign a letter requesting such addition.
    7. No item(s) shall be added to the Agenda at the meeting.
  9. Each and every meeting of the organization shall have a chairperson appointed to run the meeting and such person may at any time for any cause whatsoever and at her/his absolute discretion adjourn such meeting.

  10. It shall be the policy of this corporation not to discriminate against any person or groups on the basis of race, color, creed, age, national origin, disability, sexual orientation, affectional preference, gender, religion, marital or parental status.

  11. It shall be the policy of the corporation to offer dates, times and places of regular and special meetings to the media for publication.

  12. It shall be the policy of this corporation that the chair of any meeting shall honor any request from any member for a secret ballot rather than a show of hands for purposes of voting

San Francisco Pride Celebration Committee, Inc.

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