Procedures for Nominating and Electing Directors

Nominations for Vacant Seats
Members of SF Pride who are in good standing of the San Francisco Lesbian Gay Bisexual and Transgender Pride Celebration Committee (SFLGBTPCC) may nominate candidates for election to those seats on the board of directors that will be vacant as of the annual general meeting in September.
1. “Vacant seats” shall include the following:
  1) Those created by the imposition of term limits [A.02. Bylaws, Article 6. Section 5.]
  2) Those currently held by appointees not elected by the members at the last Annual General Meeting (AGM).
  3) Those created by the resignation or removal of directors since the last AGM.
  4) Those seats otherwise vacant as of the AGM.
2. Members in good standing are those members whose membership has not been suspended for any reason.
The corporation must receive a member’s application for membership, or renewal of membership, no later than sixty (60) days prior to the date of the meeting at which votes are cast to qualify a member as eligible to vote.
1. To be in good standing, a member must have paid in full all dues or fees, if any, levied by the board of directors.
2. All persons so nominated must be members of the corporation in good standing as of the date of the election.
To achieve its aims of diversity and inclusion, SFLGBTPCC SF Pride shall encourage the nominations of candidates for vacant seats on the board of directors from all the communities it serves. Throughout the nomination and election process, SFLGBTPCC SF Pride shall encourage members to consider the composition of the incumbent board of directors, and to identify communities which may be under-represented as they nominate and elect directors for vacant seats.
1. Nominations shall open at the July general planning meeting, from which time SFLGBTPCC SF Pride shall recognize verbal or written nominations from members in good standing at any general planning meeting, and written nominations mailed to the offices of the corporation and postmarked no later than the closing date for nominations.
2. Nominations shall close at the August general planning meeting, after which time SFLGBTPCC SF Pride shall no longer recognize nominations in any form.
3. All members’ nominations must be seconded by another eligible member.
4. Candidates may neither nominate themselves nor second their own nominations.
Directors appointed by the board of directors since the last annual general meeting are automatically nominated by virtue of this policy.
1. Directors so nominated must declare their intention to stand for election no later than the August general member meeting.
SFLGBTPCC SF Pride shall provide the membership with available information necessary to cast an informed vote, as outlined below. [A.02.Bylaws, Article 5, Section 6, B],[A.02.Bylaws, Article 5, Section 7, A]
1. Notice of the Annual General Meeting shall be sent out to the membership no later than 20 days prior to the Annual General Meeting.
2. The executive director shall encourage all duly nominated candidates to prepare written statements of intent and qualifications, detailing their professional experience and history of community service.
3. Duly nominated candidates may submit written statements to the attention of the president and executive director no later than fifteen (15) business days prior to the date of the annual general meeting.
  1) All statements submitted to the president and executive director prior to the membership notice for the annual general meeting shall be included in said notice.
  1) For the avoidance of doubt, failure to submit a written statement does not disqualify an otherwise duly nominated candidate from standing for election at the annual general meeting.
4. The secretary shall provide to the following items to the executive director no later than twenty (20) business days prior to the annual general meeting:
  1) A report on director attendance at board of directors meetings since the last annual general meeting, where available.
  2) A proposed calendar of membership meetings for the following year to be voted on during the business portion of the meeting.
  1) Creation of calendar shall be tasked to the Community Affairs Committee.
  3) All properly proposed Bylaws amendments [A.02.Bylaws, Article 12, Section 3].
  1) The compiling of properly proposed Bylaws amendments shall be tasked to the Policies & Procedures Committee.
  4) Any other matters which the board, intends to present for action. [A.02.Bylaws, Article 4, Section 7, A]
5. The executive director shall provide the membership with access to the candidates’ written statements and attendance records no later than ten (10) business days prior to the annual general meeting, and shall make these materials available at the annual general meeting.
Designating Election Inspectors for Annual General Meeting
The executive director shall serve as one of three (3) election inspectors at the annual general meeting.
At the general planning meeting preceding the annual general meeting, the membership will appoint two (2) persons who are neither standing for election nor eligible to vote to serve with the executive director as election inspectors at the annual general meeting.
1. Two (2) directors not standing for election may serve as alternates.
2. Responsibilities of the election inspectors include:
  1) chairing election-related portions of the annual general meeting,
  2) verifying voter eligibility with the assistance of staff,
  3) certifying ballots,
  4) counting, tallying, recording, and announcing the results from the certified ballots,
  5) overseeing compliance with all provisions of the corporation’s bylaws, and
  6) overseeing compliance with all provisions of these policies and procedures relating to the election of directors at the annual general meeting.
3. The executive director shall brief the appointed election inspectors on the policies and procedures for the election of directors and the responsibilities of election inspectors.
If the executive director is unavailable to serve as one of the three election inspectors, an officer of the corporation not seeking reelection at the annual general meeting shall assume the role, according to the following priority: president, vice president, secretary, treasurer.
If no officer of the corporation is available to serve, members may select an election inspector at the annual general meeting among those neither standing for election nor eligible to vote.
Designating Election Observers for Annual General Meeting
At the general planning meeting preceding the annual general meeting, the membership shall appoint two (2) persons who are not standing for election but who may be eligible to vote to serve as observers during the casting and tallying of ballots at the annual general meeting.
1. Two (2) directors not standing for election may serve as alternates.
2. Responsibilities of the election observers include:
  1) observing all election processes including:
  1) voter eligibility verification,
  2) ballot certification,
  3) vote tally and count, and
  4) determination and announcement of election results, and
  2) documenting and objecting to any irregularities in the election processes, especially violations of any provision of the corporation’s bylaws, or any provision of these policies and procedures relating to the election of directors at the annual general meeting.
3. The executive director shall brief the designees on the policies and procedures for the election of directors and the responsibilities of election observers.
Preparing Ballot for Annual General Meeting
1. Ten (10) business days prior to the date of the annual general meeting, the executive director shall prepare a paper ballot listing the names of all member-nominated candidates, incumbent elected directors nominated by the board of directors to fulfill term limit requirements, and directors appointed since the last annual general meeting who wish to retain their seats.
2. The ballot shall provide a place for members to indicate their votes in favor of individual candidates.
Preparing Agenda for Annual General Meeting
1. In recognition of the limited time members may have available to cast their ballots, the president, with cooperation from the executive director and the executive committee, shall prepare an agenda for the annual general meeting that ensures voting may commence no later than thirty minutes after calling the annual general meeting to order.
Order of Business for Conducting Election at Annual General Meeting
1. The chairperson of the annual general meeting shall vacate the chair to the election inspectors for the duration of the election process, subject to the election inspectors temporarily surrendering the chair back to the chairperson to conduct other non-election business during voting and/or tallying.
  1. During the course of the election process, the chairperson shall immediately vacate the chair to the election inspectors at their request, to announce results or other pertinent information, or to resume balloting in the event of a tie.
2. The election inspectors will explain the balloting process, indicating how many candidates each eligible voting member may select, that number being equal to the number of candidates on the ballot.
  1. Additionally, members shall receive a simplified explanation of these policies and procedures with their paper ballot.
3. Members in attendance shall determine the time allotted to each candidate to make statements to the members and the time allotted for each candidate to answer members’ questions.
4. After members have determined time allotments for candidates’ statements and questions, the election inspectors shall calculate the approximate time the polls will close by adding ten minutes to the total time allotted to all candidates to make their statements and answer members’ questions.
5. After announcing the approximate time the polls will close, the election inspectors may declare the polls open.
  1. The election inspectors must state: “Voters need not wait until candidates have completed their speeches to cast their ballots.”
6. The election inspectors shall then allow each candidate an opportunity to address the meeting about their suitability for election to the board of directors, and to answer questions from the floor, in accordance with the previously determined time limits.
7. Eligible voting members may cast their ballots at any time after the polls open, during the candidates’ statements and members’ questions, and for ten (10) minutes thereafter.
  1. Members shall cast their votes by indicating their choices on the paper ballot alongside the candidates’ names.
  2. Members may vote for a number of candidates equal to the number of candidates on the ballot.
  3. A ballot on which a voter’s choice is unintelligible to the election officers inspectors shall be disqualified.
  4. To facilitate both secret balloting and verification of voter eligibility, members shall use both of the envelopes provided with their paper ballots.
    1) A voting member must first seal the completed secret ballot in the first of the two (2) envelopes provided.
    2) The first envelope remains blank.
    3) The voting member must then seal the blank envelope, containing the completed secret ballot, inside the second of the two (2) envelopes provided.
    4) On the second, outer, envelope, the voting member must legibly write the voting member’s name substantially as it appears on the membership roster.
    5) The voting member may then deposit the secret ballots, so enclosed in the two (2) envelopes, into the designated ballot box(es).
  5. The designated ballot box(es) shall be in full view of members attending the annual general meeting.
    1) Staff appointed by the executive director and at least one election observer shall oversee the designated ballot box(es) at all times during the balloting.
    2) The appointed staff shall ensure that the ballot box(es) is/are secure, that members are placing their ballots into the two (2) envelopes correctly, and that members are writing their names legibly on the outer envelope before depositing their ballots into the ballot box(es).
8. At the conclusion of the candidates’ statements and members’ questions, the election inspectors shall announce the precise time polls will close, making adjustments to the earlier announced approximate time as needed.
  1. The election inspectors shall again remind the members of the precise poll closing time two (2) minutes prior to the poll closing time.
  2. Staff appointed to oversee the ballot box(es) may not accept any ballots after the poll closing time.
Verifying Voter Eligibility for Ballot Certification at the Annual General Meeting
1. The election inspectors and a staff member shall verify voter eligibility and certify eligible voters’ ballots in the presence of the election observers.
  1. When the polls close, the election inspectors and staff member shall collect the contents of the ballot box(es).
  2. The election inspectors and a staff member shall check the name written on each outer envelope against the roster of eligible voting members, setting aside, unopened, any envelope bearing a name not found on the roster of eligible voting members.
  3. After so reviewing all the outer envelopes, the election inspectors and staff member shall initial each envelope not bearing a name found on the roster of eligible voting members and secure all such envelopes in another larger envelope.
  4. The election inspectors and the staff member shall then seal and sign the larger envelope.
  5. The election inspectors and staff member shall open each envelope bearing the name of an eligible voting member, remove the blank inner envelope enclosing the secret ballot, and certify it.
  6. The election inspectors shall shuffle all the unopened blank envelopes containing the certified ballots.
Disqualifying Ballots at the Annual General Meeting
1. The election inspectors shall disqualify ballots with improperly recorded votes in the presence of election observers.
  1. The election inspectors shall open each envelope in turn, remove the enclosed certified ballot, and count the votes recorded thereon.
    1) The election inspectors shall mark as “disqualified” any certified ballot on which the voter’s choice is illegible or otherwise ambiguous.
  2. The election inspectors shall set aside all disqualified ballots, and not tally the votes thereon.
Tallying and Counting Votes at the Annual General Meeting
1. The election inspectors shall tally and count the votes in the presence of the election observers.
  1. The election inspectors shall initial each qualified ballot as it is tallied.
  2. The election inspectors shall record the votes from each qualified ballot on the tally sheets provided by staff.
  3. The election inspectors shall count and record the total votes tallied for each candidate.
2. Upon completion of the tallying and counting of the votes from all qualified ballots, the election inspectors shall assemble both qualified and disqualified ballots in separate envelopes, together with the tally sheets and any other papers relating to the election.
  1. The election inspectors shall seal and sign these envelope before giving them to the executive director for safe custody.
Determining Results of Election at Annual General Meeting
1. The election inspectors shall determine the results of the election in the presence of election observers.
  1. A nominee receiving a simple majority of all votes cast (50% +1) shall be elected pursuant X.A.2.
  2. If the number of candidates receiving a simple majority exceeds the number of vacant seats, the candidates receiving the highest number of votes shall be elected.
  3. In the event of a tie that would determine the election or non-election of any nominee, members shall undertake a second balloting for those candidates only.
  4. If the second balloting produces another tie, the voting with respect to the candidates in question shall be postponed until the next general planning meeting.
Provision for Recount at Annual General Meeting
1. Should any nominee be elected, or fail to be elected, by a margin of two (2) votes, the votes shall be recounted to assure accuracy.
Announcing Results of Election at Annual General Meeting
1. Upon completion of the counting of the votes, the election inspectors shall announce the final tallies and the names of the newly elected directors to all present.
Seating of Elected Directors
1. The terms of office of directors elected at the annual general meeting shall commence at the first meeting of the board of directors following the annual general meeting.

Amended 10.07.99
Amended 08.01.00
Amended 10.03.00
Amended 08.06.02
Amended 08.07.12
Amended 01.07.14
Amended 07.08.14
Amended 08.12.14
Amended 11.02.16