Board Responsibilities Policy

1. Background

Central to the functioning of the Board is the mutual accountability of Board members to one another, the members, and the organization as a whole. The agreement signed by Board members includes sanctions to underscore the importance of Board responsibilities and accountability.

2. Responsibilities

The Board Agreement commits each Board member to:

A. Familiarize themself with and uphold the Mission Statement, Articles of Incorporation, Bylaws, Standing Rules, and other policies and procedures of the Corporation; B. Act in the best interest of the organization; C. Assume a leadership role; D. Demonstrate fiscal responsibility in budgetary and other financial matters concerning the organization and its functions and events; E. Review and uphold all current Board policies, including but not limited to these specific areas of concern:

  1. Keys (H.01 & H.02)
  2. Letterhead (H.03)
  3. Meetings (B.06.IV)
  4. Confidentiality (B.05)
  5. Media Comment & Public Speaking (G.01)
  6. Financial Procedures (C.01)
  7. Conflict of Interest (B.02)
  8. Code of Conduct (B.01)
  9. Behavior at Meetings (B.08)
  10. Event Conduct (E.05)
  11. Email (G.02)
  12. Internal Communications (G.04)
  13. Board Responsibilities (B.06) F. Adhere to all codes of conduct or ethics as adopted; G. Attend regular Board meetings, on time; H. Take the initiative to stay well-informed concerning the organization and its business, including:
  14. Reviewing minutes, reports, and other materials received prior to attending a meeting at which said materials are on the agenda;
  15. Calling and stopping by the office for mail and messages on a regular basis;
  16. Regularly, and in a timely fashion, responding to communications from the organization and other directors; I. Commit to clear and inclusive communication with other directors, members, and staff; J. Demonstrate willingness and ability to support fellow directors, members, and staff in the work of the organization (e.g., on teams, in committees, in meetings, in public, in private); K. Serve on at least one standing committee of the Board during the first year and two during second and subsequent years; L. Serve on other committees as skills and schedule allow; M. Promote the positive public image and positive public relations of the organization; N. Volunteer time as requested by the Board President and/or Executive Director; O. Support the organization’s special fundraisers and events; P. Maintain a high degree of familiarity with issues, concerns, and trends in the community; Q. Serve the organization without expectation of financial compensation or benefit to oneself, family, and spouse/domestic partner for service as a member of the Board of Directors; R. Participate in Board mentorship opportunities during the first year of board service; S. Participate in Board orientation within the first month of the first year of board service; and T. Give or get a minimum of $500 in donations per year (cash or in-kind donations, or met by working on one of SF Pride’s fundraising events):
  17. At its discretion, the Board can waive all or part of a year’s requirement on an individual basis.

The term “Serve” as used above shall mean physical or virtual attendance at meetings and completing assigned tasks.

3. Sanction

Subject to Section 4 (“Attendance”), removal for “cause” shall include failure to observe one or more of the above commitments, but shall not be confined to the covenants listed above.

4. Attendance

The Board Agreement states that regular and on-time attendance at Board Meetings and service upon one Board Committee is required. In pursuance of this responsibility, it is also recognized that there may be occasions upon which a Board Member may be prevented from attending such a meeting. Circumstances which may prevent attendance include:

A. Illness of self, partner, and/or dependents; B. Bereavement of partner, dependent, parent, or sibling; C. Unavoidable work commitment; or D. Absence at the behest of the organization (e.g., conference).

In any event, any Board member who anticipates missing a meeting shall send their apologies to the Board President, who shall have power to excuse attendance. Minutes of meetings shall record those Board Members present, those excused, and those absent. Board members absent without leave for three (3) meetings out of ten (10) shall be subject to termination at the discretion of the Board President in consultation with the Executive Committee and documented in subsequent Board meeting minutes.

5. Equity

The intent of this policy is to promote and ensure consistency of the Board in strategic planning, setting policy, handling fiscal and budgetary responsibilities, and in the overall management of the organization. As such, termination from the Board should be in the manner of a last resort if all other attempts to match expectations with performance fail.

Approved by the Board: March 9, 1999
Amended: April 4, 2000
Amended: November 5, 2001
Amended: March 4, 2002
Amended: June 3, 2014
Amended: August 4, 2015

San Francisco Pride Celebration Committee, Inc.

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