Governance Improvements Still Needed

Click on each bulleted item below for more information
 
Board Elections

  • Implement ranked choice voting (RCV)
    RCV results in better representation of voters than SFBC’s current voting method. RCV promotes diversity of viewpoints as well as diversity of candidate backgrounds and demographics. RCV helps to more fairly represent the full spectrum of voters. We are disappointed by the board’s rejection of RCV for 2016 and see it as a lost opportunity to learn lessons from last year’s election.

  • Implement term limits
    Currently the board has no term limits and two board members have served over a decade, including one of the incumbents running for re-election this year. The Internal Revenue Service favors term limits for nonprofits and 70% of nonprofits have term limits according to BoardSource Nonprofit Governance Index 2010. To keep an organization nimble and attentive to changing needs, it’s important to have new directors join the board by creating vacancies through term limits. Term limits prevent a concentration of power within a small group, which can lead to a disconnect between the board and membership as a whole. We propose a term limit of three two-year terms (six years total), then one year break, then the ability to serve another six years.

  • Avoid board recommendations of board candidates
    Recommendations or endorsements give an unfair advantage to board-selected candidates. When candidates don’t get board recommendation/endorsement, they sometimes withdraw their candidacy, resulting in less diversity and lower member engagement in the board elections.


Board Policies

  • Follow the bylaws
    Bylaws are important to maintain consistency in the running of the organization and the board is required by California law to follow the bylaws. The most salient example of the board not following the bylaws was the referendum in 2015 to remove member voting rights. The board did not provide sufficient notice, nor clearly explain the effect of the change on the membership. Save SF Bike tried numerous ways (detailed here) to preserve member rights, but it ultimately took the threat of legal action to compel the board to rescind the flawed bylaw vote and restore member voting rights, which is the only reason members can still vote for the board.

  • Write a privacy policy
    Currently no privacy policy exists. Save SF Bike advised that the SFBC needs a privacy policy to inform members of how their personal information will be protected under the full extent of the law.

  • Protect member privacy by allowing non-voting supporters
    Save SF Bike recommended to the board to create a category of non-voting supporters, whose contact information would be kept private. Non-voting supporter contact information would never be shared with voting members in the event a member requested the membership list to communicate with other members about SFBC matters as allowed by California law. The board rejected Save SF Bike’s proposal.


Board Meeting Conduct

  • Hold member comment at the beginning of board meetings, not the end
    Member comment is currently agendized at the end of the board meeting after discussion and board votes have taken place. This precludes valuable member input into board decisions.

  • Avoid indiscriminate use of closed session at board meetings
    The board has discussed non-confidential items in closed session, shutting members out. Closed session should be used only for discussing personnel issues or litigation. All other items should be conducted in open session with members in attendance.

  • Post an agenda packet with background information
    The agenda is posted on the SFBC website several days before the board meeting, but it does not include any background information on any of the agenda items. The background information is posted to the board’s DropBox folder, but members at large have no information about the topics before the meeting.

  • Timely, accurate and complete meeting minutes
    The board speaks through its meeting minutes. The current meeting minutes are not complete enough to adequately describe the meeting proceedings. And approval of board meeting minutes meetings was postponed twice this year due to inaccuracies or deficiencies, delaying information to the membership.

  • Include board members’ names with votes in meeting minutes
    Board meeting minutes do not include board members’ names with their votes. The board discussed the possibility in two different board meetings this year, but some board members expressed concern that they might be negatively viewed and that some might change their votes if their names were included with their votes in the minutes. The topic was dropped.

  • Board committees write meeting minutes
    Currently, some board committees write meeting minutes, but not all. Without meeting minutes, there is no record of what happened or what is to be done. This is not an efficient way to govern the organization.


Bylaws

  • Update the bylaws
    The bylaws are cumbersome and not easy to read, 17 pages of legalese. We recommend updating the bylaws to simplify the language and to add some missing information, such as a clause about increasing diversity for board, staff and members.

 
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