Kenneth LombaOctober 2025URGENT: 48 HOURS

48 HOURS TO ACT — BOARD MEMBERS, THIS IS YOUR FIDUCIARY MOMENT

48 Hours to Act - Board Fiduciary Responsibility

This is your formal public notice.

For weeks I exhausted every reasonable, good-faith channel inside the San Francisco Sheriff's Managers & Supervisors Association (MSA) to enroll, to submit a valid nomination for Vice President, and to obtain financial records as a member. Those efforts were met with delays, obstruction, and silence by the officers charged with running the Association.

I have now placed the full Board of Directors on written notice of those failures and given the Board 48 hours to act. If the Board does not intervene and cure the violations described below within that period, each director who fails to act will have failed in their fiduciary duties — and can be exposed to liability for the Association's continuing misconduct.

What happened (documented)

Sept 11, 2025 — I requested the enrollment application and asked expressly to be enrolled so I could run for Vice President. The President refused to provide the application. I obtained and submitted the enrollment form myself that day and authorized payroll deduction. I also requested a nomination form; the President refused. I therefore drafted a nomination form consistent with the bylaws and submitted it.

Sept 12, 2025 (8:30 PM) — A last-minute nomination notice was sent to members; I was excluded. The nomination form link was briefly accessible to me and then blocked.

Sept 15, 2025 — I submitted a completed Vice President nomination endorsed by five (5) Principal Members, as required by the bylaws.

Sept 16, 2025 — I received a "Welcome to MSA" email; my profile curiously reports "Member since: Sept 15, 2025" despite my Sept 11 enrollment.

Sept 23, 2025 (10:57 AM) — I served a written Request for Financial Report and Inspection of Financial Records to the President and Secretary/Treasurer. No response.

Sept 30, 2025 — The Election Committee's deadline to validate nominations under the bylaws. No validation or notice was provided to me.

Oct 1, 2025 — I emailed and texted the President asking for the Election Committee validation results. No reply.

All of the above is documented and has been placed on the record.

Violations & Legal Stakes

The conduct described above amounts to multiple, overlapping failures:

  • Artificial barriers to candidacy (withholding or delaying forms and blocking access), in violation of the election rules in Article VIII.
  • Failure to validate nominations by the Sept 30 deadline (Article VIII).
  • Denial of member inspection rights — refusal to respond to a lawful request for financial records (Corp. Code §§ 8321, 8333).
  • Breach of fiduciary duty by officers who failed to enforce the bylaws and ensure fair process (Corp. Code §§ 7231 et seq.).
  • Conflict of interest / compromised neutrality where the President is functioning beyond an ex-officio oversight role on the Election Committee.

Under California nonprofit law, directors owe duties of care, loyalty and obedience. Once these violations are brought to the Board's attention, each director is legally obligated to act. Failure to intervene is itself a breach of fiduciary duty — and leaves individual directors potentially liable for continued misconduct by the officers they supervise.

Demand to the Board — 48 HOURS

The Board is directed to take the following corrective actions within 48 hours of this notice:

  1. Confirm in writing that my Sept 15, 2025 nomination (with five endorsements) is validated and will appear on the ballot.
  2. Direct the Election Committee to cure any procedural defects immediately and to publish a written explanation of the validation process and results.
  3. Provide a written response to my Sept 23, 2025 request for financial records and produce electronic copies of the requested documents or schedule an inspection within five business days.
  4. Confirm publicly whether the President participated as a voting member of the Election Committee and, if so, remediate that conflict and re-validate the Committee's actions under neutral supervision.

If the Board does not take these steps within 48 hours, I will proceed without further delay with the legal actions I previously announced — beginning with a formal complaint to the California Attorney General, followed by a PERB filing and, if necessary, a Superior Court petition for injunctive relief.

Final note

This is not political theater. This is about rule of law inside a members' association. The Board now has a clear choice: fulfill your fiduciary responsibilities and restore the Association's integrity — or allow the organization's officers to remain unaccountable and expose the Board to legal liability.

Time begins now.

Respectfully,

Kenneth Lomba

Sergeant, #8308

kennethlomba@gmail.com | 415-513-8973