Board Accountability

Accountability and Transparency: Putting the MSA Board on Notice

MSA Members: Are they hiding something? - Kenneth Lomba campaign graphic about financial transparency and election accountability

Over the past several weeks, I have taken every step required to join the San Francisco Sheriff's Managers and Supervisors Association (MSA) and participate in its democratic processes. What I've experienced instead are delays, obstructions, and unanswered requests that raise serious concerns about compliance with both the MSA Bylaws and California nonprofit law.

On October 1, 2025, I formally placed the entire MSA Board of Directors on notice. Each Director is now aware of the timeline, the violations that occurred, and their fiduciary duty to act to correct them. Silence or inaction will not shield them from responsibility.

Timeline of Events

Enrollment and Candidacy

Sept 11, 2025 — I requested the MSA Enrollment Form and the Vice President Nomination Form from President Esmeralda Rodriguez. I made clear that I wished to enroll and participate in the Vice President election.

  • The President did not provide the enrollment form, forcing me to obtain it elsewhere.
  • She also did not provide a nomination form. I had to create my own based on the Bylaws.
  • Only later, after I had already acted, did the President release an "MSA version" of the nomination form—late in the process and never provided to me directly.

Sept 12, 2025 (8:30 PM) — The President issued a nomination notice to members. I was excluded, despite having already submitted my enrollment. I briefly accessed the nomination form online before the link was blocked.

Sept 15, 2025 — I submitted my completed nomination form for Vice President, endorsed by the required five Principal Members in good standing, fully compliant with Article VIII, Section 3 of the Bylaws.

Sept 16, 2025 (2:19 PM) — I received a "Welcome to MSA" email from Retired Director Gunn. My profile listed "Member since: Sept 15, 2025," even though my enrollment was submitted September 11. The delay placed my candidacy at risk.

Financial Transparency

Sept 23, 2025 (10:57 AM) — I submitted a written request for inspection of MSA financial records to President Rodriguez and Secretary/Treasurer Felisha Thomas.

  • I asked for financial reports, general ledgers, bank/investment statements, budgets, and board authorizations, citing my rights under California Corporations Code §§ 8321, 8333.
  • No reply was received, a violation of both state law and the officers' fiduciary duty.

Election Committee

Sept 30, 2025 — Deadline for the Election Committee to validate nominations passed without notice or results, in violation of Article VIII, Section 3.

Oct 1, 2025 — I emailed and texted the President requesting results. I received no response.

I later confirmed with Retired Director Gunn that he, the President, and another unnamed individual comprised the Election Committee. This is improper: under the Bylaws, the President is ex officio to committees, not an active voting member.

Violations Identified

  • Artificial barriers to candidacy — Failure to provide enrollment and nomination forms, blocking access, and late release of an official form not provided to me.
  • Failure to validate nominations — Election Committee did not report results by Sept 30 as required.
  • Conflict of interest — President improperly sitting as a member of the Election Committee.
  • Denial of member rights — Ignoring lawful request to inspect financial records.
  • Fiduciary breaches — Officers failing to uphold their duties under California nonprofit law and the MSA Bylaws.

Board Responsibility

This is not only about the President and Secretary/Treasurer. Now that all Board members have been formally advised, each Director has a fiduciary duty to act. If they do not intervene to correct these violations, they too may be held accountable.

The law is clear: nonprofit directors must act in good faith, in the best interests of the membership, and in compliance with governing documents. Ignoring violations or covering for misconduct is itself a breach of duty.

Next Steps

If the Board fails to act immediately, I will proceed with the first of three legal avenues starting Monday:

  1. A complaint to the California Attorney General for violations of nonprofit law and fiduciary duties.
  2. A filing with the Public Employment Relations Board (PERB) regarding unfair labor practices and artificial barriers.
  3. If necessary, Superior Court action seeking injunctive relief and compliance.

Closing Thought

The MSA exists to represent its members fairly and transparently. Elections should be open, not obstructed. Finances should be reported, not hidden. Members should be empowered, not sidelined.

By putting the Board on notice, I have given them an opportunity to do what is right. If they choose otherwise, I am fully prepared to ensure accountability through every legal channel available.

Real leadership is about action. Real accountability is about results.

Kenneth Lomba

MSA Member (8308 Sergeant)