Formal Objection to the MSA Bylaw Amendment Vote — Why Members Should Demand a Fair Process

I am writing to alert you to serious concerns about the ongoing vote to amend the San Francisco Sheriff's MSA Bylaws. As a dues-paying member, I believe we all deserve fair notice, full transparency, and the chance to understand and debate any major changes to how our association is governed.
What Happened?
On Tuesday, October 21st at 11:15 AM, the MSA emailed members the proposed bylaw changes.
Less than 13 hours later—at 12:06 AM the next day—the online ballot opened.
Members were given less than 13 hours to review and vote on sweeping changes affecting candidacy, voting rights, and Board structure.
Why This Is a Problem
Under California law (Corporations Code §§ 7150, 7511), amendments to bylaws require reasonable advance notice and a fair process so every member can make an informed decision. Less than 24 hours' notice, with immediate voting, is not reasonable and violates our rights as members.
Simply mentioning at a meeting that "bylaws are being worked on" is not legal notice. No draft language was shared in advance. No discussion, no timeline, no chance to propose alternatives—just an email and a nearly immediate ballot.
What Are the Proposed Changes?
The amendments up for vote include:
Raising the bar to run for office:
- 3-year membership required for President
- 2-year membership required for Vice President
Eliminating mail-in voting (electronic ballots only)
Splitting the Secretary/Treasurer into two separate Board seats
Other governance changes, all bundled together with no time for real review
These changes directly impact who can represent you, how votes are counted, and the future of our union's democracy.
Why the Process is Invalid
Members received the full text of the amendments at the same time voting was announced. With a 12-hour window—overnight, midweek—there was no real opportunity for member review or debate.
This process falls far short of the standards required by:
- MSA Bylaws
- California Nonprofit Law
- Basic democratic fairness
What Needs to Happen Now
I am formally calling on the Board to:
- Suspend or nullify the current vote until proper notice and a fair process can be provided
- Ensure any future amendments give members at least 15 days' written notice and the full text of proposals
- Disclose voting formats, deadlines, and every member's rights up front
- Keep eligibility for upcoming elections based on the current bylaws—not rushed, last-minute changes
If these concerns are not addressed, I will pursue:
- A complaint to the California Attorney General's Office
- Legal action under California law
- Public notice to all members about these governance violations
Why This Matters
This isn't just about bylaw language—it's about your right to know what's happening, to participate, and to have a real say in how our association is run. Quick, overnight votes on major changes are not how a member-led organization should operate.
If you care about your rights, demand a fair and open process.
Contact the Board. Ask for transparency. Insist on real notice and accountability.
Respectfully submitted,
Kenneth Lomba
Sergeant, #8308
Member, San Francisco Sheriff's MSA