Slow Food Urban San Diego Mission Statement

Slow Food Urban San Diego seeks to create dramatic and lasting change in the food system. We reconnect San Diegans with the people, traditions, plants, animals, fertile soils and waters that produce our food. We work to inspire a transformation in food policy, production practices and market forces so that they ensure equity, sustainability and pleasure in the food we eat.

Article 1: Name & Logo

  • Slow Food Urban San Diego will use the Chapter name and logo of Slow Food only in accordance with the Slow Food Name and Logo Agreement.

Article 2: Purpose

  • Slow Food Urban San Diego is a U.S. local chapter of the international Slow Food movement. Slow Food chapters carry out the Slow Food mission on a local level and are therefore the grassroots expression of the movement.
  • Slow Food Urban San Diego engages the local community in supporting and promoting local, sustainable food and food traditions and advocating for good, clean and fair food for all people.
  • Slow Food Urban San Diego is a nonprofit organization with public and charitable purposes. It is not organized for the private gain of any person.

Article 3: Membership

  • Membership in Slow Food Urban San Diego is open to all.
  • Membership in the Chapter is official once an individual pays membership dues to Slow Food USA.
  • Membership is terminated once the individual does not renew his/her membership or has requested to be removed from the email list.
  • Members have voting privilege and are eligible to run for and hold Chapter Board positions.
  • Annual membership fees are determined and collected by Slow Food USA.
  • Slow Food chapters may not add additional membership dues to the existing annual membership fee.

Article 4: Meetings

  • Slow Food Urban San Diego will hold at least one general membership meeting each year for the purpose of electing the Board and conducting business to come before the membership.
  • A quorum at general meetings consists of those members present.
  • Board meetings are held monthly or bi-monthly.
  • The meeting agenda shall be sent to the Board via email, or made available to the Board on the Internet, in advance or can follow a regular agenda of reports from each Board member.
  • A quorum of the Board is defined as half the number of those serving. For important votes anticipated in advance, Board members are encouraged to vote by proxy.
  • All Board meetings should be open to members – however, the Board may reserve the right to call closed meetings.

Article 5: Board Structure

The Chapter Board is composed of several positions:

  • The Chair liaises with the Regional Governor, the Slow Food USA national office, and other Chapter Leaders in the region. The Chair creates meeting agendas, runs general meetings, acts as one of at least two signing authorities for the Chapter bank account, acts as primary contact for the group, oversees the activities of the Chapter, and ensures that the Chapter is meeting all annual requirements. Co-Chairs may share the above duties.
  • The Vice Chair supports the Chair, acts in the Chair’s stead when the Chair is unavailable, and may oversee the sub-committees. In the event there are Co-Chairs, there shall be no Vice Chair.
  • The Treasurer records the income and expenditures of the Chapter, reports financial status to the Board, manages the Chapter’s annual tax filing requirements, acts as one of at least two signing authorities for the Chapter bank account, prepares an annual report and budget for the Chapter, and may set fundraising goals and activities for the Chapter.
  • The Secretary produces minutes for Chapter Board meetings and the Annual Membership meeting.
  • The Communications Chair shall facilitate Chapter communications through website maintenance, newsletter, social media and networking. The Communications Chair shall serve as liaison to and for outside media contacts and ensure consistency of communications to members, media and the community.
  • The Education Chair shall provide Slow Food Urban San Diego’s membership with education and enrichment opportunities and support campus and schools chapters. The Education Chair shall also promote awareness of Slow Food programs.
  • The Food Justice Chair shall collaborate with San Diego food access/security organizations and environmental and other organizations to promote sustainable agriculture and urban farming.
  • The Fund Development Chair shall create, maintain, and update an inventory of resources to include potential donors and sponsors; the Fund Development Chair shall develop and implement a fund-raising campaign to be supported by the Board.
  • The Membership Chair maintains and updates the Chapter’s membership list and reports membership status at each board meeting. The Membership Chair may seek ways to recruit and retain members.
  • The Leadership Development Chair shall recommend standard operating procedures, support the Board in development of strategic goals, and provide training opportunities for the Board. The Chair shall also coordinate the nominating process for new Board members.
  • The Outreach Chair shall represent Slow Food Urban San Diego at community events; develop and coordinate programs to build the Chapter membership in coordination with Membership Chair; and other responsibilities as defined by the Board.
  • The Special Projects Chair facilitates the connection of the Chapter with larger national campaigns and movements, including those spearheaded by Slow Food USA. The Special Projects Chair shall deliver recommendations on locally identified topics appropriate for Chapter engagement and support community relations.
  • The Farm Liaison works to link Slow Food Urban San Diego with the local farming community and recommends strategies for the Chapter to advocate for and support farmers.
  • The International Liaison focuses on the projects and interests of Slow Food International and develops programs to keep the Chapter connected with the greater Slow Food community.

The Board may form sub-committees to deal with specific projects, activities, or events. These committees may elect a Committee Chair as the primary contact for and coordinator of the project, activity, or event.

Article 6: Chapter Board and Officer Elections

  • Any person who wishes to serve on the Chapter Board must be an active, dues-paid member of Slow Food USA.
  • Terms of office are two years, with reelection possible for additional terms but not to exceed eight years of service before a one year hiatus.
  • At least two months prior to the end of terms and/or the annual meeting, the Board appoints a Nominating Committee Chair to oversee the elections process. The Nominating Committee Chair gathers a committee, which may consist of Board members and members at large. The committee is responsible for vetting and recruiting nominees and for ensuring fairness of the process and outcome of an election.
  • The committee first determines who on the Board is eligible and willing to stand for reelection and then determines if the Board has open positions.
  • When there are open positions on the Board, the committee may make an announcement to the membership and ask for nominees. The committee can also actively recruit nominees who have specific attributes needed on the Board.
  • The committee should elicit profiles of nominees, which are provided to active members at election time in advance of a vote.
  • Voting takes place either electronically or at a free membership meeting. Votes at a meeting may be made by ballot, show of hands, or by voice.
  • The membership may vote to accept the slate of candidates recommended by the nominating committee, or, in the case of multiple candidates running for the open position(s), the candidate(s) receiving the most votes gain the seat(s).
  • In the case a Board position becomes vacant mid-term, the Chapter Chair may appoint, with Board approval, a person to fill the unexpired term.

7: Standards of Conduct

Slow Food Chapter Board members have the obligation to meet the following standards of conduct, and to hold other Board members accountable to them as well.

7.A Communicate and work together with common courtesy and collegial respect; disagree without being disagreeable.

7.B Create a welcoming environment for new members and volunteers; avoid

insularity and the natural tendency to build and perpetuate the Board with those already known.

7.C Always represent Slow Food and its mission in a positive and professional manner; keep disagreements within the Chapter.

7.D Accurately present the Slow Food’s policies and positions when communicating on behalf of the organization; don’t use a Slow Food leadership role or title to advance personal views.

7.E Respect your obligation to the Slow Food’s members; use member lists and information about members for organizational purposes only.

7.F Use Slow Food resources wisely and in keeping with the fiduciary responsibility of all leaders.

7.G Foster an open democratic decision-making process; respect decisions once they are made.

7.H Praise publicly; criticize privately and tactfully.

7.I Handle disputes on the most local level, according to the guidelines provided in the Slow Food USA National Statute. If disputes cannot be resolved locally, the Regional Governor should be contacted to serve as an impartial mediator. If there is a conflict with your designated Regional Governor, ask for assistance from another impartial Governor.

Article 8: Amendments

8.A Any member may propose an amendment to the bylaws. Any proposed amendment to the bylaws must be submitted to the secretary and distributed to the Board at least 30 days before a vote of ratification by the Board.

Article 9: Ratification

9.A The Chapter bylaws or their amendments are ratified by a vote of the Board upon completion of writing bylaws or modifying the SFUSA bylaws template

9.B The Chapter bylaws must be available to Chapter members, the Regional Governor and Slow Food USA staff, and posted to the Chapter website.

Article 10: Conflicts of Interest

Every person elected or appointed to a position of authority in the organization has a duty of loyalty to, and must act in the interests of, that organization. Public perception and confidence in Slow Food USA are vital to the success of the organization. Slow Food USA is a volunteer-run organization and recognizes that its leaders and members have conflicts of interests from time to time. Introducing a conflict of interest policy to the Chapter Board is meant to protect, not punish, the interest of your Chapter when it is contemplating entering into a transaction or arrangement, or when a situation arises that a member advances his own private interests through his position in the organization.

A conflict of interest may arise whenever the personal or professional interests of a Board member, staff, or volunteer are potentially at odds with the organization’s best interests. Such conflicts are common and acceptable if they benefit the group and if the Board makes decisions in the Chapter’s best interests in a fair and informed manner.

The standard of behavior at Slow Food USA stipulates that all Chapter Board members scrupulously avoid conflicts of interest between the organization’s interests on one hand, and their personal, professional, and business interests on the other. The Chapter cannot be a vehicle for any one business. This includes avoiding potential and actual conflicts of interest, as well as perceptions of such conflicts.

The following steps should be followed to avoid even the appearance of impropriety:

  • No member of the Slow Food Chapter Board shall derive any personal profit or gain by reason of his or her participation with Slow Food USA. This conflict-of-interest policy prohibits or limits business transactions by Chapter Board members and requires them to disclose potential conflicts. Upon joining the Board, each Board member will sign a conflict of interest policy statement.
  • As a normal practice of the Board, each individual shall disclose to the Chapter, any personal interest which he or she may have in any matter pending before the Chapter and shall refrain from participation in any decision on such matter. Such disclosures should be recorded in the meeting's minutes.
  • Require Board members to withdraw from discussion and voting on decisions that present a potential conflict.
  • Although it is not a conflict of interest to reimburse Board members for expenses incurred, they are prohibited from being paid to serve on the Board. Board members will not receive pass-through dollars for individual projects.
  • Establish procedures to ensure the organization is receiving fair value in the transaction.

The Chapter Board is responsible to:

  • Establish by example and attitude an atmosphere of personal integrity.  Some situations may need only a brief, informal comment to maintain that climate. In others, a decision may be delayed because of the need to ensure that it has been made in the organization's best interests. Each of us, by our daily words and actions, contributes to a culture of integrity and responsibility.
  • Record in the minutes of the Chapter Board Meeting the potential conflict of interest, and the use of the procedures and criteria of this policy.
  • Decide only to hire or contract with a Board member if they are the best qualified individuals available, and willing to provide the goods or services needed at the best price.

SLOW FOOD CHAPTER BOARD DECLARATION OF CONSENT TO CHAPTER BY-LAWS AND CONFLICT OF INTEREST POLICY

I, ________________________________, understand that the purposes of this policy are to protect the integrity of Slow Food Urban San Diego’s decision-making process, enable our members to have confidence in our trust, and protect the integrity and reputations of volunteers, staff and Board members. Upon or before joining the Chapter Board, I will make a full, written disclosure of interests, relationships, and holdings that could potentially result in a conflict of interest.

This written disclosure will be kept on file with the Chapter Board Chair and I will update it as appropriate.   In the course of meetings or activities, I will disclose any interests in a transaction or decision where I (including my business or other nonprofit affiliations), my family and/or my significant other, employer, close associates will receive a benefit or gain. After disclosure, I understand that I will be asked to leave the room for the discussion and will not be permitted to vote on the question.

At this time, I am a Board member, a committee member, or an employee of the following organizations and/or businesses:

_________________________________ _________________________________ _________________________________ _________________________________

I understand that the Chapter bylaws are meant to supplement good judgment, and I will respect its spirit as well as its wording.

Signed:          ____________________________________

Print name:   ____________________________________

Date:              ________________

The Chapter Board should collect and keep a copy of a signed Conflict of Interest from each Board member. Chapter bylaws and conflict of interest should be made available to the Regional Governor and to the National Office upon request.