The meeting of the Board of Directors-Elect of SFSFC, Inc. for the purpose of electing officers met on Saturday, November 12, 2005, in the Bill Wullenjohn Meeting Room of the Centerville Train Station, 37260 Fremont Blvd., Fremont CA 94536. The meeting was called to order at 1:46 PM, President David Gallaher presiding and Secretary Kevin Standlee recording. Members present (*by conference call): James Briggs, David W. Clark, Nancy L. Cobb, Wolfgang Coe, David Gallaher, Jan Price*, Cindy Scott, Kevin Standlee, Tom Whitmore*. Members absent: Craige Howlett, Tomoko Shintani Stocksiek. Proxies: Craige Howlett to Wolfgang Coe; Jan Price to David Gallaher (in such cases where Ms. Price was unable to participate or was cut off the conference call); Tom Whitmore to David W. Clark (in such cases where Mr. Whitmore was unable to participate or was cut off the conference call). Proxies were restricted to that the person giving the proxy declined nomination for any office. Others present: Dan Lopez, Cheryl Morgan.

Ms. Stocksiek was elected to the Board at the regular meeting held earlier today, and was not present, nor was she available to participate in the conference call. Mr. Coe contacted Ms. Stocksiek by mobile phone; she indicated that she would agree to any officers elected by an officer-election meeting as long as she was not one of them. She also said that she was not available to participate in an officer-election meeting by telephone this afternoon.

In light of Ms. Stocksiek’s willingness to waive procedural irregularities, the President directed the Secretary to prepare a document for Ms. Stocksiek waiving notice of this meeting and accepting the officer election results. The results of the elections at this meeting are tentative until Ms. Stocksiek signs this document.¹

The sole legal purpose of this meeting is to elect officers for the year beginning 1 January 2006. Per the SFSFC Bylaws, if there is only one candidate for an office, that person may be elected to that office by unanimous consent without a written ballot.

Ms. Cobb assumed the chair. Mr. Gallaher was the only nominee for President. Per bylaw section 5.4, Mr. Gallaher was elected President by unanimous consent.

Mr. Gallaher resumed the Chair. Ms. Cobb was the only nominee for Vice President. Per bylaw section 5.4, Ms. Cobb was elected Vice President.

Ms. Scott was the only nominee for Treasurer. Per bylaw section 5.4, Ms. Scott was elected Treasurer.

Mr. Standlee was the only nominee for Secretary. Per bylaw section 5.4, Mr. Standlee was elected Secretary.

By unanimous consent, the meeting adjourned at 1:53 PM.



Kevin Standlee
Secretary

1. Ms. Stocksiek signed the notice/election waiver a few days later.