Candidacy Requirements
for shareholders interested in running for the
Penn South Board of Directors

Eligibility:
In accordance with our by-laws and procedures, to be eligible to run for the Board:

1. You must be a Shareholder who has resided in Penn South for at least two years prior to the Annual Meeting on November 9, 2025 when officers will be elected. See Article III, Section 1, paragraph [c] of the by-laws for additional details regarding eligibility. (To read the by-laws, go to the) Governance Documents page of the Penn South website.)

2. You must submit a completed Board Candidacy Package no later than ​September 15, 2025 at 5pm.
Click Here to Download the 2025 Board Candidacy Package

Summary of Candidate Requirements
​for the 2025 Annual Election:

No later than September 15, 2025 at 5pm, prospective candidates must submit the following to be eligible to run for the Board of Directors:
Required: Twenty-five valid nominations from Penn South shareholders on official Nomination Forms (one nomination per apartment; non-shareholder resident nominations are not valid). Two types of official Nomination Forms are available for the 2025 Annual Election:
​​Required: Signed Ethics Form

Required: Signed Eligibility Form

Optional: Candidate Statement of no more than 400 words — must follow guidelines and be submitted by email.

Optional: Portrait Photo — must follow guidelines and be submitted by email. The Management Office can take your photo if you do not have one readily available. Email [email protected] by noon on September 9, 2025 to schedule a time for your photo to be taken.

Full instructions are in the 2025 Board Candidacy Package and on this webpage below.
Elections
​Elections for the Board of Directors are held at the Annual Meeting of Shareholders, which occurs during the month of October or November​.

The next Annual Meeting will occur on November 9, 2025.

Board members serve three-year terms, and elections are staggered so that only five seats terminate in any given year. If any seats become vacant through resignation, death or removal for cause, the Board may fill these vacancies by a majority vote until the next annual election. For more information about board roles and co-op elections, see the co-op  by-laws on the Governance Documents page of this website.
Requirements of Candidates
Note: The following information applies to all election cycles. Always refer to the Board Candidacy Package for the specific election cycle for details about candicacy requirements, deadlines, and procedures.
Nominations

Prospective candidates must receive at least 25 valid nominations by written petition by the deadline announced for that election cycle.

Nominations must be on official forms provided by Management at the start of the election season. (Legible photos and scans of paper forms may be emailed. If so, candidates should keep the original paper copies in case verification is required.)

All nominations must be made by Penn South shareholders, one shareholder per apartment. Non-shareholder resident nominations are not valid.
Forms

Prospective candidates must sign and submit the following two documents:
Optional: Candidate Statements and Photos

Each year, the co-op will publish a booklet in paper and electronic form containing the statements and photos of candidates. (Candidates who are certified to run for the Board will be listed in this publication by name and building where they reside whether they submit a statement and/or photo.)
Candidate Statements:

All prospective candidates are invited to submit a statement of up to four hundred (400) words that may include the following: a biography, statements of policy and political views as they relate to the cooperative and the candidate themselves, and qualifications for the role of Board Member.
Picture
Portrait Photo:

The Management Office can take your photo if you do not have one readily available. The Board Candidacy Packet will include instructions and deadlines for scheduling time for your photo to be taken.

If you are submitting your own photo, make sure to follow these guidelines:
  • Send the highest quality version of the photo possible. (Do not reduce the file size or lower the resolution.)
  • The photo should show your full face, looking directly at the camera.
  • Leave ample room around your head in all directions. At minimum the photo should show from the edge of your shoulders to above the top of your head. (See the sample image as an example.)
  • Do not crop the photo. All photos will be cropped in the same manner for the official publication to maintain consistency.

Please see the Election Procedures section of this webpage below for further details.
Candidate Events​

Candidates who satisfy the requirements and are certified to run for the Board of Directors are strongly encouraged to participate in the official election events sponsored by the co-op.

Please see the Election Procedures section of this webpage for more information about the Candidate Forum and Informal Meet the Candidates Events.
Requirements if Elected to the Board of Directors

​Shareholders who are elected to the Board of Directors have various duties and obligations. In order to serve as a director of the corporation, board members must sign forms attesting to their understanding and agreement of these requirements. Copies of these forms are below:

Board Member Ethics Policy
Board Member Fiduciary Duties
Board Member Email Policies and Guidelines
Board Member Conflict of Interest Disclosure Form
Penn South Election Procedures
as adopted by the Board of Directors on August 16, 2023
amended on June  17, 2025

​Over the years, the Board has made adjustments to its election procedures. To ensure fairness and predictability for shareholders interested in running for the Board of Directors and to assist Management in overseeing the election process and provide continuity in the event of staffing changes, Management proposes that election procedures be standardized and in written form.

Election Committee
The Board of Directors shall have an Election Committee. The Election Committee shall develop policies and procedure for board elections for approval by the Board. The Election Committee will not consider any changes in policy and procedure from commencement of the nomination process.

Election Procedures During the Election Cycle
During the election cycle, all members of the Board of Directors are entitled to participate fully in their role as directors, including by receiving all materials distributed to Board Members, until the results of the election of directors are certified by the Board. The role of the Election Committee and Election Committee Chairs is to administer election procedures as mandated by the Board of Directors. Minor decisions that need to be made between Board of Directors meetings shall be made in a meeting called by the Election Committee Chairs to consult with counsel and the President. If the President is conflicted due to being a candidate, the executive authority passes to the next nonconflicted Officer. Major decisions that need to be made will be brought to the full Board of Directors.

Nomination Process
The process will begin the first Monday in August and will conclude fourteen to seventeen days after Labor Day. No later than 5:00pm on the final day, candidates must submit:
  1. Twenty-five valid nominations from shareholders (one nomination per apartment) on official nominating petitions. Management will provide two types of official nomination forms: a multisignature form and an individual nomination form. Candidates may pick up nomination forms from the Management Office or download and print these from the Penn South website.
  2. Signed ethics form.
  3. Signed eligibility form.
  4. Optional portrait photo and candidate statement of no more than 400 words.

Interested shareholders may request a Board Candidacy Package from the Management Office that explains the candidacy process and requirements. The Board Candidacy Package will explain that the Management Office will notify candidates of the election results within 24 hours of the election and, if elected, candidates will be required to attend a New Board Member Orientation, the Special Board Meeting, and the Operations Committee Meeting that follow the Annual Election.

Eligibility Requirements
Eligibility to run for the Board of Directors is currently outlined in Article III, Section 1, paragraph [c] of the corporation’s by-laws.

​
Candidate Statements
Each year, the co-op will publish a Candidate Statement booklet in paper and electronic form within three weeks of the date when candidates are certified, sooner if possible. Candidates who are certified to run for the Board will be listed in this publication by name and building where they reside whether they submit a statement and/or photo. This Candidate Statement booklet serves to help shareholders identify candidates whose qualities would help serve them on the board.

Candidate Statements may include the following: a biography, statements of policy and political views as they relate to the cooperative and the candidate themselves, and qualifications for the role of Board Member. In consultation with legal counsel, Management will flag statements that are deemed impermissible* or exceed 400 words. Legal counsel will advise Election Committee chairs and President and email the candidate with the section(s) that require revision. Candidates will have 24 hours to resubmit a revised statement that is deemed permissible. Should 24 hours pass without an updated statement that is deemed permissible, the Management Office may omit impermissible language from statements, and for any statements exceeding 400 words, only the first 400 words will be included. A single sheet page will be posted on lobby bulletin boards listing the candidates alongside their optional candidate photo. A QR code at the top of the page will link to candidate’s optional biographies on the Penn South website.

*As per the policy adopted on June 19, 2018, “impermissible statements” are defined as: (A) a statement, written or verbal, which demeans or attacks a person or group on the basis of legally protected attributes such as race, religion, ethnic origin, sexual orientation or gender, and (B) a statement, written or verbal, which an ordinarily prudent person uttering or issuing the statement would recognize at the time as being false or slanderous.


Candidate Forum
Certified candidates are encouraged to participate in a Candidate Forum hosted online in October. The forum will consist of three-minute opening statements, three rounds of questions for which candidates have two minutes to respond and/or speak on a topic of their choosing, and two-minute closing statements. Management will arrange for a video recording of this event to be made available to shareholders. Management will announce the process for shareholders to submit written questions for this meeting over a one-week period prior to the Candidate Forum. There will be no requirement that shareholders attend the forum for their question(s) to be selected. Disclaimers will be made:
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1. Questions for candidates will be chosen at random by Management with supervision of counsel.
2. No questions will be excluded without approval of counsel.
3. Questions deemed by counsel to be impermissible statements will not be included (please see * above for definition of “impermissible statements”).
4. Questions that are specific to an individual shareholder will not be included (i.e., leaks, individual repairs, etc.).
5. Candidates will not be given questions ahead of time.
6. Questions may be directed at either a specific candidate or all candidates.
7. Shareholders may submit any number of questions; however, not all questions will be asked. No candidate will be given more than one question from shareholders who reside in the same household.
8. Duplicate questions for a specific candidate will not be posed more than once.

Proxy Forms
Official directed proxy forms will only be handled by the election company hired by the co-op. These forms will be sent by mail to all eligible households within three days of the release of the video recording of the Candidate Forum. All proxy forms, whether submitted on paper or electronically, must be received by the election company at least two days prior to the Annual Meeting. If a shareholder submits a proxy form, they may still vote in person on the day of the Annual Meeting, and the in-person vote will automatically supersede the proxy.

Informal Meet the Candidates Events
Management will host two informal events, occurring after the Candidate Forum, for shareholders to meet and ask questions of candidates. Except in cases of a public health emergency, these events will be hosted in a co-op community room. All forms of recording are prohibited at this event. Participation in this event is limited to conversation with candidates at their tables and distribution of informational materials by candidates. Event participants must leave a candidate’s area if requested by the candidate.

Campaigning
Candidates or other shareholders may put campaign literature at the door of neighbors in the co-op. Candidates may sit on lobby benches or stand in building lobbies, inviting shareholders to meet with them, but they must respect the wishes of all who decline to engage. On the day of the Annual Meeting, all forms of campaigning within a 50-foot perimeter of the door or pathway leading to the in-person voting site(s) are prohibited.

Events by Candidates
Candidates may host events virtually, in private residences or public outdoor areas such as the Active Recreation Area where reservations are not required, or in Penn South Community Rooms with a reservation and for the standard fee. Events in public outdoor spaces must follow all rules for the space, and candidates must provide two-business-days-notice to Management. Candidates are solely responsible for the publicity of candidate-hosted campaign events.

Annual Meeting
According to the corporation’s by-laws, the Annual Meeting may occur in October or November. Efforts will be made to consistently schedule the meeting the second Sunday in November at 12 noon. The meeting will be conducted online. Shareholders will have the opportunity to either submit a written question during a one-week period prior to the meeting, or to ask a live question during a designated portion of the meeting. These questions should be related to cooperative matters, not individual shareholder issues nor candidacies. The meeting will remain open through the conclusion of in-person voting which shall be conducted by the election company retained by the co-op, at a designated location on the grounds of the co-op on the day of the Annual Meeting.

Election Observation
Election observation is allowed by a designee of a candidate for the Board of Directors. No candidate may observe. No observer may interact with any election worker. The in-person voting shall be for five hours (2:00pm to 7:00pm).