Approved
DAVIS FOOD COOPERATIVE, INC.
BOARD OF DIRECTORS
MEETING MINUTES
April 5, 2010
Call to Order
The regular monthly meeting was called to order at 7:01 at the Davis Food Co-op Teaching Kitchen Conference Room, 537 G Street, Davis, California, by Kevin Wolf, Director
Roll Call:
Directors Present: Janie Booth, Julie Cross, Sam Citron, Theodora Consolacion, Stacie Hartung-Frerichs, Desmond Jolly, Steve Reynolds, Kevin Wolf, Jack Young
Staff Present: Doug Walter, Eric Stromberg,
Guests Present: Rebecca Hager, David Thompson, Mikos Fabersunne, Julia Hunter Blair
.
Roles:
Facilitator: Kevin Wolf
Time Keeper: Janie Booth
Notetaker: Nathan Milos
The Secretary determined that notice of the meeting was duly provided as required by Bylaw Art. VIII §6(C), and that a quorum of Directors was present under Art. VIII §6(B).
Member Comments: David: I wanted to thank the board for taking as much time as you did and listening to both sides of what the members had to say, and for being courteous and civil. From the point of view of a cooperator and someone who believes in the Co-op, I believe the decision you made was the correct one and stands the Co-op in good stead.
Steve: We were really blessed to have your comments.
David: There is an Indian movie called Churning, which is a story about the development of the dairy Co-ops in India; they were adamant about allowing people of all religions to join. They had quite a struggle, but really benefited from it.
Stacie: I have a comment from a member owner. Someone who was petitioning thought that her position was appropriate. It was a no money petition, so it may have been different from the new 50 feet rule, but was still removed from the original location.
Review Ground Rules: Read by Kevin Wolf
Amend Agenda by
Stacie: I’d like to form a BGM4 Task Force. If we can add that to 7.2
Motion: Julie Cross moved to adopt the agenda as amended
Seconded Janie Booth
Motion carried unanimously
Reports
3.1 Update on election, voter pamphlet
Discussion: Kevin: I looked over the agenda and we have roughly 20 minutes on Ends and 160 minutes on other issues. It seems that we’re out of balance with the model I learned was appropriate (a 50/50 balance). We’re roughly 20 minutes ahead, so I wonder if there’s a way that we can use this meeting to move more quickly through boundary policies, etc. and move towards Ends.
Janie: I know that Stacie said she just guesses on time allotted for each agenda item, so perhaps people need not take the full time. I think this discussion would have been better via email before the meeting.
Kevin: If we do save time, perhaps we can alter this.
Desmond: We have declaration from 6 candidates. We have a draft of the voter’s pamphlet. We’re ready to go. We had a request for use of the mass mailing by one candidate and we declined that. That was the only challenging issue we faced so far.
Doug: One person asked if it were possible to use the Co-op’s bulk mail to send a mailing to the members. It took a little while to tease out what was at issue. You can do a mailing when you have 5% of the membership behind you. In discussing it, when you do bulk mail, it has to have the return address of the organization mailing it. It would have to say Co-op on it, and that just seemed strange. We did a drawing for the ballot order, and as Desmond says we’re rolling ahead. There are 4 director seats and 2 alternate seats and we have six candidates.
Julie: There was one staff member interested in running, but had a family emergency and could file as a write-in candidate.
Sam: How much time is left for becoming a candidate?
Julie: You can become a write-in candidate still.
Sam: So, it doesn’t look like we’ll have a strong competition.
Jack: There was conversation about having those questions mailed out to candidates, are we still doing that.
Desmond: I don’t know.
Jack moves to direct the election task force to send out the list of questions we developed to the candidates, and have them respond to those. We will place their verbatim responses on daviswiki.org
Julie seconds
Stacie: do you think it’s best if we post or they post?
Jack: It’s best if we post.
Doug: You are aware that those questions were included in the candidate’s packet?
Jack: Yes
Passes unanimously.
Kevin: Can you make a list of some of the issues? You mentioned that a candidate wants access to the mailing list. It seems like that should be stricken as an option, so that a candidate isn’t misled into thinking that s/he can send out a mailing using the Co-op’s mass mailing system.
Stacie: I was going to propose a solution to that problem. Maybe if there is an issue we send it to Nathan with a certain heading, and he can compile them and return them so we can address them after the election. When we had decided on the Elections task force, we hadn’t decided who was on the task force.
Desmond: We don’t have a member-at-large on the task force.
Stacie: I was planning on campaigning, so I wanted to see if another Director would give their email address for complaints to be sent to so there is no conflict of interest.
Janie: I will
Sam: I think it would be good to clarify the issue of whether candidates have access to the mailing list.
Steve: I wonder if it’s two issues: if a member has access to the mailing list, and if they have access to the bulk mail.
3.2 Discussion of Ground Rules
Discussion:
Julie: I reprinted the ground rules. This group has never reviewed the ground rules. The “hogging, frogging, bogging” thing has always bothered me and I want to take it out.
Janie: Could we make an administrative policy concerning this? These three items are redundant.
Stacie: I had a couple of other thoughts, for instance the idea of a straw poll. I thought a way of quickly showing a straw poll would be the Fist to Five Method. Five fingers meaning people like it, none meaning they hate it.
Kevin: I think say it once should mean not repeating yourself or others.
Sam: Different people have different styles of communication and these can be ideals that we can strive for, but there is Roberts Rules of Order or Parliamentary Procedure that lie on top of this. Some of us may have previous experience and some may not. People may violate rules and not know they are doing it; I suggest we educate directors about Roberts Rules and Parliamentary Procedure. I think that’s more important than certifying these ground rules.
Janie: Are our rules of order part of our administrative policy?
Julie: The fact that we use Roberts Rules of Order is in our By Laws.
Janie: We already have special rules of order; I thought we could place these ground rules into this list.
Julie: I think in our board training this year, we shortchanged Sam and Desmond. I propose that this year we do a better job with that. I think that these ground rules are very understandable and don’t require special training. I propose to take comments by email and come back with a first reading of amending the rules of order.
3.3 Discussion of Election Policies - with respect to campaigning
Discussion:
Stacie: What I wanted to do is I cut and paste the election policy with respect to campaigning, and I wanted to make sure everyone knew what the campaigning policy was for Co-op elections, but also external elections. The board does not take a position on external elections, so you cannot use your position as a board member to endorse anyone in a city election. In the past board members have used their title to endorse something. Campaigning is not allowed in the store and I wanted to reiterate that.
Sam: I’m not clear of something you said. Is there something beyond what our bylaws say that the board shall not give endorsements?
Stacie: That’s essentially what it is. We want to avoid making it look like the Co-op is endorsing that candidate.
Same: What if I want to personally endorse a candidate, and unbeknownst to me they include my title?
Stacie: I have, in the past, sent a letter stating that I am endorsing someone but not using any of my titles, and if they misrepresent me, I have proof that it was on their end, and I can write a letter to the editor.
Sam: Should this policy apply to the General Manager as well?
Stacie: It applies to anyone who could be seen as representing the Co-op.
Julie: I think it’s poor form for members of the task force to endorse candidates. Michael Ulrich was going to rewrite our current policy, but didn’t have the opportunity.
Desmond: That seems self-evident.
Stacie: Right now the two people listed will be Desmond and Janie.
Janie: I won’t be campaigning.
3.4 Resolution: Congratulating David Thompson on his induction into the Co-op Hall of Fame
Discussion: Jack: Anybody that’s a member of the Co-op and gets national publicity presents an opportunity for us to get goodwill from the community. I hope you read the report that I sent out Friday. David Thompson is being inducted into the Co-op Hall of Fame in DC on May 5th the event is a fundraiser. I propose we be a congratulatory sponsor.
Janie: There was something said about a plaque.
Stacie: I have to throw that back to Julie. I suggest we present him with a plaque at the annual meeting.
Sam: I want to thank you for thinking of this.
Jack: It was Steve.
Sam: I would like at least one paragraph added to it. I can’t come up with the text right now, but I think the language is a bit perfunctory and brief, and I would like to add how he has added to this Co-op and other Co-ops.
Jack: If we have a unanimous decision, we might do this over email.
Doug: The April issue of the Co-op newsletter has an article on David that might serve as a starting place for fleshing out a paragraph.
Sam: Did you assume that people wouldn’t want to go to DC?
Jack: David said that the congratulatory thing made the most sense for the Co-op.
Sam: I don’t know much about the ceremony, I don’t know if there is an educational component? It was assumed that this $1,250 was a better way than the $3,000 table. Is anybody interested in going to this conference?
Stacie: This conference has been advertised for 4 months and no one said they wanted to go, so I think that point is moot.
Julie: Where is the money coming from? Board Budget? Our preference is to revise issues before they come to the table via email.
Julie: Can we pass the resolution and then publish the paragraph as well?
Stacie: We could just pass the resolution about money, and then develop a paragraph later.
Jack: moves that the Davis Food Co-op will be a $1,250 Congratulatory Sponsor at for David J. Thompson at the Cooperative Hall of Fame induction ceremony on May 5, 2010 in Washington D.C.
Steve seconds
Motion passes unanimously
4.1 E1.7 Education –Monitoring
Discussion:
Eric: We’ve covered education in two places in the Ends, within the cooperative principles and as an End on its own. For the benchmarks, I tried to keep it broadly focused but still specifically measured. I would have liked to compare what we spend to what other Co-ops spend, but it’s not an easy comparison to make. I think the best benchmarking for us is to look year to year at our own spending.
Sam: Do we have a total on how much money we spend on education per year?
Eric: We have a number in here, which is $145,000.
Sam: Is that in addition to the hours that are spent on education?
Eric: That does not include the labor budget.
Sam: Is it reasonable to assume that 15 dollars represents a staff hour. How many hours are spent on education?
Julie: 128 hours a week in my department, plus an additional 60.
Sam: The way I think we should think about this is to convert the time to dollars as well, and figure out how much it is we are actually devoting to education and ask ourselves do we want to be spending more or less. I think we need to rationalize this process and figure out if this is the appropriate amount to spend.
Kevin: If this wasn’t going to be removed from our Ends and distributed out, I would have a lot to say about this report, because the education here goes beyond the stated End. I’m glad we made the decision to split education among our other Ends.
Steve: I think it would be useful to make an estimate of your staff time involved. Last Friday I did snacks with the director and we ended up talking about education a great deal and how that’s an important way of distinguishing the Co-op from other grocery stores.
Julie: If you look at the member education plan that has all its pages, the first two pages list the hours spent on individual item. It’s not a dollar equation because five different people are involved and get paid at different rates.
Janie: I want to echo what Kevin said. A lot of these things are educational, but if the Nugget did these it’d be considered marketing, so I don’t think it’s fair to think of these as purely educational.
Julie: I feel really happy about moving education into the other Ends. Educating about food is one of the less important aspects of our education, because we educate about so many things.
Stacie: I did send an email saying I was disappointed with the report. 1) It’s a frustrating report to read, because it should be tied to each end instead of a stand alone end and 2) I was frustrated that nobody had commented that half of the pages were missing. I do have one specific question: one objective is 200 classes, but your metric says you’ll do 54?
Julie: I did quarters instead of years in the graph.
Sam: 1) with regard to what Janie said, “is this education or is it marketing”; this is a perceptive question and we should think about it. Is what we’re trying to do with education different from what the Nugget is doing with marketing? Is it a one-way process where we educated members or is a dialogic process where members educate us? To Julie, in your comment about the different staff members having different salaries, was your point that we should think about hours instead of dollars?
Julie: I n my opinion the exact dollar amount is not as critical as how the hours are divided.
Sam: In my training as an economist, we were taught to quantify even the un-quantifiable so we could get a sense of the budget. I really think we need to convert it into dollars.
Jack: Everybody may know that Nugget shut down its teaching kitchen in Vacaville.
Kevin: Sam, the way the Ends work, the GM gives us the metrics, and we either vote up or down on his metrics. Are you saying you would vote his metrics down if Eric broke education down as hours instead of dollars? Is this a reasonable thing to do? I don’t think it is.
We have a number of themes: we’re kid friendly, we push local foods, we support the local community. I’m not sure where the board gets into marketing as opposed to education. I think we ought to examine the board’s role regarding marketing.
Julie: I realized what I did with the graph, because 2010 was not done yet, I only looked at the first quarter of each year. I think one thing that may be causing us difficulty in conversation is that in the grocery world we look at labor hours. Sam, you might talk to Kenna and Eric about labor hours.
Stacie: I want to talk about marketing versus education. We have B4 and Eric gives us his marketing plan. And I would expect that our education would tie back to that.
Eric: In the marketing plan, we do tie in how each element ties to the Ends. I tried very hard to separate pure marketing from this report.
Motion: Julie moves to accept report
Seconded Jack
In Favor: Jack, Julie, Steve, Desmond, Kevin, Teddy, Janie, Stacie
Opposed: Sam
Motion carries
4.2 E1.5 Food - Review of 2009 Report
Discussion: Kevin: this is new for us. We want to have a discussion about the Ends before Eric brings us a report, so our comments can influence his report for next months. We have ten minutes scheduled but we’re ahead, so can we allot 15 minutes?
Stacie: This was the exact report that we saw last year, we were proposing this Food End and it didn’t go anywhere. So, we will be proposing a new End. I would expect to see your percentages so we can see how they relate to last year. I hope your job is more streamlined because of the new point of sale (POS) system.
Eric: We’ve only had the new POS for a few weeks.
Kevin: The new POS system could lead us to very interesting ways of seeing how well we’re doing. But my sense is that it’ll take at least 2 years, because you’ll need to spend a year getting baseline data.
Sam: A lot of this report has to do with healthful food. One of the benchmarks is that over the last months, 40% of the foods we featured were healthful, I’m not sure we can necessarily accept what the FDA says is healthy at face value. There is new data that links longer life with a lower caloric intake. The whole discussion of what is healthy seems suspect to me. Healthy is a relative term.
Stacie: Sam, we’re thinking about rewriting this End, and once we’ve rewritten it, Eric will benchmark it. The process of writing the Ends the benchmark will follow what we’ve crafted. So, you’ll have an opportunity to shape the benchmark.
Kevin: I’d like to hear a little more definition about what exactly is a food. When looking at metrics, I’d like to hear any thoughts about where we might look at local non-food products.
Sam: Are you saying that we should have more locally made merchandise?
Kevin: Yes.
Julie: Whenever we start a conversation like this, the question that comes to mind is how much of our GM’s time should we be spending on this. I think instead of percentages we could get a list of items.
Kevin: This may be something that occurs in the future.
Sam: Given the fact that most of the merchandise we sell and consume comes from China, it’s absolutely essential to look at what is locally produced. The more granular we can be about such information the better.
4.3 B9 Member Relations – Monitoring
Discussion: Eric: We do this report twice a year. Not much has changed since November. We’ve reported compliance once again.
Kevin: So seems to me one of the key metrics with member relations is how we do with new members and member retention. Did we get that in November? I know I’ve seen it other places.
Julie: I think it’s in the strategic planning stuff.
Eric: I believe it’s in one of the monitoring reports.
Kevin: I think we should be looking at this in terms of this report as well.
Stacie: We could add that to the monitoring of this report.
Motion: Stacie moves to accept the report
Seconded Jack
Motion carried unanimously
4.4 GP10 Binding Initiative and Boycott – Monitoring
Discussion:
Steve: We’ll move this to next month
Stacie: You have to report on the existing policy, even though it’s under review.
Sam: Why are we moving this to next month?
Steve: Because there is no report.
4.5 GP10 Binding Initiative and Boycott - 2nd Reading
Discussion:
Julie: This morning Jack sent some additional information to include in this. It was a list of things that would be proper in an initiative, but it crossed an email that Sam had sent discussing what the lawyer had said.
Kevin: The edits on this came because we changed the Bylaws. Does anybody think that there is a problem with how Julie edited this with regard to the Bylaw change that occurred last year?
Sam: Yes. For example, at a minimum the very last sentence in Article 10C.
Julie: 10C has already been adopted, that strikethrough had already been adopted.
Stacie: Julie tried to help us out by showing how the bylaw was changed – the strikethroughs indicate the old policy. This is something that our members voted on.
Jack: Everything that is crossed out is no longer in the bylaw. Anything that’s not crossed out is the current bylaw.
Janie: I like the pruning that Julie did. Our policies are not helpful to the members when they are so wordy.
Kevin: I have one amendment. I don’t think that initiatives are only about boycotts. I would add that it’s not just products but issues.
Julie: We should also change the title to Boycotts and Policies.
Kevin: We should try to make this more neutral so it doesn’t apply only to boycotts.
Sam: I find it surprising that we conflate the two issues. Binding Initiatives and Boycott policy, why ought they be the same policy. Why isn’t there a header for non-binding initiatives? The policy change seems to suggest that we accept recommendations and requests, not simply commands.
Kevin: Is GP10 about the Initiative Process or is it specifically about Boycotts?
Doug: If the board wants to have a policy about initiatives it can make one; this policy was a rewrite of the boycott policy. The policy was written after the year 2000, and then the board made the transition to Policy Governance and the policy was changed again. That’s probably why the word “initiative” was added. If there’s a need for a non-binding initiative policy, the board should write one.
Stacie: It sounded like this policy doesn’t discuss referendums. It needs to be clarified that referenda are reserved for the board.
Sam: It does sound like the dead hand of the past is reasserting itself in this policy, we ought to have a review of what we want to accomplish in terms of binding/non-binding initiatives. Do we prefer initiatives that are suggesting action instead of those requiring our action?
Stacie: I propose that we work on this as is, so we can rewrite this policy. I like the way we’ve been working on the Boundary Policies, and I see a similar opportunity in the Global policies. Maybe we can develop a task force to examine these policies.
Doug: I would say that rather than the dead hand of the past; the Co-op has a rich history of involvement with member initiatives, specifically with boycotts. There is some real benefit to using the experience that we have.
Mikos: Is it possible to get a copy of the changes you’re discussing?
Kevin: I’ll try to make sure you get that.
Break
Recess at 8:40; reconvene at 8:53.
4.6 BGM3 - Second Reading
Discussion:
Kevin: I added a simple change. It says the board will never give instructions or directions to someone who reports to the GM. So we determined that a request for information is not a directive.
Julie: I have a quarrel with it. It’s the parable of the bad director and the timid GM. I’d like to make explicit that staff can decline requests.
4.7 Report on Proposed Bylaw Changes
Discussion:
Eric: Just to note that rather than doing a comprehensive review, the timing did not seem appropriate. Our Attorney was working on the boycott project for us and was not spending time looking over these bylaw changes.
Kevin: If we don’t approve tonight, we’re stuck with the same problem next year?
Eric: Unless the board agrees.
Kevin: My preference would be to make a board house keeping change.
Stacie: I think in order to do that you have to convince Steve and Sam.
Kevin: Steve what is your preference?
Steve: I don’t actually have much preference.
Sam: As to whether it’s the first or the last of the month, there is a very minor difference. If it’s the first day of the month it’s a less accurate count and is further away in time. That’s not the main issue. The issue is 1) first in time versus last in time and 2) can we simply overturn a member vote? Please clarify this. In the June 2009 ballot, there was an error in that a last day of the month was used as the criterion and it conflicted with the language that indicated the first day of the month. And the first day of the month was used previously and had come up through a previous ballot initiative.
Doug: Yes, Article IX was voted on in 1989. Article X was voted on in 2009. Can the board overturn member votes? Yes.
Sam: Is it your understanding Board or Doug that this change occurred as a typographical error? If one was overturning a vote and another would not involve overturning a vote, you’d want to be reluctant to overturn a member vote.
Julie: We spent a great deal of time on this last month and didn’t get consensus. Let’s put it on the ballot.
Steve: May I suggest that we make the change so that it complies with the most recent vote?
Stacie: The reason that Therese suggests we change what was voted on last year is because language about the bylaws already appears in the ballot.
Kevin moves that we move forward pursuant to attorney’s recommendation to set the date as the 1st of the month
Julie Second
In Favor: Jack, Julie, Steve, Desmond, Kevin, Teddy, Janie, Stacie
Motions passes but is not unanimous.
Kevin moves to put this on the Spring ballot as a bylaw change and directs staff to write an impartial analysis.
Julie seconds
In Favor: Jack, Julie, Steve, Desmond, Kevin, Teddy, Janie, Stacie
Opposed: Sam
Motion carries
Sam: I find it appalling that you’re unwilling to spend another 15 minutes to discuss this here, but will go to the expense to put it on a ballot. And our members will not understand what they’re voting on.
Desmond: The prior status quo was that it be on the first of the month
Julie: Our tradition in our ballots is that we move to place something on the ballot. The second motion is whether we as a board recommend passage the initiative. We do this as a roll-call vote.
Julie moves to recommend passage of this to the members
Steve seconds
In Favor: Jack, Julie, Steve, Desmond, Kevin, Teddy, Janie, Stacie
Stacie: I would liked to have seen this earlier.
4.8 Report on Key Person Insurance
Discussion:
Eric: It’s what our Agent calls life insurance. Approximately $4,000 dollars a year.
Sam: What is the age of the General Manager?
Eric: We don’t give out personal information in public.
Kevin: I guess Eric, I think the store is well run and we have a lot of talent. How sustainable is this for the Co-op. It’s $4,000 dollars a year that could go to something else.
Eric: What I gathered is that it’s very important in two circumstances 1) if an organization, for example a medical office, relies on two key employees, such as surgeons, and one dies or 2) a very charismatic individual represents your corporation.
Jack: Eric knowing what you know, if you were a stockholder in this company, and knowing your role in the Co-op, what would your recommendation be?
Eric: Bottom line: delegation has been my friend. Our talent is spread and I don’t feel if I were to die suddenly, the organization would be disrupted to the point of lost sales. I don’t see a compelling need for this.
Desmond: I was going to suggest that if $4,000 was significant that we could insure the key person for half a million dollars.
Sam: I think it’s worthwhile to consider this. The key purpose of the policy is that if succession proves more difficult than we anticipate, we get some monetary benefit. Supposing Eric you were to have a fatal heart attack at this meeting, what is the succession plan?
Stacie: That’s recorded in the policy.
Sam: I have not evaluated the successor, and I don’t know if the board members think this would be a seamless transition.
Stacie: If we want to adopt this, we need to develop a policy that says the General Manager cannot operate without key man insurance.
Desmond: I don’t think this discussion should focus on Eric; I think as a matter of operating policy.
5.1 Update on Annual Meeting
Discussion: Stacie: I assume everyone has read this. The meeting is Sunday May 16th at the Senior Center. This is a location change. I will be sending an email to all the candidates asking them to speak. I’m suggesting that we make the President’s statement a Board statement since Steve will be a candidate.
Janie: I will write a statement.
Stacie: We are planning on doing table topics. I think they are somewhat useful. I will be collecting table topic ideas.
Janie: I will send out an email asking for things you want in the statement.
Jack: I have a pet peeve about sound systems, and the last several years the sound system has been a joke.
Kevin: Can you explain give-away gifts? People aren’t going to come to get gifts. I’m disinclined to do this. If you can convince me it’s worthwhile, I’m for it.
Stacie: We’ve tried to give away something useful or that has the Co-op logo on it. We’re giving away the same thing we did last year, which was fold-up camping silverware. It’s one of the most asked for products.
Sam: The meeting will be ticketed but tickets are free, and the goal will be to get 100 members and 50 non-members. I’m surprised that you’d invite non-members at all. Is this also a promotional thing?
Stacie: We are doing more substantial food, so we are ticketing to account for food. Each member can get four tickets. Because we don’t ever have a quorum present, the annual meeting is a way to encourage people to become members and get more involved with the co-op. It’s a way to attract people as well.
Jack: It’s much more than just an annual meeting. It focuses on the Davis Food Co-op but also on outreach.
Kevin: How many people can fit there?
Stacie: 250?
Sam: Is it our policy to typically track who attends?
Stacie: We have not tracked in the past? We will track this time.
Sam: Have we decided to track in the future?
Stacie: It’s not set that we will in the future.
Sam: Do you want to transact important business at the annual meeting? If everyone brings in 7 guests, could there be a tradeoff with the speed with which we could transact business?
Janie: Sam you have some really good points, but I don’t know if this is the correct forum. It’s not possible to parse out all of these things. I think that ticketing the annual meeting is a good idea. I know that because the Souper Bowl is ticketed, it’s highly anticipated.
Doug: The bylaws specify that 250 shareholders must be present for business to be transacted, there has not been a quorum and thus business has not bee transacted at any annual meeting I’ve been at over the last 21 years.
Consent Calendar
Presented: Consent Calendar Items
Retained by unanimous consent:
6.1 Motion: Adopt consent calendar:
6.2 Accept March 2010 and March Special Meeting Minutes
6.3 Monitoring Chart
6.4 Board Calendar
6.5 Task Force Report
6.6 Board Member representing the Co-op Report (events, electeds, service providers, vendors with whom you meet in the role of Board Member)
6.7 B4 Patronage refund analysis - Third Reading
6.11 Motion to close the B11 Renovation Task Force
6.12 Ends - First Reading
6.13 Boundary Policies - First Reading
6.14 Member Linkage - report on task force and member linkage events
6.15 GP9 - Trusteeship and Relationship to Members - First Reading
Removed by objection:
6.8 B4 Strategic planning - Third Reading
6.9 GP6 - Directors Code of Conduct - First Reading
6.10 CCMA Planning
Motion: Julie moves to adopt the consent calendar as amended
Seconded Stacie
Vote: Motion is adopted unanimously.
New Business
7.2 BGM4 Task Force:
Stacie: This item will be to form BGM4 Task Force. This task force will be authorized to collect, inspect and propose an annual review of the General Manager (according to BGM 4) to the board in closed session at the June meeting, and then present final review to the General Manager after agreement by the board in closed session.
Julie: Did you exempt yourself from having a member at large on your task force?
Julie moves to charter task force which is authorized to collect, inspect and propose an annual review of the GM (according to BGM 4) to the board in closed session at the June meeting, and then present final review to the GM after agreement by the board in closed session. This task force is exempt from having a member at large
Jack seconds
Motion Carries Unanimously
7.3 6.8 B4 Strategic planning - Third Reading
Jack makes typographical changes: delete the word “internal” in all cases, and correct “my” to “may”.
Julie moves to accept the policy as revised
Stacie seconds
Motion Carries Unanimously
7.4 CCMA Planning
Julie: is the board willing to provide funds for meetings other than CCMA? Yes okay.
Meeting Evaluation
What Went Well?
Sam: I notice we are coming in ahead of time, even though I was told many times that I was slowing the meeting down. It seems we do move very fast.
Kevin: In general, I train people in consensus. Thank God we don’t use Roberts Rules. We are really a consensus-based board. We shouldn’t be a board that’s in warfare. I think, Sam, that you hold on to many little things. As a consensus board, I think we have to let go of little things.
Julie: I would like to note that we are ahead exactly by the time that was allotted for member comments.
Sam: My first comment is that Julie told me that we do use Robert’s Rules of Order.
Kevin: We do a first and a second and a motion passed.
Sam: I think we all want what’s best for the Co-op, and if we have a heated discussion it’s not because of our egos, but because reasonable people can disagree.
Upgrades
Next Meeting –
Facilitator: Steve
Time Keeper: Julie
Recorder: Nathan
There being no further business to come before the meeting, it was adjourned at 9:47 p.m. by a motion made by Desmond , seconded by Julie, and passed unanimously.
/s/ Julie Cross, Secretary
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Secretary, Davis Food Cooperative, Inc. Date Approved