Breadroot Cooperative
Board of Directors monthly meeting minutes

Date: Monday June 18, 2018
Allotted Time: 5-6:30 pm
Location: Co-op Mezzanine

Attendees: Lindsey Hays (President), Peter Fischer (BOD), Karen Mielke (BOD), Karen Psiaki (BOD), Dora Tilles (BOD), Jennifer Benning (secretary), Jeffrey Thouron (GM), Dowell Caselli-Smith (Vice President, arrived 5:31 PM)
Absent: Jeanne Berry, Tom Berry (Treasurer)

Meeting called to order at 5:08 PM

I. Approve agenda (1 min) Motion to approve agenda. All approved.
II. “How is everyone doing?” (3 min)
III. Approve previous meeting’s minutes – May 2018 and annual meeting (5 min)
Motion to approve the meeting minutes, with corrections. Approved by all (1 abstention).
Motion to approve the annual meeting minutes. All approved (1 absention).
IV. Coop member time (5 min)
Member wanted to learn about dividends.
V. Board Calendar & Agenda (45 min)
a. Board manual distribution (5 min) Distributed; includes updated contact lists
b. Conflict of Interest & Disclosure Forms (3-min) Distributed.
c. Board Education Discussion (15 min)
i. Breadroot business plan Reviewed. Full business plan is under Freedcamp Files: Operations\Business Plan
d. Evaluate board compliance of policy C5: Code of Conduct (10 min)
i. Are we demonstrating accomplishment of a reasonable interpretation of this policy? A motion was made that the board is following the requirements of Policy C5 Code of Conduct, with the exception that the BOD members need to update their Conflict of Interest forms. All approved.
GM noted that the BOD should pursue more director training.
e. Executive committee elections (10 min)
i. Vice President, Secretary,
Dowell Caselli-Smith was nominated for Vice President. All approved.
Jennifer Benning was nominated for secretary. All approved.
f. Member engagement (3 min)
i. Who will write this month’s article for the newsletter? Topic?
Due to Rachel Wester by 6/24. (rachelwester@breadroot.com)
Karen P. volunteered to write.

VI. GM Items (23-min)
a. GM Compliance Report – discuss and vote to accept/reject (15 min)
i. A: Ends
Vote to accept the report. All approved. It was noted that the report was excellent and thorough.
b. Current events/external exposure (5 mins)
Membership Appreciation Day June 16, TedX on June 20, Plant-a-row ongoing, Feeding SD volunteers – BOD can get involved, Audubon Billboard on 5th and Omaha.
c. CCMA conference (3 mins)

VII. Committee Items (15 minutes)
a. Finance Committee (5-min) – Dowell gave report
Pete was nominated to serve on the Finance Committee
i. Monthly report
ii. Other items
b. Executive committee report (5-min) – Lindsey
i. Working on a new board calendar for 2018-19
c. Nominating & Recruitment Committee (3-min) Report given by Karen P.
d. Board Development Committee (3-min)
Report given by Dora. BOD members were encouraged to sign up for CB 101 course. Survey question for BOD to respond to prior to next monthly meeting:
• What are the short term and long term board development needs?

VIII. Next meetings
a. Executive committee meeting: Monday, July 9, 12-1 pm
b. Finance committee meeting: Monday, July 9, 4:30-5:30 pm
c. General Board meeting: Monday, July 16, 5-6:30 pm
i. LH will not be present for the general BOD meeting

Meeting adjourned at 6:32 PM