Breadroot Cooperative
Board of Directors monthly meeting minutes

Date: Monday July 18, 2018
Allotted Time: 5-6:40 pm
Location: Co-op Mezzanine

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

Meeting called to order at 5:05 PM

I. Approve agenda (2 min) Motion to approve. All approved, with noted edits.
II. “How is everyone doing?” (3 min)
III. Approve previous meeting’s minutes – June 2018 (5 min) Motion to approve. All approved.
IV. Coop member time (5 min) No members other than BOD attended.
V. Board Calendar & Agenda (33 min)
a. 2018-19 Board Calendar – review and approve (10 min)
The executive committee recommends the adoption of the Annual Board Calendar with modifications – final draft to be included in the board packet Motion to approve calendar. All approved.
b. Board Education Discussion (5 min)
i. Board roles and responsibilities Tabled until August meeting to allow BOD to review document. Document should be included in August meeting packet.
c. Certify board election results (3 mins)
i. The board has elected the following officers and committee chairs for the 2018-19 board calendar year: Lindsey Hays – President, Dowell Caselli-Smith – Vice President, Tom Berry – Treasurer, Jennifer Benning – Secretary, Dora Tilles – Board Development Committee Chair, Karen Psiaki – Nomination and Recruitment Committee Chair Motion to accept the officers and committee chairs as listed. All approved.
d. Evaluate board compliance of policy C6: Officers (10 min)
i. The executive committee has resolved that the board is demonstrating accomplishment of a reasonable interpretation of this policy C6 with the understanding that we need to finalize the Board Budget. Motion that the board is following the requirements of Policy C6 with the understanding that we need to finalize the BOD budget.
e. Member engagement (5 min)
i. Who will write this month’s article for the newsletter? Topic?
Due to Rachel Wester by 6/20 – note earlier date this month (rachelwester@breadroot.com)
Idea: get to know a director (very short interview with a new director) Dowell volunteered to interview Dora.

VI. GM Items (26-min)
a. GM Report: Annual Plan, July 2018-June 2019 (10 min)
i. Jeffrey reports on updates/progress re: the annual plan Jeffrey gave the report.
ii. No compliance report to accept/reject this month
b. Board approval – new member applications (10 min Motion to accept. All approved.
c. Current events/external exposure report (3 min) Next member appreciation day is in September.
d. Member/owner status report (3 min) We are above 1500 members.

VII. Committee Items (25 minutes)
a. Finance Committee report (15-min) – Tom gave the report.
i. Monthly report
ii. Board budget Motion to amend proposed budget to allocate $1,000 per person for 3 people to attend. If more than 3 people are able to attend, amend the budget. Any money not spent should roll over into next year’s budget. All approved. It was noted that the board retreat timing should be reevaluated in the August meeting.
b. Executive committee report (4-min) – Dowell Report given.
c. Nominating & Recruitment Committee report (3-min) – Karen P. Report given.
d. Board Development Committee report (3-min) – Dora Tabled. BOD should consider responding to survey and/or amending responses.

Motion to adjourn. 6:27 pm

VIII. Next meetings
a. Executive committee meeting: Monday, Aug 13, 3:30-4:30 pm
b. Finance committee meeting: Monday, Aug 13 4:30-5:30 pm
c. General Board meeting: Monday, Aug 20 5-6:30 pm