BOD Minutes – 2017/02/27

Breadroot Cooperative

Board of Directors

Regular Meeting Agenda

Date: 2/27/2017

Allotted Time: 5:00 – 7:00PM

Scheduled Duration: 124-minutes

Location: Co-op Mezzanine

Meeting called to order: 5:20 PM

Attendance: Dowell Caseli-Smith (Chair), Jennifer Benning (secretary – meeting via Skype), Karen Langrek (BOD), Jeanne Berry (BOD), Tom Berry (BOD), Karen Psiaki (BOD)

  1. Approve Agenda (1-min)

Motion to approve. All approved.

  1. “How is everyone doing?” (2-minutes each = 10min)
  2. Approve Previous Meeting Minutes (1-min)

Motion to approve. All approved.

  1. Motion to approve Tom Berry and Karen Psiaki as BOD members
  1. Board Calendar & Agenda
    1. CBL 101 Reading Discussion(15-min)
    2. Board Self-Review Survey

Some areas of strengths and some areas of weaknesses identified

Perhaps strategic plan should be reviewed and revised with areas of weaknesses advised

Assignment for next meeting – All BOD members should review existing strategic plan

Assignment for next meeting – Read CBL 101 pp 15-23

March 9, 3:30 PM scheduling BOD tour of Breadroot – Finance committee meeting after

Next BOD meeting on April 10

    1. Board Monitoring
      1. Policy C1: Governing Style [Recommend CBL 101’s “Four Pillars of Cooperative Governance” on pg. 37 for discussion of this policy at next meeting.]
      2. Policy C2 scheduled for next meeting. [Recommend review of policy for next meeting].

BOD will review C1 and C2 before the next meeting

    1. Do we need an orientation meeting prior to the annual meeting? If yes, it is on March 9
  1. GM Items
    1. GM Needs
      1. Each meeting will have a “meeting packet” with all relevant materials 5 days (preferably 7)-days prior to the Board Meeting. This packet will include the meeting agenda that will be available 10 days prior to the Board Meeting.
      2. Each director needs to email a picture & short bio of themselves. [Alternatively, drop off the material with Jeff at the store]. This will be posted in the store and online. All pictures & bios are required before posting in the store is completed. Deadline 10-Mar?

All board members will submit by March 10

    1. GM Reports
      1. Policy Compliance Reports (Approve or Reject)
        1. B1: Financial Conditions & Activities

Motion that financial conditions are in compliance; All approved.

        1. B9: Emergency GM Succession

Key personnel will be updated in binder every time there is a turnover or change in staff

Motion that plan is in compliance; all approved.

    1. Jeff is going to be in Japan from 21-Mar to 5-Apr (Just a reminder)
  1. Committee Items
    1. Finance Committee
      1. Appointment of two more board directors to this committee.
        1. Nomination & Appointment of Treasurer.

Tom has been appointed as treasurer.

Kristi, Tom, and Dowell will serve as BOD members on Finance Committee

      1. Quick review of financial statements.
  1. Other Items
    1. Annual Meeting (22-Apr or 23-Apr, time TBD, location: the Co-op.)

Annual Saturday April 22 at 2 pm, with potluck at 1 pm

      1. Approve Nominating Committee. Appointment of Chair of this Committee

Dowell, Jeffrey, Jeanne will serve on Nominating Committee

        1. Nominating Committee meeting is on __________________________.
      1. Extend deadline for this Committee’s posting of Nominees (due 22-Feb.)
      2. Articles for Annual Report, due Monday, March 13th. Report is Finalized March 17th, mailed on March 22nd.

From BOD calendar: article is required; ideas by March

Karen P will work on patronage report; Member engagement article will introduce workshops idea (Jeanne)]

  1. Schedule Next Meeting – Quarterly? Monthly? Thoughts?

Motion to adjourn at 7:03 PM