May 28, 2015 Buffalo Mountain Co-op Board Minutes Attendance: Steve Gorelick, Bruce Kaufman, Michael Lew Smith, Chris Duff, Marina Carleton, David Parvey, Nancy Kellog Collective Guests: Em Delaney, Kate Arnold (as Liaison) Start: 7:00pm Agenda Item Staff Check In Board Monitoring Visioning Survey Adjourn: 9:00pm Summary Discussion / Action Em Delaney explained her role as head of Grocery. Focusing on bringing in new organic products. Shared that Ellen took over Dairy Department. Focusing on data management and getting prices and margins correct. Issues identified were need for more space / feeling cramped. Created Grocery Advisory Group, which includes several board members. Started Active Inventory – will be more accurate after June inventory. Shared progress on GMO project – phasing out products containing GMO. Monitored B-Policies (which were tabled in April). Kate Arnold shared reports with board. For B1: Financial Conditions and Activities, Kate pointed out that net income was up in the first quarter, sales declined in the first quarter by 1.3%, the cost of goods is down, and total expenses were down. A discussion ensued about Payroll expenses being up in the first quarter. Steve, Chris, and Kate spoke about how the Unemployment Tax has increased due to a claim. Kate and Deb H shared that while one claim has been made and accepted, a different unemployment claim was successfully appealed and denied. There was a question about how long a claim will cause an increase in Unemployment tax – no body knew the answer to this. Another key point made by Kate was the Equity payments are now being deposited in a separate account as of May 22, 2015. For B2: Business Planning and Financial Budgeting, Kate shared the report and that the collective is in compliance with the B2 Policy. There was a discussion on how long it would take to open a line of credit. Kate will communicate to Barry that he should look into opening a line of credit. Nancy suggested shopping different banks for the best line of credit with the lowest fees. For B3: Asset Protection, Kate shared that the Collective is in compliance with the B3 Policy. A discussion ensued about the next planned Board Monitoring – in June the board will look at policies and make sure the wording is correct. The board will be reviewing C2, D4, and B6, which are all administrative. Several board members asked the question of why we review the same policies repeatedly instead of cycling through all of them in order. Chris stated he is less interested in the administrative piece and more interested in hearing the report out, from either the collective liaison or the board. Michael said he will look at the administrative piece, and Chris agreed he would too, and they will come up with ideas as to how the board could change the board monitoring schedule. Kate shared that the visioning survey has been integrated into the regular annual survey that is sent out through email, and that the previous visioning surveys were minimal but have been collected. Kate stated that at a glance, the surveys didn’t show much support for the “get bigger” vision. The survey will continue to go out electronically and be posted on Facebook. Chris suggested that if we do not get a significant response we could employ some working members to make some phone calls to membership. Collective Structure Committee Conflict Resolution Budgeting by Department Compensation Package Template Budget for Anniversary Party David updated the board on the status of the committee. The committee split into three groups to explore the three structure options that resulted from the Board Staff retreat. Each team will explore the pros and cons of their specific structure. The three teams are: General Manager Structure – Em Delaney and David Team Management Structure – Bruce, Deb Collective Plus Structure – Jon Pepe, Rachel David shared that the plan is for each team to come up with an argument for their position and present to the collective and board. Michael asked when the committee will be presenting to the board, and David responded that there has only been one meeting and they will not be ready for the June board meeting. The next committee meeting was planned for the following week. Michael shared the back story on this and that there was a bit of craziness surrounding it. The board has a policy on how to handle member –staff conflicts, and in the collective’s personnel policy there is already language on how collective members handle conflict between collective members. Michael stated that we need to make that language jive with the board document. Michael shared that within the last few months, Deb H came to Michael for assistance with a conflict between a member and a staff person, which he responded to using the board policy on conflict resolution. Another conflict came up soon after, between two collective members, and Michael attempted to use the same policy for this conflict but soon realized his mistake. Michael reiterated that the board should not be involved in resolving conflict between two staff members, as stated in the personnel policy. Someone asked for a copy of updated personnel policy for all board members. Kate stated she would put it online. Chris suggested that it is best if the collective can settle something in-house but it is okay to come the board if it can’t be settled. Michael chimed in that he doesn’t personally want to act as mediator and worries it could blur the lines between collective and board. Michael pointed out we have members who serve in the role of mediator. Kate read from the personnel policy the conflict resolution policy. Deb Hartt weighed in with her experience and stated that the conflict resolution policy was not followed. All board members seemed to agree on their role surrounding conflict resolution within collective: defer to personnel policy. A board member (Bruce?) stated that that budgeting is a work in progress and currently tracking is encouraged in all departments. Another check-in is slated for the June Board Meeting. Some discussion about the template and differentiation made between the subject of compensation package versus compensation package template. The template, which will give consistency to compensation in the future, will be reviewed and made final, after necessary changes, at the June meeting. Chris reported that the committee for the party met last week. Projected date is August 29th. The committee is looking at local vendors and music, and intends it to be free for the attendees. The desired location is Atkins Field in Hardwick. The plan is for the coop to provide food. Chris spoke with the town zoning administrator and it will take about 3 months to obtain a conditional use permit. The committee is asking the board to approve a budget of $5,000 – 6,000. Chris asked the board for their response to this request and said the board’s response will inform how the party planning committee moves forward. A discussion ensued about whether or not to ask for donations. Bruce mentioned that the plan was to not ask for donations and instead fully provide a party to the community. Someone (not sure who) mentioned the funds would come out of General Funds. David suggested a plan a, b, and c with different tiers of cost. Steve from the Financial Committee weighed in – saying that there is a constant flux of funds and the coop absorbs hits Milk With Dignity Article for Newsletter regularly. The questions is: is this party integral enough that the coop can absorb the hit? Steve sees it as a cost of doing business. In conclusion, Chris asked for a $3,000 approval and by the next board meeting the party committee will produce a details budget. The board approved this request. Steve brought a request for the coop to endorse the Milk With Dignity pledge from Migrant Justice. It is about migrant workers’ rights on the farms that they work on. The question was raised about what the impact would be on the consumer? And on the coop? Some discussion ensued and it was realized that the ask for endorsement is not implicating how the coop does business, but is a political pledge of solidarity. The board approved the endorsement. Michael will do it. Submitted by Marina Carleton