Durham Food Coop – Board of Directors Business Meeting

Sunday, May 27, 2007

Location:  Duke Center for Documentary Studies, Pettigrew St.

Opened:            3:00 PM

Closed:           6:30 PM

Board attendees: Denise VanDeCruze, Katherine Nilbrink, Jeane Bross, Jonathan Blackwell, Regina Dyson, Sarah Bish

Board absentees: Sven Rinke, Martha Moore

Member attendees: Mignon Keaton, Jacquie Bagwell, Stuart Bagwell

Documents presented:  P&L April 2007, Balance sheet April 2007

Agenda:

1. Annual Meeting/ Focus Group Recap
2. Intro/orientation of new Board Members
3. GM update
4. Co-op finances
5. Election of Board Officers
6. Board committee and liason assignments
7. Operational tasks/assignments
8. Planning of retreat
9. Set next meeting and regular meetings

1. Annual meeting/Focus Group Recap

Action items:  

• Minutes from Annual Meeting need to be approved by Board, and then posted in hard-copy notebook in co-op, and on website when website is back in service.
• Mignon will re-count the ballots one last time.
• Jonathan and Stuart will attend OND meetings.

Decisions:

• Board decides 3^rd party recount of election ballots is not necessary since it would not change the outcome of the election.
• In response to concern at Annual Meeting, Jonathan made a motion for the first external audit to happen before the end of next year. (** what did we mean by that, 2008?).  The Board decided by consensus that not more than 3 years will go by without an outside audit.

2. Intro/orientation of new Board members

Action items:

·        By June 1^st, all Board members should submit an email brainstorm about what to discuss with Don Wells on June 16^th. (What kind of training do we each need?)  Denise will type up summary of board discussion to give to Don Wells.

·        We will set up a mediation with Durham Mediation Center to discuss vision/mission.  Regina is going to see what dates they have available, preferably a Tues/Wed/Fri.

·        Sven should give Katherine a Board Resource Book.  She does not have one.

Reminder:  Jeane checks email only once or twice a week.  Phone number 401-5107 10am-10pm

3. GM update

Action items:

• All Board members will brainstorm on email in response to an email Sarah will send out, with the beginnings of a GM hiring checklist.
• In the meantime:  upon return, Denise’s goal is to do no more than 3 hours per week of management duties.
• Mignon will help with GM job description development, as it pertains to accounting issues.
• Jeane will send a list of retiree and/or volunteer organizations where a hard copy and/or electronic copy of the GM job opening could be posted since these groups could have members who may be qualified and interested in helping with management in interim or applying for the position.

Reminders:  Denise and Sven will be gone for month of July, returning around August 3^rd.  Ajay has committed to Team Lead duties through September.  Mignon will also be leaving in August.  Our goal is to find a GM by August.

4. Co-op finances:

Action items:

• Denise will start transferring paying of bills to Sandy.
• Finance committee needs a sustainer to enter all inventory data into excel.  Jeane can do excel and can write a manual for doing future inventories.
• Mignon wants copy of order boards. (**Denise?)
• Mignon and Denise will work with Stuart on entering data into file-maker. (**is this in reference to the same data Jeane was possibly going to work on or something else?)
• Denise will approach Emma about possibly doing payroll and sales tax.
• We need to go ahead and file for an extension for 2006 taxes (not assigned).
• Jeane will ask Pless & Pless the following:  Can they take over the 2005 taxes? What reports or information do they need from us in order to do 2005 taxes?  Can they commit?  What’s the earliest they can get it done if they get info from us?
• Denise and Jeane will work on a “bad check” policy.
• Denise and Mignon will continue to determine exactly what the NSF fees are from the bank.
• At the next staff meeting, we will retrain the staff on checking membership card and driver license before accepting checks, even if they recognize a member.
• We will need to get signing privileges over to new treasurer. (not assigned).

5. Election of Board Officers:

Decisions:

·        By consensus, Regina will be President and Sarah will be Secretary for this term.

Action items:

·        Denise will review tasks for Vice President and respond by Wednesday via email.

·        More experienced Board members will work with Board members who are not holding officer positions for any position they may be interested in.

·        Everyone will look over Treasurer duties in order to vote for Treasurer.

6. Board committee and liason assignments:

Decisions:

·        Marketing/membership committee: Katherine & Jonathan

·        Finance: the treasurer will hold this position, when elected.

·        Governance/Policy: Sven

·        Quality of life: Jeane

·        OND initiative:  Jonathan

·        GM search committee: Sarah & Regina

·        Hiring committee: Sarah (will work with Ajay)

Action items:

·        Governance/Policy Committee should work on: Food Policy, sustainer suspensions, member suspensions, and develop a policy register so all our policies are in one place. 

·        Notice of all committee meetings should be posted for the membership involvement.  (not assigned and location of postings not designated)

·        Stuart will help with business plan development, hiring procedures, GM search as he is available and depending on thesis project.

7. Operational tasks/assignments

Action items:

·        Sarah will work with Hart Pillow on list of members, surveying members quarterly for skills and desire to be involved.  Sarah will work with Ajay on sustainer coordinating and recruiting.

·        Jonathan will take over monthly Newsletter.  Board will give some guidelines and then he will have freedom.  Jonathan will send out bi-weekly specials via email, which will be separate from the newsletter.

·        Sven will help transition Newsletter responsibility.  Next newsletter will go out this Friday, June 1^st.

·        Sven will work on getting the website back up and running, and then we will decide what to do from there.  Jonathan might be able to help with website.

·        Event planning: Sven will follow up on who he has in mind to take that over.  Someone will try to get a better event calendar running on website.

·        Sarah will get Jeane the current policies.

8. Planning of retreat: see #2

9. Set Next Meeting and Regular Meeting

Reminders:

·        Our next meeting will be June16^th following the retreat.  This will be a 1-hour meeting. (**Location?)

·        After that, every 3^rd Sunday of the month, 4pm.

July 15^th

August 19^th

September 16^th

October 21^st

November 18^th

December 16^th

• We will work toward consent agenda, dynamic email communication, and having information in advance in order to streamline meetings.
• President will set/announce agenda.  Please send suggestions to President 2 weeks before meeting, because we have to submit agenda to membership 1 week before the meeting.