Food Conspiracy Board Meeting s1

Food Conspiracy Board Meeting Approved Minutes of 2/1/17

A regular meeting of the Food Conspiracy Board of Directors was held at the Food Conspiracy Co-op, Hoff Building, 425 E. 7th St., Tucson, at 6:30 pm on February 1, 2017.

Present: (Name, Position/Affiliation with the Co-op)

Michael DeSantis, Board Member Gontran Zepeda, Board Member Guru Das Bock, Board Member Glenn Furnier, Board Member Rob McLane, Board Member Fiore Iannacone, Board Member Jessica Hersh-Ballering, Board Member Eric Lauterbach-Colby, Interim General Manager Kelly Watters, Outreach Manager James Carpenter, Finance Manager Torey Ligon, Board Administrator Laura Klass, Owner Robert Kline, Owner

Absent: David Miller, Board Member

1. Meeting called to order at 6:36 p.m. We have a quorum.

2. Introductions: Went around the room and did introductions.

3. Review Agenda:

Gontran requested the addition of item 6.E, Monthly CBLD calls. Torey added five minutes for this topic.

4. Owner Time:

Michael expressed thanks to Glenn and Jessica for their service to the Co-op as Board Members. Both are finishing their Board service terms at the conclusion of this month.

Eric said that the workshop that the Alternative Proposals Committee facilitated was a success. He thanked the committee for organizing the event.

Guru Das thanked Eric for the smooth Gem Show experience in the store. He said in spite of increased traffic, the staff have all been smiling and the store has been pleasant to be in.

Rob made a comment about how tight the aisles feel to “larger-than-average” customers and he said he would appreciate it if the Co-op could grow to better accommodate shoppers. Another owner said that as a “shorter-than-average” customer, she often has trouble reaching things on top shelves.

February 2017 Kelly shared that the Co-op is very involved with the 4th Avenue Merchants Association and 4th Avenue is being re-branded as the “Historic 4th Avenue District.” The association is trying to elevate the district’s presence while honoring this history of the area.

5. Visioning: Annual Meeting

Eric reported that the Annual Meeting venue has been booked, music has been booked, and catering has been arranged. The Board can have input at this point on how the hour-long business meeting time should be used. The Board spent time discussing the business meeting agenda and making plans to finalize the agenda prior to the meeting date.

Michael gave an update about how the recent Owner Engagement event went. Seventeen owners attended. The event ran for about 1.5 hours and owners offered great participation. The Board discussed the possibility of announcing a second owner engagement forum at the Annual Meeting.

Kelly shared that the Annual Meeting will start at 3 p.m. The business meeting will probably start around 4. Then there will be food and music and the event will end around 8 pm.

Next step: Interested Board Members will draft an agenda for the meeting and figure out estimated times for proposed activities and send ideas to Kelly.

6. Board Work

Topic added: Patronage Discussion

The Board spent time discussing what they would like to do about the patronage rebate this year.

A. Board Organizing Committee: minutes and recording meeting information

Michael shared a document with the Board that compiles some of the main points that have already been discussed about the minute taking and meeting recording procedures.

Torey agreed to work with Michael to create a more streamlined minute taking procedure to present at a future Board Meeting.

B. December 2016 B7 PMR

The Board had not adequately reviewed this PMR in advance of the meeting and so everyone agreed to send their comments to Rob and/or Eric during the coming month.

C. Updates from Interim GM

Eric gave the Board some updates on things that have been happening in the store, including: implementation of the living wage overhaul, sales numbers, financials, GM travel to an upcoming conference, and personnel changes.

February 2017 D. Filling Secretary Duties

Gontran gave a review of what the Secretary is expected to do. The Board discussed options for ensuring that secretarial tasks are fulfilled.

E. CDS Call

Gontran brought up the monthly CDS call to find out what the process will be going forward for the Board to utilize the CDS consultant and keep the whole BOD up-to-date.

7. Consent Agenda

A. Approval of January Minutes

8. Items from Consent Agenda: A. Approval of January Minutes

Rob motioned to approve the minutes. Michael seconded.

Vote: 6-0-1 with Glenn abstaining Motion Passes.

9. Next Meeting Agenda Planning:

Items for March Meeting  Update from Eric  Annual Meeting Recap  Follow-up on Secretarial duties and/or minute taking procedures (if there is new info to share)  Rebate Resolution – if audited numbers are available  Owner Engagement workshop report discussion  B6 Policy change  GM Search Update (15 minutes)  Officer elections  Financials

Next Meeting/Calendar

Meet the Candidates Forum – Next Wednesday, February 8th.

Upcoming Events: Next Board Meeting – Wednesday, March 1st

10. Adjournment of regular meeting

Guru Das motioned to adjourn the regular meeting of the Food Conspiracy Board. Fiore seconded.

February 2017 Vote: 7-0 Motion Passes.

Meeting adjourned at 8:50 pm.

11. Executive Session

The Board met in executive session.

February 2017