Food Co-op Board of Directors meetings are open to all member-owners. Have something to say? The first portion of every meeting is set aside for member-owner participation. Interested in what your democratically-elected board is up to? Here is your chance. It is your store — own it!
See the events calendar for information regarding when and where the next meeting will be, along with the agenda for the meeting. Below are the most recent minutes from that meeting. Find past meeting minutes on the blog, as well as relevant documents.
Fort Collins Food Co-op
Board of Directors Meeting
Monday, October 23, 2017, 6:00-8:00 pm
Room 113, Statistics Building, CSU Campus
Minutes by Ed Secor
BOD: Ruth Inglis-Widrick, Maria Winnie, Cindy Griffin, Drew Jeffers, Ed Secor, Amber Lamb
IGMT: Trinity Bigford, Stephanie Bublitz
Note—official actions (votes) in italics, other action items in bold.
Meeting called to order at 6:07 pm
1. Review of Core Values
2. Member Owner input (if no MOs present, sharing of MO input garnered by BOD members)
MO sends Kudos to Mama’s Tofu for great product.
Ethan came to the Beverages with the Board. He has been on the BOD for LaMontanita Co-op in New Mexico. He just moved to Ft Collins from Boulder, and joined the Co-op the day he got to town (joining through the website). Ethan was surprised that he was not asked if he was a member when checking out, and wanted more info on the partnership program.
Discussion followed regarding partnership program—visibility in store and on website.
3. Agenda – Propose changes to agenda
Remove P&M reports from consent agenda (none finished for Sept or Oct).
Change X7 to X8 in Consent Agenda
Add announcement right after consent agenda
Review plans for Annual Meeting in item 6 (make first item on 6)
4. Consent Agenda- Approve or pull from Consent Agenda and highlight issues to discuss at a future time:
a. August 2017 minutes
b. P Reports
c. M Reports
d. X8 Report
e. Sept. 2017 minutes
Cindy moved to approve consent agenda, Drew seconded; unanimous approval.
Thinking about BOD dynamics and BOD/staff relations, Ruth is resigning as president. Maria has agreed to step into president’s role for remainder of year.
While Maria will fill the required office of president of the BOD, there is some thought that we should move away from president/vice president structure. For the short term, we will use a co-chair structure (while maintaining official officer titles), giving some time to try out new structure and see how it works. Maria proposed Amber and Cindy as co-chairs. Looking for a structure that will prevent blindness to structural problems.
5. IGMT input
a. Store Update – Questions/comments from IGMT and BOD
Full page ad going into the campus Life publication—monthly publication that goes into 7,500 mailboxes: CSU students and staff. Will be in Nov and Dec issues at $500/month. Will also be participating in group ad in Coloradoan with other Walnut St. businesses.
Looking for some branded item to give out with memberships (e.g water bottle). But, currently focusing on getting more shoppers in rather than more memberships.
b. Financial Report – Questions from BOD
Suggestion for checklist format for financial reports, to highlight important metrics/markers. Maybe the BOD could make up a template for Tara to use for her emails when sending out the financial reports, to make sure she’s providing the info we want.
The IGMT attempted to clarify how inventory fluctuations affect COGS and margins. This is a convoluted subject, difficult to explain and understand. There are also some other factors that could be influencing the 3rd quarter margins: there are still some kinks in the margins that are artifacts of previous practices, and there may have been some error in the physical inventory. IGMT is looking further into these issues.
There is some anxiety amongst IGMT about coming out in the black at the end of the year, but it is not a dire situation as we had at the end of 2015.
c. Update from Jean on loan acquisition – Identify next steps and vote if timely
Produce cooler may not last to the end of the year; replacing produce cooler alone and rest of freezers and refrigerators later will result in extra installation cost (crane rental, etc.). Need to get moving on the work updating the store and equipment ASAP.
Theron has been doing exhaustive research on vendors and contractors, finding best deals possible.
Construction loan gives us the most flexibility as we move forward, and also allows us to get out from under the private loan. We will also have the bank looking over our shoulder as we make draws to pay vendors and contractors.
We have an opportunity to do more than just make the Co-op a more attractive place, we can help define what the next generation of Old Town is going to be.
In relation to the loan, Jean’s recommendation is that the BOD ask the IGMT for:
–A plan of how to spend the loan money, and what it will do for us.
–A budget (numbers going in and out), and the underlying marketing plan that will turn the store sales around
(These don’t need to be super detailed)
The IGMT will provide this information in writing to the BOD in the next few days; the BOD will schedule a special meeting within the next couple of weeks to review the info and have a last chance to find any unaddressed issues with the loan. Cindy will send out some potential dates for this meeting.
There was also a question of how the store will accommodate the new loan payment if sales do not increase as projected with the upgrades and marketing. The IGMT indicated that making the loan payment will be their first priority; if sales are not supporting the projected budget, they will cut personnel hours as was done during the lean times in early 2016.
Amber moved that the BOD approve taking the $250,000 construction loan that the IGMT has lined up with Blue Credit Union, Cindy seconded. Unanimous approval (note that Jean and Steve have expressed approval via email prior to the meeting).
6. BOD Agenda
aa. Annual Meeting update
Stephanie, Maria and Cindy have put together an agenda for the meeting: Trivia questions to answer, answers will be drawn at end of meeting for a prize. Costumes encouraged, will vote on best costume. Trinity will MC, BOD will give a short presentation and IGMT will give preview of store upgrades in the works.
a. Update on forum options by Maria
Maria is looking for something device agnostic, flexible, and scalable. She will send out a couple of examples for trial, to see if there are any hitches.
b. Update on meeting with Mike (Cindy’s husband), Maria, someone from IGMT to determine scope and schedule for strategic plan, and associated documents—mission statement, vision.
– Identify next steps
Next step is: schedule the meeting.
c. Update from Maria on special projects – Identify next steps
i. Project to Contact MOs/Shoppers to Identify MO Interests and Solicit Feedback
Close to ready to move. Theron is best IGMT to get lists of MOs to contact. Maria will send out questions for review.
d. Formation of Student and Senior memberships at reduced rates –BOD discussion with input from IGMT
Note from IGMT is that ONLY way to become a MO under current membership structure (legal issues) is to pay the full $160 membership fee. Discounted memberships would require a complete reworking of the membership structure. Maybe the focus should be just be marketing to students/seniors.
Any further discussion will take place via email, though it seems that this issue is a non-starter at the current time.
e. Update from Ruth on Election Committee by Ruth, Cindy, Steve
No applications for BOD so far.
f. Update from Ed/Amber/Maria/IGMT on IGMT Evaluation -Identify next steps
Maria has assembled documents to draw from for the review. She, Amber and Ed will meet this week to edit these down into a format usable for the IGMT review and set schedule for moving forward.
Decided that the BOD will directly pursue contacting the staff for evaluations of the IGMT.
g. Review of the meeting. Input from IGMT and BOD on meeting process
h. Announcements and Schedule mid-month meeting if needed
Cindy will send out potential dates for mid-month meeting.
Next BOD meeting will be Dec. 4, and will focus on the IGMT review.
Ed moved to adjourn the meeting, Amber seconded. Meeting adjourned at 8:21 pm.
***After the meeting was adjourned there was discussion among several directors of the desirability of reducing the BOD to 7 members from the current 9. It was observed that it has been somewhat difficult to retain nine committed board members, and that there have been several meetings recently at which a quorum of directors was not present, resulting in inability to conduct official business.
On Oct. 23, Amber proposed via email to reduce the BOD from 9 members to 7, which reduces a quorum from 7 to 5. By Nov. 8 all directors but one had voted affirmatively on the proposal (one did not respond, effectively an abstention), resulting in passage of the proposal.