Board of Directors Working Session May 7

Board of Directors (BOD) Working Session

Tuesday, May 7, 2012 – 7-9pm – 18 Putnam Avenue, Brooklyn.

Facilitator: Nick Note-taker: Pablo Timekeeper: DK

1st Main Agenda Item: (20 mins;--> 7.20pm)

Contractors to rodent-proof all three Store spaces: April to join to present recommendation.

Goal: BOD approval of price range and timelines.

--Schedule contractor work during Allison’s vacation: June 3 through 10 -- Approve high end budget of $30,000, but on the following conditions: 1) We have absolutely no room to surpass $30,000 in any shape or form, calling for strict budget management before and during the process. 2) We need to build on April’s steps 1-6 to establish both a detailed plan and calendar which represents all facets operational and financial (including costs such as closing the Store, etc.) 3) Engage April, Pablo and other project managers to see this project through from start to finish 4) Present this plan at the GM on 5/23 -- as a means to “inform” the membership rather than “discuss/approve.”

2nd Main Agenda Item: Functioning of the Board of Directors (BOD): (50 mins; --> 8:10pm)

1) Review new bylaws / agree on how the Board will work from now on (DK) (15 mins; --> 7.35pm)

DK to go back to Governance to clarify “in person” among other things.  DK - can you complete here?

Also, our monthly meetings, once approved at this month’s GM, are called “working sessions.”

2) Confirm BOD/SC Meeting Schedule (Nick) (5 mins; --> 7:40pm)

Every first Tuesday of the  month from 7-9pm at the Store.

3) Establish a calendar for goals / how to manage expectations (DK) (15 mins; --> 7:55pm)

DK to see with website regarding usage of the online calendar to be able to record BOD current/ongoing projects in order to promote transparency with the Membership.

4) Which types of data must be systematically provided for each BOD/SC (and GM) Mtg? Membership numbers? Financials? Other? (Nick) (10 mins; --> 8:05pm)

Membership numbers (joining/leaving); financials; monthly sales report.

5) Representation at next GM (we did not have quorum at last one) (I will not be at next one) (Aaron) (5 mins; --> 8.10pm)

Every BOD member aside from Aaron plans to attend.

3rd Main Agenda Item: BOD Responsibilities, including General Meeting prep: (20 mins; à 8.30pm)

Task	Description	Assigned BOD Member
Communicate BOD/SC and GM dates to website committee		NICK
Oversee Newsletter	Timelines; committee and general content submittals); next deadline is Friday, May 10	DK
GM Agenda Preparation	Coordinate with Events committee – in link with discussions at BOD/SC Mtgs	PABLO
BOD/SC Notes	Posting to website	AARON
GM Notes	Be sure somebody takes notes at GM and are posted to website	LAWRENCE
Archiving BOD Activities	In particular, the notes from BOD/SC Mtgs; other discussions or forums	AARON
BOD/SC Agenda	Liaise with committees and/or BOD members to put together the monthly agenda	NICK

4th Main Agenda Item: Committees: (30 mins; --> 9pm!)

1) The role of “steering” or committee chairs (Aaron) (10 mins; --> 8.40pm)

In the interim, BOD members will liaise with committees to get a sense of where things stand, their questions and/or support needed, AND ENCOURAGE ONE MEMBER TO COME TO THE GM:

DK: Education and Marketing Aaron: Merch and Ops Lawrence: Outreach and Governance Pablo: Design/Build and IT Nick: Website and Allison Christina: Finance and Membership

In view of points 2 and 3 below, we talked about how to foster cross communication between committees (GM participation helps!) as well as a quartely working session with the BOD and committee co-chairs.

2) Communication with committees (how; how often; who) (Nick) (10 mins --> 8.50pm)

3) Initial check-in with committees; idea for another brainstorming/planning session? (Nick) (10 mins --> 9pm)

5th Main Agenda Item: Other Discussion points: (Either we table them and discuss via email or we keep them to 5 mins each; --> 9.30pm)

1) How can we begin facilitating processes pertaining to S/T and L/T strategy? (Nick)

Give some time at the next BOD working session to defining some S/T and L/T goals!

2) Refunds (clarity, renewed process; how to communicate to the membership) (Nick)

Not discussed (next time)

3) Report on Eden Foods debate from Merch, thoughts from board (Aaron)

To be discussed at the next GM

4) Executive Summary of Finances, and review of proposed equipment purchases from ops (Aaron) (but this should come from finance. I can’t present this.)

Tabled until after the rodent-proofing construction work.

5) Report back from CDS Consulting Call (from April 24th) (note - request financial info relevant to opening the store, working session with Food Trust on June 14th, Coop Conference on June 15th, next call on May 28th or 29th) (Aaron)

Who is going to be part of the next call?

6) Screenshare demo of sharing google docs (Aaron)

Unable to be completed.

7) Capital One Bank (additional contact names) + procedure for depositing monies (Allison + ATM cards) (Nick)

Need to confirm how deposits can be made via the ATM (in one envelope or bill by bill?!); also, identify who else can be on the account.