Board of Directors
MEETING MINUTES
(November) December 1, 2021 - 5:30 pm
ZOOM meeting - Hosted by K. Schaaf
Attending: President - Shari Gross, Vice - President - Alison Kaminski, Secretary - Kevin Schaaf, Treasurer - Michael Barron (attended late), Directors: Derek Golembeski, Joelyn Bush, Chauncey Dumbuya Brown, Liz Bugbee, Amanda Gates
Staff Personnel: General Manager- LeAnna Nieratko, Marketing Manager - Heidi Yeagle***,** Board Assistant* - Alethea Bodine
Guests: Coop Employee and Member Owner - Amanda Kleckner
President, Shari Gross welcomed everyone by opening the floor for comments, from those Member/Owners present, to the board. There were none.
AGENDA:
Shari Gross called the meeting to order at 5:30
Review of Last Month’s Minutes; K. Schaaf
Motion was made by Michael to accept October Minutes with no suggested edits. Alison seconded. All were in favor. Motion passed.
Treasurer Report; M. Barron
Michael reported (7) Investor refunds and (36) new Member/owners for the month of Oct. 2021
Derek made a motion to accept Michael’s Report. Derek seconded. There was no further discussion. Motion passed.
GM Reporting; L. Nieratko
FYIs
40% of Oct. sales were from non-members.
October Sales were up 17% from last Oct. $441,691, $6000 of which for the Expansion Project. There is much follow up to be done for the Capital Campaign completion for the Downtown Store. Working opening date of March 10. Public date would be Sunday or Monday there after. These deadlines are circumscribed by completing the Capital Campaign goals.
$25,000 of a possible $50,000 FFI Grant was granted for the Parking Lot. Another submission for another $50,000 Grant will be made for the Expansion Project.
Discussion: Shari asked how the Supply Chain was holding up. LeAnna responded that our patron’s needs and the supply of goods seemed to - currently - be in good relationship.
Policy Compliance - B8 - Logistical Support; L. Nieratko
LeAnna reported that she manages the content of a Drive for directors to reference all documents except CEO/GM performance or sensitive Board matters. In 2019 the Board identified a need for a Board Assistance role to capture minutes during meetings for the Board Directors to be able to participate fully. We allocate at least 2 hours every month to a Board Assistant role for this purpose and other duties as requested by the Board. Additionally, our IT and Marketing Managers have assisted with Board functions as needed.
The documents on the Drive under “Guiding Documents” are up-to-date and accessible to the email addresses of all current Board Directors. Directors may also request printed copies
NOTE: Adoption of the Columinate Policy Template was approved at the October 2021 Board meeting. The Board President is ensuring all committee edits are in the document prior to the New Directors being seated. As soon as that task is complete, the new policy will be available under Guiding Documents. Old Policies will be removed.
Board Actions can be found in the minutes we keep at the front desk, from 2012 to the most current approved minutes. Meetings, activities and events are found in our newsletter, in-store signage and on our social media.
NOTE: The EFC is working to digitize board minutes. All have been uploaded to the Drive and will be added to the website after some essential tech functions for the Expansion Project are complete.
All Board documents are available on the shared Drive. All minutes, reports, policy reviews and financials are kept and archived in folders by year. Additionally, hard copies are kept in the GM/CEO office.
Chauncey made a motion to accept LeAnna’s Reports. Kevin seconded. There was no further discussion. Motion passed.
Board Policy & Learning - Policy Governance Principles; S. Gross
As of Dec. the EFC begins with a new Policy Register. There is some work to be done to update documents on the drive so it can be shared. She went on to explain “***Intentionality In Policy Governance: How It Relates”***
Why are we a Policy Board and how does that serve the EFC?
1. OWNERSHIP
2. POSITION OF BOARD
3. BOARD HOLISM
4. BOARD MEANS POLICIES
5. CLARITY AND COHERENCE OF DELEGATION
6. ENDS POLICIES
7. EXECUTIVE LIMITATIONS POLICIES
8. POLICY SIZES
9. ANY REASONABLE INTERPRETATION
10. MONITORING
This document was drafted by President, Shari Gross as a guide to understanding how the Board utilizes the Policy Register.
**Board Learning: S. Gross**
CBLD Schedule; S. Gross
There are several Columinate events open to directors in the coming months. Shari mentioned several that are open to all board members. Registrations will open in December. LeAnna will send these to directors as the invitations arise.
LeAnna added that CCMA is a convention, normally held in June, open for directors to attend.
New Business
Election of Officers
With assistance for LeAnna, directors voted new officers into positions through the chat feature.
President: Shari Gross
Vice President: Alison Kaminski
Secretary: Kevin Schaaf
Treasurer: Michael Barron
All officers were nominated and then re-elected and instated unanimously.
21-22 Committee Assignments:
Board Finance Committee
Chair: Michael Barron
Directors: Shari Gross, Derek Golembeski
Board and CEO/GM Cooperation Committee
Chair: Shari Gross
Directors: Alison Kaminski, Chauncey Dumbuya, Joelyn Bush
Board Nomination Committee
Chair: Kevin Schaaf
Directors: Chauncey Dumbuya, Alison Kaminski
Member Linkage Committee
Chair: Joelyn Bush
Directors: Derek Golembeski, Amanda Gates, Liz Bugbee
Bylaws and Policy Committee
Chair: Michael Barron
Directors: Shari Gross, Liz Bugbee, Derek Golembeski
Staff: LeAnna Nieratko
and Columinate Liaisons, Leslie Watson and Molly Larch
Expansion/Future Opportunity Committee
Chair: Shari Gross
Directors: Kevin Schaaf, Joelyn Bush, Chauncey Dumbuya
Capital Campaign - Ad Hoc
Chair: Derek Golembeski
Directors: Joelyn Bush, Chauncey Dumbuya
Michael, Amanda and Joelyn’s terms will be up next year.
21-22 Board Calendar; S. Gross
A proposed Board Calendar was discussed and will be presented for adoption for the December 2021 meeting.
Capital Campaign Committee Report; Derek Golembeski
As of the meeting date, we have raised $40,000 of $270,000. There is good support, but it is suggested the board can do better. Derek suggested doing a community booth, perhaps at the Millcreek Mall.
Discussion: A Committee Meeting will be held to further discuss how the EFC Board can better promote the Capital Campaign in conjunction with the Flagship City Food Hall.
Closure:
Next board meeting is December 29, 2021 at 5:30pm.
Shari offered the new director, Liz Bugbee, an orientation meeting.
There was a motion made by Derek to adjourn. Chauncey seconded. Meeting adjourned at 7:00 pm. ---
Minutes respectfully submitted by, Alethea (Lea) Bodine - EFC Board Assistant