III        Approval of Minutes:

no comments

IV        Announcements and Affirmations:

· This will be Todd's final Board meeting. He is moving to Seattle.
o I would like to thank Todd for his service. He was always ready to step up, as in the policy governance committee. It will be missed.
· I would like to thank Dana once again for all the help she has provided the Finance Committee.
· I would like to thank Dana for all the years that we have worked together.
· If you have a motion that is to appear on the Board Agenda, that motion needs to be given to the president and scribe before the Executive Committee meeting.

V        Board Calendar and Timeline

no comments

VII        2007 Budget Approval

Motion 1-2007 (#2) Motion to approve the 2007 Budget as presented. Todd / Toni 8-0-0

Discussion: none

VIII       ORC Growth Flyer

· I thought that you really incorporated all of the board's comments very well.
o We worked panel by panel to get this done.
· What ORC wanted was to have this approved, or approved with very minor editing.
· I did see a few typos.
o If you see anything, please mark your brochure and hand them to Esther.
· Has it been agreed that the board is going to be present in the store for a few hours?
o We have been discussing this for a while now, it would be nice to finally settle it.
o Could ORC perhaps draft a sign-up sheet that could be passed around at the next meeting?
o I was a little concerned
· I have a problem with an item of content. Under the section of challenges, it says, 'Open a store in Albany and serve a new community.' This completely contradicts what our market studies have found.
o Actually, Pete Davis said that Albany would work as long as it was a crossover store.
o I read his conclusions very differently.
o I read this statement as a red herring. I don't recall the board coming to any consensus on this as an avenue of growth.
o The board hasn't reached a point where it has made any decisions one way or another on any growth possibilities.
o Maybe this would be better if it was more generic, saying something like, 'open a store in a new community'. I agree that this is somewhat misleading.
o As a larger issue, the board needs to decide on a vision of growth. Are you going to be FA World or stay in Benton County? That you are even suggesting going outside of the community is going to really anger a lot of our owners. The wording should be 'explore opportunities in other communities'.
o I feel that this is a good point, but this could easily turn into a larger discussion that doesn't really fit the agenda right now. Perhaps maybe we can look at shaping the ends statements to reflect these vision and growth questions.
o Michele mentioned that Albany would have great success as a crossover store. This is another issue that we haven't discussed. It would have great effects on all our policies.
· I will take all the suggestions to ORC. Do you need it to come back to the board before we send it out?
o The next meeting is the 20th of February. That would give us enough time to come back to the board.
o Maybe we could email it out instead.
o I'll ask for any comments to be in by the 6th so that we can finalize the flyer.
· 4-6pm will be acceptable for everyone for the in-store thing?
o Yes.
· I'm not clear on what the Marty Schulz market report is and why I haven't seen it if it exists.
o It was a recommendation for the board, not really a market report.
o It should probably say that.
o We can work on this item at ORC.
· Is staff aware of this, or have they commented on it? My concern is that if this upsets owners, staff will be the first people contacted.

Motion 1-2007 (#3) Motion to approve the final draft of the ORC growth flyer with the suggested modifications: clarify market report on inside panel; Marty Schulz report will be removed; change sentence to exploring growth opportunities in other communities; correct typos. Toni / Fred 7-0-1

IX        CBLD Training

The sign-up sheet was circulated.
· There was a piece of homework given out in the packet, asking for suggested training topics. If you haven't already handed it in, please jot down a few items and hand it in.
o How are these suggestions going to be worked into the training?
§ Mark has asked for a number of documents, and along with these suggestions, he will tailor the training to address these issues.
o We will have an opportunity to meet Mark Goerhing, Jan. 31st, 6:30pm, at Michele's house.
· I am wondering which of these concurrent sessions we should be enrolled in.
o We should definitely have someone at each of the sessions.
· We are going to have the newly elected Board members attend the CBLD training.
· In last January's Cooperative Grocer, there is an article in which Mark is interviewed, that I think would be good reading for any new board members.
· Does this now mean that we are going to be signed up for Mark's training? Are we limited to one of the two listed courses?
o They want to do policy governance as well as regular board training for those who do not use policy governance.
· How are the transportation options working out?
o One of the options that I thought sounded good was taking the co-op van. It will hold ten, plus baggage.
o Michele is also driving up but she is going early.
o We would be leaving on Friday. Would leaving work early be a problem for some?
§ Well, we don't need to leave in the morning, so driving separately would be fine.
· Driving up sounds like our best option.

X        Review G1 and G2 along with 2006 Self-Eval

· I am going to note that as you were going through your packet, right after the training, there was a copy of how we evaluated ourselves last year.
o The third item of G2 talks about monitoring process and performance at least three times a year. This is not something that has been done as of yet. We will discuss it at the next Exec. meeting.
· I have this circled from the last time. Education. What do we do about making provisions for education?
o You could say that ORC is a creation of the Board, and then, that anything they create is at the direction of the Board.
o We have done the Ice Cream feed and the upcoming 4-6 in-store times.
o There are also the Thymes articles.
o The owner dinners are also part of this.
· You should note that E is not a good grade.
· This is something that Marcia prepared. I am curious what this would look like if current Board members prepared it. Perhaps, at Exec, we could begin preparing something.
o My sense is that Marcia created these from the G statements. I would not want to see us supplant the G statements with things we make up.
§ Also, things that were ranked low may be so because we were forced to. Marcia had everything placed on a range, so this does not necessarily reflect reality. Things may be skewed at the extremities.
· I feel that many of these items would improve if you were to fill out the same evaluation right now. I think that many things have greatly improved.
o Are we going to do this again?
o Marcia said that she would not do it again since it was not used for anything.
o This doesn't mean that we can't use it now.
o I would suggest that you set up some goals that you can monitor.
o They are ranked so that we can identify the areas that we should attack first.
· It sounds like maybe Exec can use this information to try to identify the next step forward.
o We will not only put this on to a calendar, but figure out process as well.
o Is not looking at these G-statements part of that process? It seems like we look at these things and then tend to forget about them quickly after.
o I would recommend that we do not take these rankings as what this Board needs.
· In G-1, we cooperate with other co-ops, I flashed on just what Dana said. We need to interface with other co-ops so that we aren't constantly reinventing the wheel.
o Maybe we need to ask this question of Mark Goehring; how do we set up these connections?
o At the CBLD training, you will be with the other Boards. This would be a good opportunity for networking.
o It seems to me that all of these problems are exacerbated by high turnover. There is too much time invested in training rather than productive board work.
§ One of the best things that we have done is shorten the L statements. It really reduces our meeting times and improves efficiency.
· This will be given to the Exec committee to suggest how to proceed. That suggestion will then come back to the Board.
o I would also like to recommend that some Boards have members write up reports on the G statements, much like Michele writes on the Ls, and then we can respond to those. It is the format we are most comfortable with and could help us focus on something concrete.
§ I think that idea would really help the Board.

XI        L-1 Staffing and Staff Treatment Report

· Before we get into comments, Dana has made a suggestion on the top of her second page.
o Dana does say that she feels staff needs a venue to voice their true feelings and comments.
o Any ideas on how to implement that?
o At the Bozeman co-op they interview staff every year. Is this something we could take a look at?
§ You are not going to be able to meet with all the staff. You are instead going to want simple questions geared at getting simple responses. Remember you would be going through about a hundred of these things.
o Maybe at these upcoming Board meet-and-greets, we could also interface with staff.
o Under the terms of policy governance, and because of the size of this staff, we want to be very careful about replacing existing communications methods.
· I like the idea of focused questions posed to staff. Also, we could invite them to dinner, just like we have done with owners and management.
o It is a really attractive idea, but I can see some pitfalls to pursuing this. Staff may not be aware of our limitations. If I was a staff member with a complaint, thinking that the Board wanted to listen to me, it may be unfairly leading them on by inviting them to vent.
o I would be interested in knowing things like, what is your vision of the future of the co-op, and questions much like those we posed to the managers.
o I agree that the better avenue for this kind of thing is through the annual survey. Perhaps we could include special questions or maybe a notice that the board will review this report.
o But we don't have an annual report anymore. And my impression was that these surveys were always too unfocused with very little action taken.
§ In these off years, maybe we should do an internal survey.
§ The problem is that people think there is bias in internal surveys and you don't get good results.
o I am thinking that there may be areas that an external report won't touch on but would be valuable to the board nonetheless.
· I was really interested in the numbers that appeared on page 56. It was great to see that we don't discriminate against women, but maybe this is not an issue we should even look at.
o This would be something good to bring up in the review time.
· One thing that I thought would be helpful for next time: you talk about a grievance procedure that is the last resort. I would like to know how many times we have reached that point.
o I was under the impression that it was included. It will be in there next time.
· It states that limitations in the decision making process are primarily labor costs and privacy issues.
o Labor costs are obvious. It would take too much time and money to get every single staff person involved.
o Well, broadening doesn't necessarily mean including everyone, maybe just part.
o We do this as much as we can, probably much more so than other stores. Each department team is given the opportunity to make decisions that effect their own departments.
o Privacy issues refer to issues dealing with personnel. There are confidentiality issues that mean only a few people can be involved.
· I would like to make one comment. One thing we noted last time was satisfaction with the level of participation. We felt that this could be better, so part of what this L report is addressing is that we saw improvement in this area.
o But we don't have another survey, only this report. How do we know if there is improvement or not?
o It came back from Provender that we should not do these reports every year.
§ It was suggested that you don't have time to improve in a year. You need more time to affect change.
· I wanted to know about the health infractions.
o Typically we get pages upon pages of infractions, but always for very minor things like customers leaving scoops in bins and things like that.
· There are a few things that would help me as a person reviewing this document.
o It mentions that there was a grievance but doesn't mention how it was resolved.
o Also, the numbers on the discrimination against women section don't actually support that assertion, if you look at percentages.
· I wanted to comment that this is a massive report and a lot of work goes in to this, but I think we may have lost a few things from the last report. There were a few items that were mentioned as things to work on in the future.
o If you want to see future ideas, it has to be written directly into the L statement.
§ Mark Goehring is likely to say no to this. It is tedious and defeats the purpose of an L statement.
· I think it would be valuable to point out that two thirds of the staff is here for less than two years. It is an element that as a board we should be aware of. A lot of time goes into training for these people, and their departure disrupts our continuity.
o The second store greatly increased our numbers and we haven't reached that same kind of stability yet.
o I would suggest that we have some further interpretation of this data next time.
· I just want to quickly say that staff morale issues need to be addressed. It is a critical point and I hope that it didn't get lost in the length of this report. I would like to see that this gets stressed in any reworking of this L statement.
· One thing that you may want to pass on to Cheryl, if you are going to reference numbers from the survey, they need to be put into the proper context. The scale needs to be included.

Motion 1-2007 (#4) Motion to accept the L-1 report. Dave / Toni 8-0-0

XII        Review L-1

· I think many of the policy review comments were made while reviewing the report.
· Maybe the length, and possible redundancy, needs to be addressed.
· Perhaps we could add this to Mark Goehring's list of items to review.

XIII        Preview L-2 Code of Conduct and L-5 Financial Condition

· How do you interpret loyalty to self in the first statement of L-2? Please expand upon this item.
· Did we ever make a decision on measures for the debt to equity ratio?
o We opted to use interpretations rather than set figures. Last time we had statements from Marty and our banker.

XIV       ORC Owner Board Dinner Update

· I think we decided that the February meeting will be the next Owner dinner.
o We had talked about having Harry McCormick speak at the dinner, but Donna Kaiser informed me of a number of reasons why this wont work out.
§ We have other options in line.
· Do we want to start the dinner half an hour early again?
o I had heard that we did not want it to start later since it would run into Board time.
o It worked fine last time.
o 5:15pm is a little too early.
· ORC is going to develop a calendar to plan out all the future meetings and speakers.
· We will have the dinner begin at 5:45pm and the meeting at 7:00pm