I          Owner Comment:  None

Motion 08-2006 (#1) Motion to adopt the consent agenda items as written including: approval of July Board meeting minutes, approval of August Board agenda with rearrangement, approval of committee meeting minutes except for ORC, and approval of GM report. M/S Chris/Colin Motion approved 9-0-0.

III        Approval of Minutes:

· Consent agenda

VI        Questions/Comments on Committee/Meeting Reports
Board Development Committee: No questions
Executive minutes: No questions
Finance minutes: No questions

Owner Relations: · On page 19 of the packet, what building are we talking about renting?
o ORC is thinking of having a GMO conference and holding it at the CHS auditorium, as the attendance would probably exceed the size of the Co-op meeting room.
Motion 08-2006 (#2) Motion to accept the ORC minutes. M/S Colin/Chris Motion approved 9-0-0.

VII        Monitoring Report for L-11

Motion 08-2006 (#3) Motion to approve the L-11 monitoring report as submitted. M/S Colin / Mark
Discussion:
· Regarding the time clock implementation on page 56, what is the cost saving to the finance department?
· There are cost savings and efficiencies throughout the system for staff, management, and payroll as well as an improved way of collecting and storing the daily time data.
· NCGA purchasing contract looks like a good step.
· There was a northwest contract before we came together as the NCGA
· This was one of the primary reasons for the formation of the NCGA, so that the coops could come together as a buying block and get better contract terms than any individual coop could get on their own.
· All of the coops are invested in each other as we guarantee two weeks worth of payables or each other. When any one coop is struggling, everyone joins in to help them out.
· On page 55 #7 it says to maintain an adequate current ratio. Define that term and its relation to cash flow.
· Dana went over the definition of the current ratio, what assets and liabilities that go into that ratio in an accrual accounting and then went over cash flow and the differences between the two.
· Under #1 is the line of credit approved by the Board
· The board approves the limit to the line of credit; it's used as needed by the GM.
· "The growth rate is down" what happens, do you have to compensate?
· Yes, we have to keep a close eye on our expenses to keep them in line with their budgeted percentage of sales.
· The finance committee along with management has been monitoring our sales growth and the expenses in line with the sales growth that we're actually experiencing.
Discussed the Budgeting process and what happens during each month.
· We're at an 8.65% growth rate, what was it budgeted at?
· 16?
· Why is margin down?
· We think that perhaps that issues in the economy are affecting it, maybe people are buying goods that have a lower margin. We haven't changed the way we mark up product, so we're investigating different possibilities.
Motion passed 9-0-0

VIII       Retreat Planning

Looked at the previous retreat schedule as an example of how the weekend was structured last year. Reviewed last year's retreat and discussed what went well, what could have been improved, and what we might want to do this year.
· It would be good if the things that are decided at the retreat get kept in front of us during the year along with the current status of each so that we are sure to follow-up on them.
· We should think about what kind of facilitation we want at the meeting.
· Schedule breaks more frequently
· Not having the board meeting at the retreat will be good.
· Being in the same mode all the time is tiring. We were in discussion mode the whole time last year. It would be better to break it up and work in a variety of modes, not just discussion.
· Small groups would be useful in breaking up the mode.
· We could spend Saturday morning on vision, Saturday afternoon come up with the action items and then Sunday create the action plan.
· What are we visioning about? It would be helpful to have a sense of what the topics will be this year and then build on them year to year.
o The vision of where we will be in 2-7 years need 1 year action items.
· Just visioning & missioning are a way to avoid talking about anything real. A specific suggestion is to include time for each Board member to share experiences or ideas that they think will be valuable to the group.
· I think the "get to know you" time is important at the retreat.
· As a new board member, I don't know that I can come up with a strong idea of what would be the retreat topics.
· I agree that it would be good to have time for each individual to talk to the group about what's important to him or her.
· There are two things that I don't think are very well defined for this board right now. The L statements and how we do our business is in disarray. So one topic is the reorganization of the L statements and the annual calendar around them. The other is growth and expansion and how we want to define that in terms of policies.
· I'd like to see discussion on specific topics such as resources and where our products come from.
· Have we had speakers come in before? It's probably too late for this year, but it might be good idea for future retreats.
o We haven't done it at our retreats before, but it could be a good idea.
o I like that suggestion too.
· I like the idea of using the retreat to get to know each other, concentrating on process in order to make our meetings more effective, and limiting the number of ideas we concentrate on.
· I'd like to come up with a 2-5 year plan, think about what kind of co-op we want to be and what are we going to do in the next year to move us towards that 5-year goal.
· The ORC report on this year's owner survey should be included at the retreat to bring the owner linkage into our retreat discussions.
· Sometimes talking in a large group is not as effective. I would welcome the idea of working in "round robins" in groups of 3 or 4 and then switching off so we can get to know each other, where we're coming from, and lightening up the interactions.
So I'm hearing a rough agenda of visioning Saturday morning, Saturday afternoon we decide what we're going to focus on and Sunday coming up with actionable items and assigning them to be worked on. I'd like to see us spend a lot of our September meeting time working on the retreat agenda. We'll be getting staff input at the September meeting as well.

IX        What to do with L Statements?

Last board meeting we looked over the rearrangement of the L-statements with all of the edits tracked. We asked the GM to submit a clean copy of them to this meeting so we could decide on accepting them in this format. The rearrangement condensed the 17 L-statements into 10 L-statements. This doesn't mean that they were eliminated, but rather that the individual statements were moved to a different L-statement to be reported on in different groupings. Do we want to accept this reorganization and then work on any needed revisions month by month?
· I'd strongly advocate that we accept the reorganization.
· I'd agree with that
· Without going over it again, I'm not comfortable with it.
o All of the cross outs and where everything went was in the July packet.
· L-1 #17 has some non-sense language.
o It was eliminated last year, Michele will correct.
· I was satisfied with the work that was done on this last month. This will never be finished. This arrangement makes fewer L statements to over at any one meeting. It will be easier for Michele to report on and us to review.

Motion 08-2006 (#4) To accept the rearranged L statements, moving them, to reduce from 17 to 10, and to report on these L statements per the suggested changes to the L statement calendar table and the guiding principle monitoring schedule in M4, (monitoring general manager performance) M/S Todd/Toni
Discussion:
· On the calendar part of it, how did you decide on which one's went in which month?
o I changed one, staffing & staff treatment to not be when the new board came on and then bumped the rest down. The finance report is the same based on the fiscal quarters. Whatever you decide is fine. I tried to change as little as possible.
o The only month that's blank is December as that's the month we talk about the budget.
If we accept this, what that means is that every month Michele would report based on the calendar and that month we would review the statements and change them as we see fit, handling one at a time. That's what we would be agreeing to if we accept this.
· It's my understanding that we would preview L-9 this month and then next month we would review it next month and change any language as we needed.
· I don't support changing the calendar this way. Some things would get reported on twice and some things wouldn't get reported on not at all this year.
· I think that in the condensed format we'll get to a lot of the statements sooner.
· I'm not suggesting we don't accept the L statements, only that we have a different calendar.

Motion 08-2006 (#4) Amended: Motion to accept the L's as modified. M/S Todd/Toni Motion passes 5-4-0

Motion 08-2006 (#5) Motion to have Michele work with a member of the board who sees errors in the text of the modified L-statements. M/S Todd/No Second. Todd withdraws motion.

Motion 08-2006 (#6) Motion to accept the calendar as submitted. M/S Fred/Toni Motion fails 3-5-1.

Motion 08-2006 (#7) Motion that the board-chair names a working group to work with Michele to come up with a new calendar to submit to the Board next month. M/S Todd/Toni
Discussion:
· Couldn't we just decide on one for next month and go from there.
· It could be the new L-2 & L-3.
· I agree that in May & June they should be simpler ones for the new board. Also, Sept is right before the retreat and I don't think we should do 2 statements at that meeting.
· I propose that we assign one L statement for next month, have her report on it and go from there.
· Chris volunteers to submit a calendar with reasons for why each report is assigned to a specific month.
Motion approved 7-0-1

Board chair names Chris to submit a revised annual schedule to the exec meeting for the September packet. If anyone else wants input into how they're organized, please contact Chris. Discussed which of the new L statements will be reported on next month. Decided to have Michele report on the new L-2 for September.

X        Review of L-11 (if passed L-8)

· Will review in three months after the report on the new L-8 is submitted.

XI        Monitoring Report for L-17

Motion 08-2006 (#8) Motion to approve the L-17 monitoring report as submitted. M/S Toni / Dave Motion passes 8-0-0

XII        Review of L-17 (if passed, L-9)

· Will review the new L-9 in the month that it is reported on.

XIII        Preview L-1, L-2, and L-7 (if passed, previews per new M-4)

Preview of New L-2 based on decision above to have Michele report on this statement in September.
· Please highlight the co-op's use of the web and other electronic media.
· What is entailed in #1 and how do you encourage owner participation?
· Does the term "internal co-op relations" mean with owners, staff or all of these? Is this another way of saying the co-op community?

XIV       Review M-5

· Suggestion to change Paragraph #1, line #2 - reword the sentence to read "New hires may be given an interim evaluation at the six-month point to be followed by the regular January evaluation."
o Agreed
· Paragraph #3 insert the word "a" so it reads "…and draft a letter…"
o Agreed