policy governance

Your Board, Getting Involved In Co-op Governance

After attending our Co-op’s Annual Meeting in September, I wanted to take the opportunity as Board Development Chair to share with all of our member-owners more about how our board works, what we do, and how you can get involved. Of course, it’s never too early to consider running for the board so I hope you will take this as an open invitation to learn more!

The board is composed of 11 members who are elected to serve three-year terms. In May 2023, four positions will be up for election. We anticipate that we will have a mix of incumbents running as well as open spots. The board is made up of board members who live all over Addison County and hail from around the world. We have a blend of backgrounds including teachers and professors, farmers, community engagement specialists, artists, parents, nonprofit directors, and folks working in public service. This diversity of backgrounds and skills makes our board stronger. Further, we all have in common a passion for the Co-op and our democratic principles.

You may wonder: what does the board even do? The board has three primary roles: 1) to represent the 5000+ member-owners of the Co-op, 2) to oversee and support the general manager, and 3) to provide strategic and financial oversight for the Co-op. Board members craft and monitor policies that ensure our Co-op is meeting our mission and our ends. As you know, the Co-op recently underwent a big leadership transition, with Glenn Lower retiring in March after 28 years at the Co-op and Greg Prescott starting as our new General Manager on April 1st. Our role, more than ever, is focused on ensuring a smooth transition and the continued strong financial and community-focused position of the Co-op.

Each year, we are committed to recruiting new board members to make sure we have fresh voices to bring diverse perspectives to the boardroom. We see that both institutional knowledge from longer-serving board members and fresh perspectives from newer board members are equally valuable. As a board, we are committed to JEDI (justice, equity, diversity, and inclusion) work, not just in board recruitment but in holding these values central across all of our work. We are working hard to ensure our Co-op is increasingly a more welcoming, equitable, and inclusive space for all member-owners, and we believe that diversity among board members is essential to our work.

I love serving on the Middlebury Natural Foods Co-op Board. I believe that Co-ops are integral partners in a sustainable food system and our Co-op is a key partner to this vision locally. I have been honored to participate in the democratic processes of our Co-op and am excited to be able to support others in keeping more dollars and decisions local!

If you are interested in learning more, please don’t hesitate to reach out —we always love to hear from our fellow members. If you have thoughts or questions to share with the board, please let us know: board@middlebury.coop. And if you want to run for the board, you can learn more here. Applications are due March 12, 2023.

Erin Buckwalter is Chair of the Board’s Board Development Committee.

Touring A Monthly Co-op Board Meeting

As co-op owners, you elect directors to the Board, who work on your behalf. Most of that work is done at the monthly board meetings, bi-annual board retreats, committee meetings, and several ad hoc meetings each month. On the fourth Wednesday of each month at 6:30 pm, you will find the Co-op Board of Directors around a table munching on tamari roasted almonds and sliced apples doing what they do best – guiding the health and well-being of this vibrant member-owned Addison County institution. As the Co-op Board President, it’s my job to compile an agenda for each monthly board meeting and post it, along with other reading or reference material, in the form of a board meeting packet. The content is collected from various sources; by the time the board packet is posted to our web-based collaboration tool, it’s a 20-50 page document.  Packets are posted the week before board meetings to allow for plenty of study time. Frequently, they contain financial data in spreadsheet form that requires special attention.  Here’s an example of a typical Board Meeting Agenda.

Meetings have a consistent flow from month to month and always start with a final agenda check. (Everything here that should be? Anything that shouldn’t?) We always discuss any matters brought to our attention by you either in person or through a conversation with a board member as our second agenda item. Next, we review the previous month’s meeting minutes and make any corrections or clarifications (although Victoria writes such good minutes, this doesn’t take long). Then we vote to accept them for the permanent record.

After these first few tasks, we often turn to monthly policy monitoring chores. Our system of Policy Governance involves adhering to policies that direct the activities of both the board and general manager. This is done through a regular schedule of monitoring to ensure compliance. Learn more about Policy Governance here. (http://www.policygovernance.com/model.htm) If it’s a Governance Policy (GP), we review it and decide whether, as a board, we are in compliance. (We usually are.) If it’s an Executive Limitation (EL), we review the report that Glenn has provided to demonstrate his compliance and decide whether we agree. (We nearly always do.) At around this point, we discuss the monthly “GM Report” for a while. This report is not about policy compliance, but is informative and designed to give the board insight into the “under the hood” workings of our co-op, as well as views of “the big picture”, such as what is happening regionally and nationally in the world of food co-ops and in the market conditions that affect us.

With any luck, we’re halfway through the meeting now and turn to a list of timely or topical agenda items. These might include updates from committee chairs; retreat planning; expansion project details; board training and education; and communication and outreach. The impressive part of a monthly board meeting is the quality and dedication each member brings to his or her commitment to representing the Co-op. By 8:20, we review next steps, tasks, assignments and due dates before we adjourn and head home at 8:30.

Tam Stewart is our current Board President.  Do you have any questions about the Board and how we do our work? Write anytime with comments, questions or suggestions: tam@middleburycoop.com.