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HARVEST COOP MARKETS
Board Meeting Minutes, 28 AUGUST 2006 DRAFT
Public Minutes
Minutes Taken by Sarah Friend

PUBLIC SESSION BEGINS:
7:00 pm.

Attending: Mike St Clair (GM); Jessie Myszka, Karin Emry, Sujatha Byravan, Amy Cotter, Betsy Adams, Steve Clifford

Excused: John Mascia,

Guests: Joshua Laskin, Catherine Reuben, Jessie Grogan, Matthew Morrissey

Review Agenda:
Due to an incomplete FY06 spreadsheet in the board package, the directors said that they would respond would schedule another meeting to discuss this.

Note: Fiscal Year 2006 meeting scheduled for September 18, from 7-8 pm.

Public Comment:
Catherine, a Labor and Employment lawyer, would like to become more involved with the Co-op and also offered her expertise to the Board of Directors.
Matthew handed out a proposal for a employee committee that would create a more positive workplace for the Co-op’s staff.
Jessie wants to become more involved in the Co-op.

Meeting Minutes for 7/31/06, Public:
Minor adjustments made.
All present moved in favor of approval.

GM Report:
The following modifications should be noted:
Insurance: Changes were made to the policy; coverage and limits were added and the premiums were dropped. Mike will submit a summary of the changes to the directors.
Banking: Switched from Bank of America to Citizen’s Bank.
T 1 and Telephone: Will soon be switching from Verizon to Conversent.
Nate Cronin was promoted to Manager of non-perishables.

Note: Josh asked if the new summer hours in Cambridge had affected business. Mike responded that the business was the same and that he had not heard any complaints.

GM Expectations:
The directors set forth the following expectations for the General Manager:
Staff Stability and Membership Growth:
The GM will write report on this monthly. Although private, the directors will discuss how it will be public in the future.
GM Limitations (asset protection, succession plan, no accumulation debt):
The GM will write report annually (including to revisit the limits).
The GM will observe the specific limits.
If the GM needs an exception to a limit, s/he must bring it to the Executive Committee.
The succession plan addresses who would assume the GM’s position if there were an unexpected vacancy. Need a Business Continuation Plan that others employees could refer to in filling GM position—e.g. what skills need to be acquired. Mike agreed to write a summary of this annually.
GM reports at Board meetings:
For the public reports, the GM will write monthly summaries (bullet point is ok) to be included in the board packet; at the meetings, s/he will also give verbal updates.
For the private report, the GM will write monthly updates, as defined by the GM, including the top challenges and any upcoming needs for the directors.
GM Monitoring Frequency:
The 7/26/06 board packet included a draft of proposed dates for the next monitoring reports at full board meetings. Using this, the board agreed to adhere to the following dates: Finances and sales, 10/2/06. Tax payments, 2007. Customer count, 10/30/06. Loan terms, 12/14.
All moved in favor of approval.

Re-inventing Committees:
The directors decided to assign each board member approximately 3 committees. For each committee assigned, the director will respond to the questions proposed in forming a committee (see 8/28/06 public packet).
The committees and the director assigned to it are as follows:
Standing Committees:
Executive-Betsy Adams
Member-Amy Cotter, Joshua Laskin
Periodic Committees:
GM Evaluation- Sujatha Byravan
Nominations and Evaluations- Sujatha Byravan
Employee- Steve Clifford
Finance/Audit- Steve Clifford, Karin Emry
Annual- Amy Cotter
Finite Committee:
Policy-Specific-Amy Cotter
National Purchasing Agreement- Jessie Myszka, Steve Clifford.
Strategic Planning- Karin Emry
Expansion- Betsy Adams
Member- Amy Cotter, Joshua Laskin

Guests leave.

PUBLIC SESSION ENDS 9:20.