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South Bend, IN 46617


Board Minutes

Board Meeting Minutes are posted to this page roughly a month after each board meeting, because A) the minutes must be prepared by the secretary; and B) the board must approve the minutes at the next board meeting, possibly with corrections.  The minutes are posted after that.

Board Meeting Minutes August 2017

Jacob Titus

Attending: Molly Moon, Nick Licina, Eddie Forero, Greg Koehler, Danielle Meersman, Fred Myers, Chris Hebron, Mike Geglio

Absent: none





  • Agenda review

  • Minutes of last meeting reviewed

    • Tama confirmed to Nick that she was resigning from the Board.  She said she would send an email to that effect.  Nick will follow up with her to ensure the letter is received.

    • Minutes of last meeting were approved and accepted

  • No member-owner visitors

6:10: Open Board Positions

  • People who expressed some interest in joining the board have each decided this is not the right time.  No serious prospects currently in sight.

  • Discussion on whether the number of positions required by policy (9 to 11) should be reduced to a more reasonable range, like 7 to 9.  This change would need to be approved by the member-owners.  Should Thane be consulted on this proposal?

  • One prospect had suggested that the board make up should be evenly distributed by gender.  Currently there are 5 men and 2 women, but in the recent past women outnumbered men.

  • Nick will develop a formal position description (action item) and ask Greg to post it on the PPC website. We could also email the description to people who recently expressed interest at the August 2 Market Night event.

  • Suggestion that board members staff market nights after the notice goes out to answer questions and take names of interested member-owners.  Chris noted that he is available most Wednesdays.  The rest of us can volunteer for the event nights.  September 6 volunteers (action item):

    • 4:30 to 5:30 Nick

    • 5:30 to 6:30 Molly

    • 6:30 to 7:30 Danielle

6:30: Conflict of Interest forms:

  • Mike brought forms for people to sign, after which he would copy/email the images for storage in the Board folders.  However, only the front side of the 2 sided form had been copied on each sheet.  Mike will email the form to all board members (action item).  The forms can be physically returned to him, or copies of signed forms can be emailed. (emailed 8/23)

6:35: Revision to B9

  • B9 form needs to be updated, both as a result of Myles’ resignation but also to manage unforeseen circumstances.  For instance, if the GM and the designated manager are both unexpectedly unavailable for a period of time, who would ensure that the store was opened and that all necessary tasks were addressed?  Who would engage with the board if the situation was prolonged?

    • Discussion about the necessity of addressing this possibility.  Do we need a new sub-item for B9?  Probably not.

    • Greg states that there are sufficient people in place, but that responsibilities in these cases is not formally designated.  In an extended situation, they may not think to engage the board, or know how.  He agreed it could be useful to have a checklist of items that need to be done, along with names and phone numbers for critical people.

    • Eddie agreed to draw up a draft policy (action item)

  • GM corrective action items are typically due on the last day of a month.  If a board meeting occurs just prior to the end of the month, it may be a month before these items can be reviewed.  Greg will change the due dates for month end status updates to be the date of the board meeting in these cases.

6:58: Policy C3: Agenda Planning

  • The agenda matrix is the Board’s annual calendar.  This document identifies the reports that will be reviewed and the activities that will occur at each monthly meeting.  Board members and the GM can prepare for monthly meetings by looking ahead to see what’s planned in the agenda matrix.

  • There are two 2017 agenda matrix documents in the board Google folders.  Mike will remove both, and upload the latest version sent out by Nick in email. (action item)

  • The prior documents have been deleted.  The version sent out by Nick on June 21 is now located in the folder called

                    Board Meetings - Agendas, Minutes, Materials

             The document (link here) is named

                     2017 Annual Agenda Matrix Revised June 21.xlsx

            There is a 2018 agenda matrix there is apparently being prepared.

7:05: Ends Statements

  • Molly lead the discussion on the proposed final version of the board’s Ends Statements.  Suggestions on minor changes were offered, discussed, and some were accepted.  The final version is saved in the board Google folder called

                    Important PPC Documents

             The document (link here) is named

                     Ends Statements

7:35; GM Reports

  • B7: Communication to the Board

    • Consent agenda refers to status reports on responsibilities that are already delegated to the GM.  the presentation and the board’s approval in these matters is simply a means of communication.

    • The consent agenda will be a regular item on the board meeting agenda.  It is expected to require limited discussion, and probably take no more than 5 minutes.

    • The Decision Tree was followed to confirm that the B7 plan should be accepted.

  • B1 Policy Update Report

    • Greg reported that his projected Net Income + Depreciation for fiscal year 2017 would fall $2500 under budget.

    • Greg provided details as requested on the status of member-owner growth for the year.

    • The purpose of the Finance sub-committee was discussed.  Different expectations were presented.  The members of the subcommittee agreed that their understanding is that they are not assigned to produce any deliverable.  Instead, they provide a resource to the GM for improving the scope and format of his reports to the full board.  In order to simplify the reports to the board, the subcommittee can evaluate the summary figures provided against more detailed data.  Also, the subcommittee can act as a sounding board for the GM on proposals he is considering presenting to the full board.

    • Discussion about whether notes should be taken during subcommittee meetings and saved for reference.  Discussion about whether the subcommittee would benefit from a written charter, to eliminate confusion about their purpose.  Mike will provide summaries of future meetings, and save the notes in the board Google drive (action item).

    • Consensus not yet reached on whether a written charter is required.

  • GM reports that the co-op staff will soon be initiating an in-store member-owner recruitment competition.  Board support is requested.

  • GM presented a multiple phase business plan for the board’s review.  Items include changes to the store layout and physical organizationt; serving alcohol for in-store consumption; a made-to-order sandwich counter; and enhancement of the outside area, including an eating area.  Some of the latter would probably be eligible for a DTSB grant.

  • Phase 1 would include application for a liquor license, which would involve joining the downtown Dining Alliance.  The initial application cost would be around $2400, and probably take 4 months to receive approval.

  • Additional phases would probably require member-owner loan support.

  • In order to provide the detailed attention that this proposal deserves, the board agreed to meet again on Tuesday, Aug 29 at 6:30pm to discuss and evaluate this specific topic.

8:18: Meeting adjourns