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123 N. Hill St
South Bend, IN 46617


Bylaw Changes 2016

Purple Porch Co-op

2016 Annual Meeting Proposed Bylaws Changes

To all member-owners of the Purple Porch Co-op:

With the help of CDS Consulting (a co-op of co-op experts), the Purple Porch Co-op board of directors recently adopted a new operating system called “policy governance”. We now use it to provide support and accountability to the General Manager and otherwise stay out of the GM’s hair for day-to-day operational issues, instead focusing on the co-op’s future.

CDS Consulting also has a template of by-laws that fit the policy governance mode of organizing a co-op. It makes good sense to change our by-laws to go along with our new way of operating, so that’s what we’ve done.

We modified a few parts of the by-laws template to better fit the Purple Porch Co-op today and into the future.  Here is an explanation of the two most significant modifications:


Our present by-laws:

Section 4.3. Quorum. A quorum shall consist of ten percent (10%) of the Membership of the Cooperative.

The proposed by-laws:

3.5       Quorum. At any meeting of the member-owners, or for any vote of the members, a quorum necessary for decision-making shall be 5% of the total number of member-owners or 50 member-owners, whichever is less.

Rationale: As the member-ownership of our co-op expands, gathering 10% of us together for an annual meeting becomes harder and harder. We’ve already had problems with this in recent years, and our continued growth will likely make this harder.


The present by-laws

Section 5.3. Eligibility. Any person holding an individual or household Membership may be elected to the Board of Directors. A maximum of one (1) paid employee of the Cooperative may serve as a director. The following are excluded from serving on the Board of Directors:

The proposed by-laws

4.2       Eligibility. Directors must be member-owners of the Cooperative in good standing. Employees and spouses or domestic partners of employees may not serve as Directors. A person with a conflict of interest so continuing and pervasive that he or she is unable to effectively fulfill the responsibilities of a Director with the Cooperative shall not be qualified to serve as a Director.

Rationale: The Board is the GM’s boss. The GM is the boss of employees. An employee should not be their boss’s boss.  (And a spouse/partner of an employee would have the same dual relationship to the GM.)


Purple Porch Co-op current bylaws:

Purple Porch Co-op proposed bylaws: