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| Co-op members OK new
shares, approve bylaws changes at September meeting |
| by Deborah Trupin |
| On September 23, about 118
Honest Weight Food Co-op members, a dozen nonmember shareholders and
some “co-op kids” gathered in Channing Hall, at the First Unitarian
Universalist Society of Albany, for a Co-op membership meeting. The
agenda included a number of items to be voted on, as well as a
presentation on a potential new site for HWFC. To fortify themselves
for the discussions, those assembled enjoyed food from the Co-op’s deli. |
| Issuing New Shares |
| Shortly after 6 pm, with
well over the 82 members needed for a quorum, HWFC Board president
Lynne Lekakis called the meeting to order and introduced member
coordinator Nate Horwitz, who facilitated the first part of the meeting
on the issuing of new shares.
Nate explained the need to issue more
shares: A limited number of shares remain available, and HWFC will run
out of shares to sell by about the end of 2007. He urged members to
vote Yes, noting that HWFC must have sales to sell in order to grow,
and also to comply with the Cooperative Principles. Nate noted that
HWFC members had voted three times before to issue new shares, and that
the measure had always passed by a wide margin. He hoped that this vote
would go the same way. After a question-and-answer session, members
voted to approve the issuing of new shares.
Having approved the new shares, HWFC members
were then asked to consider the cost of these shares. The Board had
proposed that the new shares cost $135, which Nate explained was based
on the rate of inflation: $100 in 1994 is about equal to $135 today.
Nate again took questions from the members before the vote. Some
members recognized the need for the higher cost, while others felt that
it was not too high, or even a bargain. Others felt that the current
$100 share cost, even with payment plans, was a challenge for some
potential members.
The voting reflected these divisions, with a
significant number of people voting to Abstain. The HWFC bylaws require
that such a change be approved by “two-thirds of the members in
attendance,” and the measure failed to pass by one vote. Some members
were surprised to learn that, in essence, their Abstain had counted as
No. This may be the first bylaws change written by the new Bylaws Panel
(see below).
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| The Membership Manual |
| Next, Steve Delgiacco of
the Membership committee introduced the proposed revised Membership
Manual. He said that the project to revise the Membership Manual began
in 2006, with the realization that the current manual had come into
existence by accretion, that it was not as well organized as it could
be, and that quite a few things in it were out of date. The Membership
committee updated and re-organized the manual, taking out things that
were time sensitive (such as a payment plan for shares). They re-wrote
it in a more welcoming and friendly tone, so it could be a tool to
encourage new members.
Steve noted that the current and revised
manuals had been online for comparison. He reported that a graphics
designer, a soon-to-be-new member, has offered to produce the manual as
member work. When Steve asked for questions and comments from members,
only two comments offered before the vote: “It looks lovely,” and
praise for those working on the project (followed by a round of
applause). The Membership Manual was approved overwhelmingly.
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| Revising the Bylaws |
| The last items to be voted
on were the bylaws changes proposed by the so-called Kent Street
committee. Board member Jim Monsonis recapped the events leading to the
development of the committee and the bylaws changes they had proposed.
(For details on this, please see the July/August 2007 Coop Scoop.)
Essentially, the bylaws did not provide a clear mechanism for their
revision and did not spell out the role of the Governance committee.
The Kent Street committee and the existing Governance committee had
drafted two bylaws changes to correct these flaws.
They first created a Bylaws Panel to take
care of revisions to the bylaws. This appointed panel is charged with
receiving, analyzing and discussing all proposed changes to the bylaws.
If the panel finds that proposed changes are worthy, they draft
language for the changes, which are then put to the membership for a
vote. The second proposed bylaws revision was to change the name of the
Governance committee to the Governance Review Council and to clarify
the role of the council.
The council would consist of five elected
HWFC members. Its task would be to monitor what the Board does. Jim
explained that because the Kent Street committee had worked hard to
craft the language for these changes, and found that earlier problems
had resulted from drafting changes during meetings, they were first
asking for approval to vote the bylaws changes “up or down.” In other
words, voting Yes meant that the next vote would be to approve or
reject the bylaws changes as written; voting No meant that the next
vote would permit amendments to the proposed changes from the floor.
Without further discussion, and after another round of applause for the
Kent Street committee (and former Board member Dennis Phayre, in
particular), the members voted to approve the bylaws changes as written.
Following approval of the new Governance
Review Council, an election for a new council member was needed. Shawn
Fitzgerald, a member of the former Governance committee, facilitated
this section. There were two announced candidates, Stuart Horn and
Jared King, for the open seat. Charles Alexander, another council
member, read the applications from Horn and King. After some
discussion, the members voted by paper ballot to elect Stuart Horn.
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| Considering a New Site |
| Finally, Lynne Lekakis and
Cindee Lolik, administration and operations coordinator, presented some
images and information about a potential new site for the Co-op. The
proposed Albany location is a concrete block building on a lot at the
corner of Watervliet Avenue and Watervliet Ave. Extension, about half a
mile from the current HWFC store. Honest Weight had bid on the property
with a number of contingencies. At the September meeting, Lynne
explained that if all the initial contingencies were resolved, the
Board would recommend that Coop members authorize the purchase. The
final contingency would be membership approval.
UPDATE — On October 21, prior to the
publication of this article, HWFC members voted to approve the Board’s
plan to buy the Watervliet Avenue building. Therefore, most details of
the proposal are not presented here. See Page 1 for a quick recap of
the voting results.
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