BOARD OF DIRECTORS Election Timeline ELECTION June 2Candidate Application Packets available at Customer Service and at www.northcoast.coop 2015 June 4Board Meeting, 6-8 pm Co-op Community Kitchen, Eureka July 9Board Meeting, 6-8 pm Co-op Community Kitchen, Arcata July 19 Candidate Application Packets due by 5pm to Customer Service and statements due to Nominating Committee Chair via email: board@northcoast.coop July 21Candidates notified of eligibility and next steps Aug. 6Candidate Forum and Board Meeting, 6-8pm, Co-op Community Kitchen, Eureka Sept. 1 Candidate Campaigning / Voting Begins Sept. 3Board Meeting, 6-8 pm Co-op Community Kitchen, Arcata. Oct. 14 Voting ends Oct. 16 Election results announced Oct. 17Annual Membership Meeting | Election results announced and new board members become official (required) TBD Board Organizational Meeting (required). Exact date to be determined. 2015 Scheduled Board of Director Meetings: June 4 September 3 July 9 November 5 August 6 December 10 Questions? Contact Nominating Committee Chair Cheri Strong: board@northcoast.coop Message from the Board of Directors Thank you for your willingness to run for the North Coast Co-op Board of Directors. Member involvement in a member-owned co-op is important, and we all appreciate your interest and willingness to serve. We realize that running for the board can seem like a daunting task. This guide is intended to outline what can be expected when running for the board, as well as lay out some of what you can expect as a board member. On behalf of the entire 2015 Board of Directors we wish you good luck! Jeremy Cotton Cheri Strong Dave Feral Steve Suttell Kate Lancaster Jessica Unmack Guidelines for Candidates Fred Moore Application Packets due July 19 Learn more about our board: www.northcoast.coop/about.htm#board Cooperative Principles Voluntary and Open Membership Cooperatives are voluntary organizations, open to all persons able to use their services and willing to accept the responsibilities of membership, without gender, social, racial, political, or religious discrimination. Democratic Member Control Cooperatives are democratic organizations controlled by their members, who actively participate in setting their policies and making decisions. Persons serving as elected representatives are accountable to the membership. In primary cooperatives members have equal voting rights (one member, one vote), and cooperatives at other levels are also organized in a democratic manner. Member Economic Participation Members contribute equitably to, and democratically control, the capital of their cooperative. At least part of that capital is usually the common property of the cooperative. Members usually receive limited compensation, if any, on capital subscribed as a condition of membership. Members allocate surpluses for any of the following purposes: developing their cooperative, possibly by setting up reserves, part of which at least would be indivisible; benefiting members in proportion to their transactions with the cooperative; and supporting other activities approved by the membership. Autonomy and Independence Cooperatives are autonomous, self-help organizations, controlled by their members. If they enter into agreements with other organizations, including governments, or raise capital from external sources, they do so on terms that ensure democratic control by their members and maintain their cooperative autonomy. Education, Training and Information Cooperatives provide education and training for their members, elected representatives, managers, and employees so they can contribute effectively to the development of the cooperative. They inform the general public - particularly young people and opinion leaders - about the nature and benefits of cooperation. Cooperation Among Cooperatives Cooperatives serve their members most effectively and strengthen the cooperative movement by working together through local, regional, national, and international structures. Concern for Community Cooperatives work for the sustainable development of their communities, through policies approved by their members. Board of Directors Responsibilities Campaigning Duty of Care Candidates are encouraged to campaign as little or as much as they feel is appropriate. The purpose of campaigning is to help the membership get to know you and why you are choosing to run for the board of directors. Listed below are options for campaigning: Board members have the duty to exercise reasonable care when making decisions for the Co-op. Reasonable care is what an “ordinarily prudent” person in a similar situation would do. Duty of Loyalty Board members must never use information gained through their positions for personal gain and must always act in the best interest of the Co-op. Duty of Obedience Board members must be faithful to the Co-op’s mission. They cannot act in ways that are inconsistent with the Co-op’s goals. They shall not have three unexcused absenses in a 100 day period. Board of Directors Job Description • Commit to a three year term. • Regularly attend board meetings and other related meetings (Board meetings are usually the first Thursday of the month). • Serve on at least one board committee. • Stay informed about committee matters, prepare well for meetings, review and comment on minutes and reports. (8-10 hours per month) • Build a working relationship with fellow board members. • Actively participate in the committees’ annual evaluation, planning efforts, and relevant Co-op events. • Disclose Social Security number, Live-Scan and other information to government agencies, as necessary. Candidate Statement Each candidate must write a 250 to 500 word statement outlining why they wish to run for the board, addressing the bullet points included in the application form. Candidate statements will be featured in the Co-op News and posted on our website. (Statements must be submitted to the Nominating Committee Chair by July 19, no later than 5 pm.) Video Statement Candidates will have the opportunity to record a short 3-minute statement about their candidacy that will play on YouTube. The deadline for filming is Aug. 6. More details will be provided once you are selected as a candidate. Candidate Forum The candidate forum is an opportunity for members to get to know the candidates and ask questions. (The Co-op will host a candidate forum in the Co-op Community Kitchen in Eureka on Aug. 6 at 7pm.) Tabling Candidates can table in front of both stores in the free speech area. If interested in tabling, candidates must contact each store individually and set up dates and times: Arcata Location (707) 822-5947 Eureka Location (707) 443-6027 APPLICATION TO RUN FOR THE BOARD OF DIRECTORS GENERAL ELECTION 2015 Name Member # Length of membership Address Phone (work/day) (home/evening) Email PLEASE ANSWER THE FOLLOWING: Have you ever been convicted of a felony? If so, give date and nature of offense (an affirmative answer will not automatically disqualify you from being considered) Do you have any conflicts of interest for which the Co-op should be aware? If YES, please explain. PLEASE WRITE A CANDIDATE STATEMENT (250-500 WORDS) WHICH MAY ADDRESS ANY OF THE FOLLOWING: Current occupation Special interests Education (relevant degrees and/or training) Strengths you believe you would contribute to the Board Business and/or non-profit experience Why you would like to serve on the Co-op’s Board Co-op experience and/or knowledge of natural Opportunities and challenges you foresee in the Co-op’s foods future Describe any previous leadership, Board or Anything else you would like the membership to know related experience about you TH PLEASE COMPLETE THE FOLLOWING TWO PARTS BY JULY 19 PART 1: Email candidate statement and photo to Nominating Committee Chair: board@northcoast.coop PART 2: Return the following documents to Customer Service: Application Signed Code of Ethics Agreement Signed Requirements and Expectations for Potential Candidates Agreement Candidate statements may be published in the Special Election Section of the Co-op News and used in other election materials posted around our stores and on the web. By turning it in, you agree to the Co-op’s use for election promotion purposes. Once all required documents are received, you will be contacted by Cheri Strong, Nominating Committee Chair of the Co-op’s Board of Directors. Please see the Guidelines for Candidates for more in-depth information. Questions: Contact Nominating Chair Cheri Strong at board@northcoast.coop. Learn more about the North Coast Co-op Board of Directors at www.northcoast.coop. N orth C oast C ooperative C odeof E thics The Board of Directors believe it to be expedient and proper to adopt a Code of Ethics to clarify any uncertainty which may now or in the future exist, regarding the authority exercised by the Board or individual Board members, and general rules applicable to Board members’conduct of association business. P reparation:I will come to Board meetings knowledgeable of the agenda and its issues, conversant with the terms used, and familiar with the Board packets and materials applicable to the content of the meeting. A uthority :I recognize the Board’ s authority as being limited to establishment of policies deemed beneficial to the association; to employing a manager to have charge of the business of the association under the direction of the Board, and to affecting other duties as outlined by the By-laws. FiduciaryResponsibility :I understand that, as a Director, I have a fiduciary responsibility to the member-owners of the North Coast Co-op to act in an informed, unselfish and prudent manner and that I am entrusted with caring for the assets and financial well being of the corporation. Respect:I will respect the right of others to communicate their ideas when in conflict with mine. I will refrain from interruption, emotional reacting, or derision in words or gestures. I will hold before me the recognition that every Board member was elected by the membership. I will especially respect and support the chairperson in the discharge of his/her duties. L imitation of A u thority :I recognize that, except when the Board is in formal meeting, my authority is equal only to the rights and authority of any individual member of the Co-op. M anagerialA u thority :I recognize the authority of the manager given in the By-laws. (Under the direction of the Board of Directors, the manager or his/her designated representative shall employ, supervise, and discharge all employees, agents and laborers.) P olicyD isagreement:I agree that while an individual Board member may disagree with a policy or action adopted by a majority vote of the Board, he/she should support said policy or action as being the considered judgment of the Board. The individual board member shall have the right to present further evidence and argument to the board and the board shall have the duty of reconsidering upon proper evidence. C onfidentiality :I will refrain from discussing Board business prematurely or inappropriately with anyone other than fellow board members. I will never act in the role of an independent spokesperson for the Board or the Co-op. C onflict of Interest:I agree to disclose all economic conflicts of interest I may have. At a minimum these conflict involve real estate being increased in value or acquired by the Co-op, contracts with the Co-op, working for or being related to, or disclosing business information to a competitor. A ttendance:I will regularly attend Board meetings out of respect to my position as a board member. I will attend board meetings unless I am ill or have serious personal or business responsibilities. I will make every effort to notify the board assistant or board chair if I am unable to attend a board meeting. C ensu re:I agree that the Board may vote censure for repeated and/or flagrant variance by a board member from these standards. S tatement of D irectorsA greement: If elected as a member of the Board of Directors, I will abide by this Statement of Agreement, as enumerated under the Code of Ethics. I agree that if, in the opinion of the majority of the board, I have violated the letter or spirit of this Agreement, I shall resign my position on the board immediately. ________________________________ Signature of candidate ____________________________ Printed name of candidate _______________ Date continu ed … N orth C oast C ooperative Requ irementsandE x pectationsforP otentialC andidates Information on beinga D irectorat N orth C oast C ooperative Directors have fiduciary responsibility to the owners of the North Coast Cooperative to act in an informed and prudent manner and they may be held personally liable if they do not. Directors have a duty to represent the owners at large and to act in their best interest (not those of any faction thereof). D irectorRequ irements Must be a North Coast Co-op owner at time of submitting application for candidacy. Must state all potential conflicts of interest on application and must not have an overriding conflict of interest. Daily access to internet and e-mail. Proven patronization of the Co-op. Provide proof of local residency. Willingness to be fingerprinted, if elected as officer. No record of shoplifting at the Co-op. If a previous Co-op employee, was not fired within the past year. If convicted of a felony, said felony was disclosed in application. Must be willing to represent all members of the Co-op Must attend all regular and special Board meetings. If three or more unexcused consecutive absences, seat may be declared vacant (as per Bylaw Section 5.20). D irectorE x pectations A solid three-year commitment to the Board of Directors (or commitment to complete term elected for). Familiarity with and adherence to the Co-op’ s Bylaws and Board policies. Preparation and attendance at monthly board meetings. (Time commitment averages 8-10 hours per month). Attendance at board training sessions (one day retreat annually). Attendance at the annual owner meeting. Ability to actively and regularly participate via email, including transmittal of potentially large documents. Active participation in the board’ s meetings, committee work, linkage events, training sessions and recruiting activities. Ability to understand financial statements. A genuine interest in cooperative issues and our community. A willingness to take responsibility for board duties and work together with understanding, mutual support, and respect to make decisions that will enhance the viability of the Co-op. An ability to keep information and materials confidential. Write articles as needed for Co-op News. S tatement of D irectorsUnderstanding: In signing this agreement, I understand and fulfill all the above requirements and expectations necessary to be a potential candidate of the North Coast Co-op’ s Board of Directors. I agree that if, in the opinion of the majority of the board, I have violated the letter or spirit of this Understanding, I shall resign my position on the board immediately. ________________________________ Signature of candidate ____________________________ Printed name of candidate _______________ Date
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