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What is the Board of Directors and what does it do?
The Board of Directors is the governing body for the Owners of Fare Share. It is composed of nine people, all Owners of Fare Share, elected by Owners. Terms for Directors may range from one to three years as needed to ensure no more than three terms are scheduled to expire every year.
The Board is responsible for ensuring organizational performance on behalf of all of Fare Share’s Member-Owners.
This work includes developing clearly stated expectations through written policies; delegating responsibility for, and authority over, the achievement of stated objectives; and monitoring compliance with written policies.
As Will Rogers said, “Even though you are on the right track—you will get run over if you just sit there.” The Board of Fare Share utilizes the Co-op’s Bylaws and Policy Governance to guide its decisions and actions. Reports are assigned to the nine Board Members on a PG Schedule published in January. Reports are due one week prior to the Board meetings. The Board should be strategic and visionary with its view toward the future of our cooperative, rather than focusing solely on the short-term. Ends Policies articulate the results that Fare Share aims to accomplish:
ENDS 1: ACCESS TO PRODUCTS
ENDS 2: COOPERATIVE BUSINESS/SUSTAINABILITY
ENDS 3: COMMUNITY EDUCATION
ENDS 4: COMMUNITY ACTIVISM
By devoting time to focus on the big-picture vision of Fare Share, the Board will ensure that we adequately position our organization for the maximum benefit of our Owners, as well as anticipate trends and values, which may have a critical impact on our relevance and survival.
The Board governs the organization and delegates all operational duties to one employee, the General Manager of Fare Share. We are involved in strategic planning, financial oversight, Member-Ownership linkage, fundraising, and community outreach.
What does the Board of Directors NOT do?
The Board of Directors does not make decisions about, become involved with, or take part in any of the day-to-day activities or decisions regarding the operation of Fare Share Food Co-op. The Board’s sole official connection to the operations of the cooperative is through the General Manager.
What are the requirements for running?
Directors must be Member-Owners of Fare Share in good standing without a substantial conflict of interest such as affiliation with any enterprise that is in competition with the Co-op. Once elected, Directors must sign a Statement of Agreement and publicly disclose any potential conflicts of interest. As for individual qualifications, Board experience is helpful, but not a prerequisite for Directorship. More important are: willingness to work closely and cooperatively with the other Directors; commitment to providing the time and energy necessary to accomplish the Board’s objectives and fulfill the required term; the ability to learn quickly; and organizational skills.
How much time would I need to put into serving?
The Board holds one regular meeting for two hours each month, at which attendance is expected. Beyond this regular meeting, the time commitment for a Director typically averages out to an additional one to three hours per week, including preparation for regular monthly meetings as well as specially-called Board meetings, and participation on committees. In addition, the Board holds a mandatory orientation session soon after the elections to provide basic training and give Directors a chance to relax and get to know each other better.
What compensation is there for serving?
Each Director receives a 10% store discount and pays the wholesale cost plus 10% on pre-orders.
What are the Board’s responsibilities?
Set long-term goals and ensure planning for the future
Ensure sound management of Co-op resources
Act as trustees on behalf of the Owners
To fulfill these responsibilities, the Board of Directors must focus on these key areas:
Hiring, supervising and evaluating the Co-op's General Manager
Planning for the Co-op's future and approving management's plans
Approving capital and operating budgets
Recruiting new directors to ensure a well-qualified Board
Making decisions about the mechanics of the Co-op's governance system, development of policies and guidelines, and other related matters, (Note: The Board does NOT make operating decisions for the store, choose products or supervise staff other than the General Manager).
Expectations of Board Members:
Understand and promote the mission of the Fare Share Food Co-op
Understand the role of the Board of Directors
Act in the interests of the whole ownership, not a specific constituency
Attend meetings faithfully and serve on committees effectively
Assess their own performance as Board Directors
Act in accordance with the Code of Ethics & Conduct
Assure continuity of the highest quality in Board Directorship
I’m sure I have the time to commit, and I want to serve Fare Share; how else can I make up my mind whether or not to run?
Owners are always welcome to attend the meetings of the Board of Directors. You can see how the Board functions and meet the current Directors. You may gain useful perspectives on the issues currently facing Fare Share. Additionally, the Board meeting minutes are posted in the store.
It sounds like a big step!
And worthwhile! As a cooperative, Fare Share is only as strong as its Ownership. The Board traditionally has been a diverse group of people with a wide range of skills who have brought the store to where it is today—serving the Oxford Hills community since 1978 as a vibrant organization that benefits our Member-Owners and the community.
—Thank you to Wheatville Food Co-op in Austin, Texas for this explanation on PG that we have adapted for our needs here.