May 2015 Board of Directors Meeting Minutes

Black Star Board of Directors Meeting Minutes

DATE: May 17, 2015

LOCATION: Arts + Labor

CALL TO ORDER 12:06pm

ATTENDING DIRECTORS: Michael Handy, Charles Hueter, Scott Kelley, Annelies Lottman, Kenley Maddux, Cole Noppenberg, Joe Silva, John Vinson

ATTENDING CO-OP STAFF: Nicole Renaux, Larry Watson, 

OTHERS ATTENDING: Beth Beutel and Amy (last name not recorded)

Consent Agenda and Action Item Review

Michael moved to pull the B.4 Board Officers policy monitoring report off the consent agenda due to compliance issues.  Kenley moved to pull the April minutes off the consent agenda due to additional changes needed.  Scott moved to accept the consent agenda with the changes, (second not recorded), vote passed 8-0-0.

B.4 Board Officers Policy Monitoring Report

Scott submitted the report and considered the board out of compliance despite positive ratings.  Kenley commented that a procedure does not exist for presidential succession and the topic ought to be revisited after MA.  The board reached consensus that a statement should be posted to the website when there are no minutes to post, such as when the board does not meet.  The board agreed to remonitor in August after further discussion and responsibilities assignment.  Kenley moved to adopt the report, seconded by Annelies, vote passed 8-0-0.

Board Minutes Discussion

Cole said he would amend the minutes to correct some attendance inaccuracies.  The board discussed the balance between too much information in the minutes that can bog down readability and going beyond bare-bones essentials.  Consent was reached to aim for a slimmer read.  

Systems Audit Committee Proposed Policy Updates

Kenley and Annelies submitted the report, and she had concerns about the overall length of the policy language.  Charles suggested the committee use one formatting method to note which language should be removed and which language should be added.  Regarding D.11 Allocation of Net Savings, Joe said the Workers' Assembly duty to "report" net savings wasn't specific enough.  Regarding B.4 Board Officers, Scott was concerned about how the board could make it enforceable. Consent was reached that board minutes should reflect policy changes.  Scott moved to accept the updates, Kenley seconded, vote passed 8-0-0.

Charles moved to enter Internal Session at 12:34, Kenley seconded, vote passed 8-0-0.

Internal Session

The board discussed the D.4 Financial Condition monitoring report and Workers' Assembly Operations Update.  Internal session ended at 1:01.  Kenley moved to accept the D.4 report, Cole seconded, vote passes 8-0-0.

D4

Follow up report for cash on hand, Nicole reported improvement but not enough for compliance.  Net income also not in compliance.  Michael asked about March and whether revised operations will result in a permanent bump.  Reunumeration discussion.  Cole asked about marketing opportunities in specific areas and art commissions.  Asked about live music, Nicole thinks the WA is ready to step up for someone to take the lead on it.  Asked about Geeks Who Drink, replied its hard to test changes in revenue because cancelling once kills the experiement. K moves to adopt, Cole seconds, unaimous

Ops Update

Nicole was courted by lender who might help with expansion.  Non-beer sales are up.  June price increase $0.25 across the board.  Issues continuing with Flood, going to keg fleet to help compensate.  Joe asked for clarification for cost of labor hour change.

1:01 left internal session, D4 report/Ops Update

A.1 Patron Experience Policy Monitoring Report

Co-op staff member Macy Gehring submitted the report.  The board discussed some concerns about the WA's plan and whether they think it is working.  Nicole said the WA feels things are turning around and many of the plans such as staff training and awning improvements will need time to take effect.  The board asked the meeting's guests for input and none had additional comments.  Kenley moved to accept the report, Michael seconded, vote passed 8-0-0.

BREAK for 1:12

Member Survey Results

Nicole presented the survey results, which were strongly positive and offered constructive feedback.  Overall, the survey indicated member-owners are seeking more benefits and are not widely aware of a few ends policies.  Tthe board discussed how to connect member-owners to events and improve communication with the board.

Net Profit and MISO Dividend Discussion

The board agreed to draft a resolution announcing no net savings and therefore no MISO dividend this year.  Consensus was reach that the vote will be over e-mail once drafts are circulated.

 

Spring Members' Assembly Planning

The board liked that the meeting packet went out early.  Discussion focused to how to work with a hypothetical wave of members wanting to put right their MISO after hearing about recent financial difficulties.  The agenda, time slots, and speakers were all finalized.  Directors were encouraged to attend early to help with set-up. 

Patronage Update

Nicole reported on the status of the patronage system.  The vendor, NCR, was not at all helpful.  The new cards, however, were working and will have much greater capability.  The board liked the progress and hoped the cards would get into member-owner hands soon.

Kenley moved to adjourn, (second not recorded), vote passed 8-0-0.