Upcoming Vote on Board Compensation

From the Board of Directors

You may have noticed, in last month’s Food For Thought, that during this year’s election cycle in September, the Board is offering Shareholders an opportunity to vote on changes to Bylaw 5.6 – Board Compensation*.

For nearly 50 years, Brattleboro Food Co-op’s Boards of Directors have served to represent our Shareholders’ values and shape the direction of our Co-op. Board members earn the same 5% discount on purchases as all other shareholders who volunteer in the store or at one of our Commitment to Community partners.

While Board service is rewarding, it is also demanding. 

As new Board members get oriented, there is a steep learning curve! Incumbent members serve as mentors to help newbies get their bearings in the landscape of Policy Governance. We continue to develop our skills with new training and as new members become incumbents, they often take on additional roles and responsibilities such as chairing committees. We review and monitor each of our Policies, which set parameters and expectations on the performance of the General Manager, the GM/Board relationship, and how effectively the Board meets its responsibilities. Finally, we accept a fiduciary responsibility to you, for discharging our duties in good faith and in the best interest of the Co-op.

Of course, the deeper you go, the more time and consideration you bring to the job!

The work of the Board is part of the Shareholder responsibility. Each year nine individuals do this work in service to our 9,200+ shareholders. This is the challenge and the benefit of being a cooperative, shareholder-owned business.

Each year the Board struggles to find new Shareholders to bring their skills and diverse life experiences to this role. Existing Board members scour their personal and professional contacts. We send out digital pleas (you’ve probably seen them!) Still, we can struggle to fill seats when there is moderate turnover. Our hope, based on conversations with other Co-ops, is that increased compensation will help bolster shareholder engagement in Board service.

It’s never easy to ask for more and we’ve spent months exploring different ways of compensating Boards, different compensation values, and the impact on our Co-op’s financials. 

Our current Board of Directors, whose members represent a range of incomes and life histories, voted unanimously in support of this change to Board compensation and we hope that you, too, will see it as a reasonable and fair proposal.

As a democratically-owned entity, how to compensate your Board is a decision that each Shareholder gets a vote on. 

If you have any questions or concerns, please see this FAQ or contact us at board@bfc.coop.

Cooperatively, 

BFC Board of Directors

*Bylaw Change Recommendation

Original Bylaw

Directors shall be compensated by being accorded working shareholder status.Directors may receive such other remuneration as is determined at a shareholder meeting.

Proposed Bylaw

Directors shall be compensated by being accorded working shareholder status. While serving, Patron Directors shall receive a 20% discount on purchases, and Staff Directors shall be compensated with a monthly stipend in the form of a $50 Co-op Gift Card. Directors may receive such other remuneration as is determined at a shareholder meeting.

**Note : Staff Directors already receive a 20% employee discount, and cannot double up. The $50 Co-op gift card is representative of a 20% discount, based on average monthly shareholder spending habits.