Board of Directors Meeting Minutes: April 2026

These are the minutes of the April 6, 2026 Brattleboro Food Co-op Board of Directors meeting.

Present at meeting

Directors Present: Kevin Brennan, Calvin Dame, Denise Glover, Anneka Kindler, Michele Meulendyk [arrived late], Evan Silber, Sheena Tesch [arrived late], Jerelyn Wilson.

Directors Absent: Johanna Zalneraitis.

Staff Present: General Manager Emilee Hobbs and Board Administrator/Sustainability Coordinator Sarah Brennan.

Other Shareholders Present: none.

Vice President Calvin Dame called the meeting to order at 5:15 pm.

Welcome and Communication Norms

Calvin opened the meeting by reading some member letters published in the Park Slope Co-op’s newsletter. Board members and staff read the Board’s communication norms aloud.

Shareholder Input and Stats

Emilee noted that the rise in active shareholder shoppers is typical at this time of year. She’s looking forward to seeing the impact of the upcoming truckload sale on both sales and new shareholder sign-ups.

Approval of Minutes

Denise moved, and Anneka seconded, to approve the minutes of the March 2, 2026 meeting. Discussion: the word “include” is missing from item 6, third line down (“similar to last year but does not include GM Search expenses”). The motion to approve the minutes as edited carried unanimously.

Monitoring Reports

1. D.2 Board Meetings:
   Jerelyn moved, and Kevin seconded, to approve the above-named monitoring report. Discussion touched on the importance of being transparent about when Executive Session is called. The motion carried unanimously.
   
2. B. D.6 Board Job Products:
   1. Jerelyn moved, and Denise seconded, to approve the above-named monitoring report.
      
   2. Discussion touched on the following [Sheena entered]:
      1. How can the Board be thought partners for the GM as opportunities arise? What does it mean to be a cooperative business in a capitalist society?
         
      2. Do we as a Board know how to recognize signs of financial trouble? Do our shareholders take us for granted because they believe we are doing well?
         
      3. What is the role of the Board in an established co-op, where we are not currently reinventing ourselves and operations are functioning within the established guardrails? What is the next step for a Board in our position?
         
      4. How can we help shareholders understand what the Co-op brings to this community? How can we demonstrate our accomplishment of the Ends in a way that translates to our shareholders, that is observed by people, and is landing for people? How do you measure that?
         
      5. An effective Board strikes the right balance between not doing enough and trying to do too much. Either direction can be problematic. What is it to be effective, and who determines that? Shareholders should be part of determining that.
         
      6. We need a nuanced understanding of our shareholder and stakeholder communities.
   3. The motion carried unanimously.
3. A.1 End #2 “Access to and education about goods and nutritious food that are ecologically sound and responsibly sourced”.
   1. Jerelyn moved, and Evan seconded, to approve above-named monitoring report.
      
   2. Discussion: No concerns were expressed about either the interpretation statements or compliance data. Emilee noted that we are exploring expanding the regional aspect of “local” and that it’s common for co-ops to stay on top of accurately designating local products.
      
   3. The motion carried unanimously.

GM Updates

Emilee provided late-breaking updates. Discussion touched on the following:

1. Community connections: We are exploring ways to partner with the Vermont Foodbank, and Emilee will also be touring Groundworks and Foodworks soon.
   
2. NCG: Emilee will be attending the NCG spring meeting this month in San Diego. She’ll be networking with peers around the country and learning about what NCG is doing. NCG’s new CEO is visiting us in May.
   
3. Personnel: We are aiming to fill the Board Admin role with lots of overlap with Sarah before she leaves. Our headcount is 143, most of whom are full-time. We’ll go up to about 150 for the summer with catering. We have two to three openings right now.
   
4. Banking: We continue to pursue refinancing opportunities.
   
5. Catering: Emilee has met with Kalya, the new managing director at Potash Hill (“The Campus at Marlboro Music”). They are very pleased with our work, and we will be renewing the catering contract for another 3 years. We’ll be bringing in some Philippines students on J1 visas to work there.
   
6. Union contract negotiations are moving in the right direction. We aim to wrap up by July.
   
7. Refrigeration Update: The crane was here early this morning to get the transformer on the roof. During the week of April 20, we will be upgrading the stand-alone units. The week after that the meat and dairy cases will be switched out. New cases will be stored in the Bulk department by the windows, and in the café. We’ll keep top sellers available for whatever department is being worked on. New cases and old cases (once removed) will be stored at Turner Piping’s warehouse. They will coordinate selling our old cases. The new system will run on CO2 (for cases tied to condensing units) and propane (for stand-alone units). Through our partnership with NCG we have focused on all the many essential small pieces we need: shelf dividers, etc., which has affected the timeline and budget. We have not yet received word re: the HFFI FARE fund grant application.

Draft Budget for FY27

Jerelyn moved, and Anneka seconded, to approve the FY27 Board budget. Discussion: Kevin outlined the changes made following suggestions at the March meeting. The motion carried unanimously. [Michele entered.]

Board Committees

1. Finance Committee: Kevin will be meeting with Emilee and Mudith in a couple of days to understand the process used to develop the annual business plan. We will also meet in May after B.2 is monitored to discuss the ongoing ABP to ensure that there will have been some oversight of the process.
   
2. Board Recruitment: Michele stated that the committee did not meet this month. She has shared a list of people to reach out to with Jerelyn.
   
3. Shareholder Linkage: Anneka described interactions with shoppers at a café tabling event with Johanna. Sheena described a meeting with Ruth about how to communicate effectively through Food for Thought. We’re thinking about quarterly articles about policy governance and our Ends. We gave ourselves the homework assignment of describing policy governance in our own words.
   
4. May Policies to be Monitored: Calvin brought Board members’ attention to policies B.2 Financial Condition and Activities, B.3 Employees, D.4 Cost of Governance and D.5 Records Policy. Discussion touched on:
   
   1. B.2: Kevin stated that it’s useful to figure out the space between the quarters: what’s shifted? Do the GM/Finance Director understand why, and can they explain how and why things have shifted? What is new? The reading of a given quarter’s reports is one thing. Understanding where we had been and what actions were taken that got us to the new place, is another thing. The NCG CoMetrics report shared last month is another useful tool and will be more so once we understand who we are being compared to within it. He added that having the ERC funds has allowed us to avoid borrowing to finance the refrigeration project. This in turn allows us to rework our loan rates, and the spillovers of that are important. Lastly, how labor negotiations are going is not financial per se but has financial ramifications.
      
   2. B.3 Relationship with Employees: Jerelyn would like to see cooperative values referenced.
      
   3. D.4 Cost of Governance: Sharing out what Board members have learned in training is part of holding ourselves accountable for governing with excellence. Sheena and Jerelyn shared what they learned in Explorations in Policy Governance.
      
   4. D. 5 Records Policy: Sarah described where approved minutes are posted (in café and on bfc.coop), where shareholders can find approved monitoring reports and minutes (with Board Administrator), and where the Board packet archive is located (via Board site or in fireproof filing cabinets in Accounting department).

What Would You Tell a Shareholder

Meeting participants shared what they would tell a shareholder about this meeting. These comments are shared in the staff newsletter and in Food for Thought.

Executive Session

1. At 7:16, Denise moved, and Jerelyn seconded, to enter Executive Session for the purpose of discussing the General Manager evaluation and an upcoming vacancy on the Board. Only Board Members were present.
   
2. At 7:34 pm, Jerelyn moved, and Anneka seconded, to exit Executive Session.

Board Officer Slate

Denise moved, and Kevin seconded, to appoint Jerelyn Wilson to the role of Board President for the remainder of this Board year. Discussion: Michele emailed the Board on March 27 of her intention to step down, and has stated a willingness to serve through the end of April to ensure a smooth leadership transition. The motion carried unanimously.

The meeting was adjourned at 8:02 pm.

Respectfully submitted,
Sarah Brennan, Board Administrator/Sustainability Coordinator