Board of Directors

Board of Directors Meeting Minutes: July 2026

August 4, 2026
Donna Lee Amerman
Table of Contents
Primary Item (H2)

These are the minutes of the Brattleboro Food Co-op Board of Directors meeting, which took place on Monday, July 6, 2026.

Present

Directors Present: Kevin Brennan, Calvin Dame, Liv Eck, Denise Glover, Anneka Kindler, Evan Silber [Zoom], Sheena Tesch, Jerelyn Wilson, and Johanna Zalneraitis.

Staff Present: General Manager Emilee Hobbs, Kathy Carr, Ruth Garbus, and Board and Executive Administrator Orion Stange with support from Sarah Brennan.

Guest Present: Vern Grubinger.

Jerelyn called the meeting to order at 5:14 pm and welcomed guests.

Welcome and Communication Norms

Board members read the communication norms aloud.

Shareholder Input and Stats

The discussion touched on clarifying the headers in the stats document.

Approval of Minutes

Johanna moved, and Anneka seconded, to approve the minutes of the June 1, 2026 meeting. Discussion: whether the Employee Retention Credit funds affected our modest net income last year (they did not). Some formatting changes requested. The motion to approve the minutes carried unanimously.

Vern Grubinger Presentation

Vern Grubinger, of the University of Vermont, discussed the unique challenges of supporting local agricultural resilience in preparation for his presentation at the Annual Meeting. Discussion touched on the Co-op’s involvement in local agriculture and the structure and parameters of Vern’s presentation at the Annual Meeting. Vern highlighted the need for transparency in food production practices and the importance of supporting values-aligned purchases through consumer education. Vern placed emphasis on monetary vs “invisible” costs such as environmental impact). Discussion also touched on challenges for local producers and for consumers of local products [Evan joins on Zoom]as well as how the Co-op determines what counts as a local product. The Annual Meeting Planning Committee will continue to prepare for the event [Vern and Ruth exit].

Monitoring Reports

  1. Board: D.9 Board Relationship to Shareholders: Denise moved and Kevin seconded to review the report. Discussion touched on the challenges of collecting representative data from shareholders, representing shareholder values accurately and well, whether D.9 should fall under the GM (as in other co-ops), and/or if D.9 should be changed to reflect more realistic expectations. Operational staff may create a shareholder survey and share the results with the Shareholder Linkage Committee. Vote: All in favor of accepting the monitoring report. The Linkage Committee will discuss their capacity to reword this policy and report back
  2. GM: B.4 Asset Protection: Denise moved, Anneka seconded to review the report. Discussion touched on the importance of non-financial assets and on the desire for section 4.2 to include examples and reference the Ends in next year’s report. Vote: All in favor of accepting the monitoring report.

GM Updates

Emilee provided late-breaking updates.

Discussion touched on the following:

  • the Co-op launched the employee “Stay Survey” and relaunched manager reviews (to encourage more staff members to provide feedback). The results will be shared with Board if appropriate.
  • The Co-op is slated to join Provisions Co-op at the end of the year or early next year. This Ecommerce platform allows individuals and businesses to place orders through the Co-op and have access to BFC pricing through UNFI.
  • The Co-op has also decided to move forward with Instacart. Once launched, the Co-op will be able to serve a larger area due to the impressive proposed delivery range. Implementation is expected to take a few months. Additionally, ECRS recently provided a self-checkout demo that will be discussed at the fall managers’ retreat. No staffing cuts are planned or expected if the Co-op adds self-checkout registers.

Board Activities

  1. Board Recruitment: Discussion touched on Board engagement with new shareholders and on open seats in the upcoming election. As it stands, one position remains open without a candidate running to fill it. Board members are each encouraged to reach out to one person who they think would be a good fit between now and the next meeting.
  2. Shareholder Linkage: The Shareholder Linkage Committee is creating an “answers to commonly asked questions” sheet for Directors to reference. Discussion also touched on the future of tabling and of the chalkboard, including what questions will prompt engagement with the chalkboard. Additional methods of shareholder engagement were considered as well.Finance: Financial conditions and activities will be reviewed next month. The Finance Committee will meet with Emilee to prepare for this.
  3. Finance: Financial conditions and activities will be reviewed next month. The Finance Committee will meet with Emilee to prepare for this.
  4. Policy and Bylaw Updates: Jerelyn moved, and Anneka seconded, to recommend the following change to Bylaw Section 5.10 – Termination for shareholder approval, as shown in the packet. Discussion: none. The new bylaw text, if approved by shareholders:

    Section 5.10 – Termination. The term of office of a director may be terminated prior to its expiration in any of the following ways:
    1. voluntarily by a director upon notice to the Co-op;
    2. automatically upon termination of shareholder status at the Co-op;
    3. automatically for staff directors if no longer employed by the Co-op and/or for patron directors if applying for a position or employed by the Co-op;
    4. involuntarily, with or without cause, by action of a shareholder meeting;
    5. involuntarily for cause by a two-thirds vote of the Board after a fair hearing at which the director is given the opportunity to speak and present evidence, provided that such person is accorded a right of appeal at a shareholder meeting.

      The motion carried unanimously.
  5. Annual Meeting: The agenda for the meeting has been set. Directors suggested a few changes to the format and resolved a few logistical issues relating to the presentations.

August Policies to be Monitored

  1. GM: A.1 End 1 – An open, inclusive, and welcoming marketplace AND B.2 Financial Condition & Activities. The Board shared their expectations for Emilee’s End 1 report, including some examples of compliance data that they would like to see.
  2. Board: D.12 Management Succession

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.

Meeting Closing

Meeting participants their key takeaways from this meeting.

The meeting was adjourned at 7:38 pm.


Respectfully submitted,

Orion Stange, Board and Executive Administrator

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