Board of Directors

Board of Directors Meeting Minutes: October 2025

November 5, 2025
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, October 6, 2025.

Present

Directors Present: Kevin Brennan, Calvin Dame [Zoom], Denise Glover, Anneka Kindler, Michele Meulendyk, Evan Silber, Sheena Tesch [Zoom], and Johanna Zalneraitis.

Directors absent: Lee Halpern.

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

Other Shareholders Present: None.

President Michele Meulendyk called the meeting to order at 5:15 pm.

Welcome

Board President Michele Meulendyk welcomed Emilee Hobbs to her first meeting as General Manager. Meeting participants read the Board’s communication norms aloud.

Shareholder Input

  1. Board members shared feedback they had heard from shareholders. Discussion touched on positive comments heard about the Annual Meeting.
  2. Shareholder Stats: Discussion touched on what could account for a rise in the number of shareholders, but a drop in those who made a purchase. Various theories were advanced. Emilee noted that this is hard to pinpoint unless shareholders tell us why they’re not shopping here. She also noted a dip in the number of new shareholders; this could be because of the lull we often see at this time of year in overall activity. The July in-store shareholder hours figure seems high [Editorial note: Indeed. Should read 121, not 320.] Michele verified that Board members are aware that their 20% discount is only while they’re serving; banked hours can be used for the regular 5% discount after Board service has concluded.
  3. Customer Experience: [This discussion occurred later in the meeting, but for logic’s sake will be shown below.] Discussion touched on the following:
    • Report timeframe (monthly vs 3-month rolling), Emilee will experiment with what she presents. Longer time spans are helpful when looking at the impact of specific initiatives.
    • Store cleanliness: frequent reminders to staff tend to influence this metric – and therefore likely others as well.
    • Value perception: Emilee would like to re-engage the “shopping the Co-op on a budget” program. The time-of-day scores for this indicator are likely due to different demographics shopping the store at different hours: mid-day shoppers may be an older demographic with less discretionary income, and more time to be analytical. Some shoppers may comment on high prices because they notice many items out of their price range, even as there are other products that do fit within their budget. Ease of moving through the store is harder in the morning when we are stocking shelves. Evening satisfaction scores are up, despite low staffing levels at those times. There may be useful insights there. Day of week scores: The dip on Wednesdays is something of a mystery. Perhaps length of time til the weekend is to blame! Number of respondents: Emilee will investigate how many respondents are typical across NCG.

Approval of Minutes

  1. Denise moved, and Johanna seconded, to approve the minutes from the August 27, 2025 meeting. Discussion: none. The motion carried unanimously.
  2. Anneka moved, and Denise seconded, to approve the minutes from the September 8, 2025 meeting. Discussion: none. The motion carried unanimously.
  3. The Board acknowledged via a show of hands its unanimous vote, held via email on September 11, to designate Finance Director Mudith Kolutota as Primary Administrator of our account with Intuit, makers of QuickBooks.
  4. The Board acknowledged its unanimous vote, held via email on September 11, to offer the General Manager position to Emilee Hobbs.

Monitoring Reports

  1. D.3 Board Member Code of Conduct
    1. Johanna moved, and Denise seconded, to approve the monitoring report for D.3 Board Member Code of Conduct.
    2. Discussion touched on the following:
      1. 3.3.1: Michele stated that only the President has the authority to speak on behalf of the Board. Board members are to stand by decisions of the Board even if they didn’t personally vote in favor. It’s a matter of public record who voted in what way, and while it’s fine to acknowledge that a variety of opinions are held, the emphasis should be on the decisions ultimately arrived at. Board members are free to share information that is otherwise publically available (e.g. in approved minutes). Michele stated that this policy comes into play if there is contention on the Board and a Board member is publicly claiming to speak for the Board.
      2. 3.7.2: Generally, Board members can only report on their own preparedness. If a member seems frequently unprepared, the President should speak to them.
      3. Evan moved, and Anneka seconded, to remove provision 3.7.5. Discussion: It is redundant with 3.7.2. The motion carried unanimously.
    3. The motion carried unanimously.
  2. D.7 Board Officers
    1. Kevin moved, and Johanna seconded, to approve the monitoring report for D.7 Board Officers.
    2. Discussion: Johanna noted that she had intended to vote “No” on 7.1 and 7.2.
    3. The motion carried unanimously.

      Board Slate: Michele stated that pursuant to D.7, she is proposing the following officer slate for the 2025-26 Board year, which the Board will vote on at the November meeting: President – Michele; Vice-President – Denise; Treasurer – Kevin; Secretary – Johanna. Michele noted that Denise has indicated that she would prefer not to step into the President role. Given that leadership perpetuation is a shared responsibility, all Board members are asked to think about who might be prepared to train as President.
  3. D.11 Board Audit Requirements
    1. Kevin moved, and Johanna seconded, to approve the monitoring report for D.11 Board Audit Requirements.
    2. Discussion: Michele stated that in his capacity as Treasurer, Kevin would likely examine the audited financials.
    3. The motion carried unanimously.
  4. A.1 End 3 – A Just and Resilient Local Economy: Denise moved, and Evan seconded, to approve the End 3 Monitoring Report. No concerns were raised with the interpretation statements or compliance data. Discussion focused on the following:
    1. Wages as percent of revenue: Emilee has learned that large co-ops in our region average 23%; she is proud that we are higher at 27% as it reflects our investment in staff. Kevin noted that the info station poster on Co-op finances at the Annual Meeting cites 31%; Emilee believes the discrepancy is due to taxes. She’ll investigate that.
    2. Interpretation statement suggestions: Expand on what “just” means. For relevant compliant data, we prioritize sourcing (for both internal and retail) from co-ops and fair-trade businesses and discourage working with those with a track record antithetical to the cooperative values and principles and/or our Ends policies. Consider editing the last sentence as shown: “must remain fiscally sound business in order to be able to support local, and reinvest in community through…” Expand on “education”, perhaps noting that it includes our own self-education.
    3. Compliance data suggestions: Include information about our engagement with town/area groups that foster/promote community resilience and/or a just society. Provide detail on what is included in the 46% figure (percent of revenue that goes back to community). Exclude Round Up funds from that, or clarify that those funds are customer-sourced, not BFC-sourced
    4. The motion carried unanimously.

GM Updates

Emilee provided additional detail as well as updates from when the packet was shared:

  1. People: We have some promising candidates for the Wellness Manager position. The new People and Culture Manager will start on the 20th. 98 employees and their families/friends enjoyed the 4th employee event at Kampfires.
  2. Financials: Because increased sales could reflect inflation, we focus on foot traffic (transactions) instead, which is increasing. We have some merchandising projects underway to increase basket size. YTD catering figures include the Marlboro summer festival. The cost-side of financials for P3 will be available by 10/15. Once quarterly financials are available, we’ll know whether it’s appropriate to undertake a reforecast.
  3. Process: We’re reviewing the catering staffing structure to make sure they are well equipped. There is great progress in leadership development in the Food Services team. We’re beginning to plan for a caseload sale, taking advantage of the Flat Street storage space (the old Dottie’s). Any possible contract with Provisions Co-op Wholesale would begin in 2026 at the earliest.
  4. Technology: We’ll save $500/month via dropping the contract with our IT managed service provider. We have installed a cart corral by the community garden. We should hear back about our Health Foods Financing Initiative grant proposal in December.

Patronage Dividend

Michele called Board members’ attention to the memo in the packet in which Emilee recommends that the FY25 net profit of $44K be reinvested in the business, rather than paid out as a patronage dividend. Kevin noted that this is operating income, as it does not reflect the ERC funds. Since this memo was written, the actual amount is closer to $60K considering the server upgrade being pushed to FY26. Michele asked that any Board members not in favor of supporting the proposal, amended as noted, to speak up. No Board members raised any concerns or objections.

Board Committees

  1. Recruitment Committee: Michele summarized the packet memo. Sarah stated that 401 shareholders have voted so far.
  2. Shareholder Engagement: Nothing to report.
  3. Annual Meeting: The Board shared their impressions of the Annual Meeting. Sarah will correct a glitch in Lee’s last name in the meeting recap. Staff will be sending out a survey to those who attended.
  4. Finance Committee:
    1. Kevin noted that with Mudith away on vacation recently, September costs are not yet available. Q1 will wrap up mid-month, and the Board will learn about it at the November meeting when monitoring B.2 Financial Condition and Activities.
    2. Kevin moved, and Michele seconded, to approve and authorize Emilee Hobbs as the sole signatory for the Co-op’s account with M&T Bank ending in *8936. Discussion: none. The motion carried unanimously

November Policies to be Monitored

Michele brought Board members’ attention to the policies being monitored in November: B.2 Financial Condition and Activities, and D.8 Board Prepretuation, Election and Orientation of New Members.

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 shared observations about what worked or didn’t work about the meeting.

The meeting was adjourned at 7:43 pm.


Respectfully submitted,
Sarah Brennan, Board Administrator/Sustainability Coordinator

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