Phoenix Earth Food Co-op (PEFC)
Minutes, Board Meeting 6/25/2014

Location: Main branch of Toledo-Lucas County Public Library, 325 Michigan St., Toledo, OH 43604; Present: Shelly Boraby, Thomas Fine, Sándor Halász (arrived later), Anita Levin, Nichole Nauden, Sean Nestor, Hermann von Grafenstein, Lisa Blake (General Manager, GM). Absent: Alyx Kendzierski. Resolutions are numbered R1R7.

The meeting began at 5:40 pm.

  1. The minutes of the 5/28/2014 board meeting were approved (R1, 7/0/0 for/against/abstention).
  2. Jackson Loan

    Sean reported that the Co-op has been sued on June 6th in Lucas County Court of Common Pleas by one of the Jackson heirs for re-payment of a loan over $44,000 that Mr. Jackson had made to the Co-op. Sean gave a brief re-cap of events that preceded the suit:

    Sándor Halász arrived at the meeting.

    A motion was passed to retain Scott Ciolek as the Co-op’s Attorney at Law in this matter for a fee up to $1000.– (R2, 8/0/0). A second resolution passed stating that only the attorney and President Nestor are authorized to discuss this case in public (R3, 8/0/0).

  3. Discounts for Businesses
    Sean Fitzgerald brought to the attention of the Board a request by Scott Bowman of Fowl & Fodder to become a corporate member to obtain discounts for bulk purchases. Sándor Halász clarified that only individuals or families can be members of the Co-op as per the Co-op’s bylaws. However, special purchase agreements can be made. A motion was passed to authorize the General Manager to draft a standardized agreement covering bulk purchases by businesses. As a condition of such an agreement, at least one employee of the business must be a member of the Co-op (R4, 6/0/1).

  4. General Manager’s report

    Leah Foley presented her General Manager’s report.

  5. Finance Committee report (Tom Fine)

    Finance Committee report: Sales were 2.5% below last year’s, although gross profit has increased. Tom noted that payroll expenses were higher; in-store expenses were drastically higher, while inventory was decreasing.

    Negotiations with Landlord Haddad: Tom reported that he has had discussions with landlord Royce Haddad regarding rent abatement in exchange for a contract. A proposal currently on the table was that during a 3-year contract, the rent during the first year would be $225 + taxes, during the second year $375 + taxes, and during the third year $675 (full rent) + taxes. The Co-op would be responsible for using the savings for building repairs. Negotiations were continuing.

  6. Outreach Committee report (Will Mellon)

    Will presented his report of the Outreach committee. The following items were discussed:

  7. Marketing and Branding of the Co-op(Will Mellon)
    Will presented a plan addressing marketing and branding issues. A motion was passed to create an ad hoc committee to address marketing and branding and social media issues (R5, 7/0/0).

  8. General-Manager search
    Before a new general manager could be appointed, several preparatory steps needed to be taken, including writing a job description and defining terms of employment and compensation. A motion was passed to authorize the Executive Committee to make a plan and bring it back to the Board (R6, 6/0/1).
  9. Local Orbit online ordering system.
    Hermann and Morgan Blake presented a new software platform, known as Local Orbit, that allows customers to order directly from local producers: The Co-op would become a marketplace for transactions. The system was already up and running. Monique Tressler’s All Things Food was one such marketplace that is fully operational. The Board reacted positively but requested that more information be collected before a trial version of the system could be adopted. Logistical issues should be discussed with the managers.
  10. Adjournment

    The meeting was adjourned at 7:45 pm (R7, 7/0/0).

    Date of next meeting: Wed 7/23 if not decided otherwise.

________________(signed)_____________________
Submitted by Hermann von Grafenstein, Secretary