This is for those who come after us.

Approved October 8, 2014

The Board Governance Policy is a living document that will be modified and added to over time as the RCC Board determines new policies are needed or existing policies need revision. This document guides how the Board oversees the the cooperative, defines officer roles, and allows for the creation and management of committees. Operations of the store, which are separate from governance of the cooperative, will be carried out by the General Manager.

Decision Making
The Renaissance Community Coop Board strives (is committed) to reach the highest level of agreement possible but if consensus cannot be reached the Board will vote and the majority will rule.

  1. There should be full discussions of important decisions that make room for both agreement and disagreement to be expressed.
  2. All opinions are valued. Ask for everyone to state their view.

Quorum
While a quorum consists of a majority of the 9-member Board, that is 5 members, and a meeting of 5 or more members of the Board can make most decisions, some decisions can only be made by a majority of the whole Board not just a majority of the Board members present within the quorum.

For example: the decision to hire or fire a General Manager or to incur additional debt for the coop. The Board should determine other such decisions requiring a majority of the whole Board’s approval.

Lack of Quorum
The Board will reschedule meetings when a quorum is not reached within 30 minutes of the meeting starting time.

Rescheduled Meeting Upon Lack of Quorum
Such rescheduled meetings must occur between 2 and 10 business days after the original meeting date with at least 48-hour notice to all members of the rescheduled meeting.

Need for rotating facilitation

  • Facilitation can and should rotate among Committee and Board members.
  • Facilitation for the following meeting should be decided at the end of each meeting.

The Board recognizes the importance of strong and informed facilitation for the success of meetings. This requires thoughtful preparation and careful implementation. In order for the board to serve as an opportunity for growth of Board members and to not overburden Board members with facilitation responsibilities, meeting facilitation will be rotated among Board members. The responsibility for convening the Board will remain with the President.

Attendance Policy
All Board members are to commit to a high priority of attendance at all Board and appropriate Committee meetings.

  1. The Board will make every effort to schedule the monthly Board meetings so as to meet Board members schedules.
  2. Board members take responsibility to attend meetings regularly and communicate necessary absences.
  3. Lack of attendance and lack of communication is cause for removal. The Board member in question is to receive a letter from the Board’s consideration of action. The Board member may be removed by decision of two-thirds (2/3) of the remaining Directors, pursuant to Article 4.4 of the Bylaws.

Communication Norms

  1. Meeting notices will be done in writing. This includes the use of email and other electronic communication. Any gathering of Board members that has not been announced in writing is not an official meeting of the Board and no Board decisions may be made therein.
  2. Anyone who has a proposal that they would like the Board to consider must bring this proposal to the Board in written form. If a verbal proposal is offered, it must be written up before it is implemented.
  3. All decisions of the Board meeting must be shared in the next meeting.
  4. Board members who have missed a meeting take responsibility to read minutes and ask for further information and explanations.
  5. Minutes (Board and community and committee) should be circulated within 1 week of meeting.
  6. Printed minutes should be kept in RCC office and available to Board members and the public. An electronic version will be posted online.

Board Officers’ Roles

  1. President
    1. Sign Legal documents.
    2. Officially represent the Renaissance Community Coop Board to the public.
    3. Convene meetings.
      1. The President convenes the monthly meeting of the full Board.
      2. The President may convene unscheduled meetings of the full Board with 48 hours notice to the board members.
    4. Perform other duties and have such powers as the Board requires or delegates.
  2. Vice President* (to be established)
    1. All the duties of the President in the President’s absence.
    2. Perform other duties and have such powers as the Board requires or delegates.
  3. Treasurer
    1. Supervise the safekeeping of all funds and property of the RCC.
    2. Oversee the records of all financial transactions of the RCC.
    3. Report on the financial status of the RCC to the Board of Directors.
    4. Serve on the Finance Committee.
    5. Provide financial reporting to the RCC Ownership on a schedule determined by the Board of Directors.
    6. Perform other duties and have such powers as the Board requires or delegates.
  4. Secretary
    1. Maintain minutes of all Board of Directors meetings.
    2. Give notices as required by law.
    3. Organize meeting minutes and other related documents in a manner that can be easily accessed by future Board members and the RCC Ownership.
    4. Perform other duties and have such powers as the Board requires or delegates.

Record Keeping

  1. Board Meeting Minutes
    1. The Secretary will insure all Board Meeting Minutes are kept in a Minute Book located in the designated RCC Office.
    2. Minutes from confidential Executive sessions of the Board convened to discuss personnel matters will be kept in a separate Minute Book.
    3. All Board Minutes will be accompanied with related attachments.
    4. Board Minutes and related attachments will be added to the Minute Book within 1 week of meeting.
    5. Board Minutes, exclusive of confidential personnel matters covered in Executive Session, will be made available to RCC Owners and the general public. Anyone wishing to review Board Minutes must make a request in writing to a Board Officer (President, Vice-President, Secretary, or Treasurer). The RCC Owner may review the Board Minutes at the designated RCC Office along with a Board Officer within a reasonable amount of time from the request, not to exceed two weeks.
  2. Board Financial Records and Instruments
    1. The Treasurer will insure all Board Financial Records, checkbooks, all credit or debit cards, checking account statements, savings account statements and any other similar documents are kept secured in the designated RCC Office.
    2. All Board Financial Records will be maintained in an orderly and organized manner. They should be easily accessed by authorized individuals.
    3. Information related to bank accounts or other financial accounts will be kept secured in the designated RCC Office. This will include, but is not limited to, access credentials for online banking and PayPal accounts. Board Officers (President, Vice-President, Secretary, or Treasurer) shall have access to these records.
    4. All Board Financial Records except records deemed temporarily confidential and/or proprietary will be made available to any RCC Owner upon request. Any RCC Owner wishing to review the Board Financial Records must make a request in writing to a Board Officer (President, Vice-President, Secretary, or Treasurer). The RCC Owner may review the Board Financial Records at the designated RCC Office along with a Board Officer within a reasonable amount of time from the request, not to exceed two weeks.

Committees
Common sense and courtesy are the foundation for Community/Committee/Board relationships and decisions.

Each committee established by the Board will have Board members as well as non-Board member Owners. Committees should be authorized to carry out specific bodies of work that are necessary for the functioning of the coop. Committees should be empowered by the Board to carry out their work with the main input from the Board through the Board members on the committee. The Committee may submit a budget to the Board for its work, which, when approved, may be spent without further review.

  1. Made up of Owners and Board members.
  2. Every Board member must be on at least one and no more than two committees.
  3. Committees will elected their chair, Owners can be the chairs of committees.
  4. All committees must have at least one Board member.
  5. Committees need to meet at least every other month.
  6. Committees may be dissolved by the Board if they:
    1. Become inactive by failure to meet at least every other month;
    2. Violate the values and principles of the Renaissance Community Coop and/or the International Cooperative Alliance;
    3. Engage in activity that causes damage to the Coop.
  7. Committees’ meeting dates will be shared with the Ownership:
    1. Through written announcement, including email or other electronic communication;
    2. At monthly community meetings;
    3. The Renaissance Community Coop website.
  8. Board members are to report back on the committees they serve on and bring all proposals and expenditures generated from those committees to the monthly Board meetings. Board members also have the responsibility to update the committees they serve on with information from Board meetings and other committees.
  9. The Community Engagement & Outreach Committee will organize the monthly Community Meeting.
    1. Community Meeting agendas should be circulated at least one week before the meeting.
    2. Agendas for Community Meetings will be printed for each meeting and available online.
  10. Committee and Sub-Committee Meetings are open to ALL community members.
  11. Board Committees may not speak or act for the Board except when formally given such authority for specific and time-limited purposes.