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 Author: SMB
PostPosted: Tue Apr 17, 2018 3:54 pm 
This is my first post without John's watchful eye, and I'd like to say how much I will miss him at meetings, on the street, online, at the post office, and in so many spots around town. However you, Moses, choose to continue or not to continue this forum, please know how much it has given to so many of us. It truly has been a forum for the community.

Now to business. Tomorrow is the April Co-op board meeting, and they have been busy. The general manager is out of town, but with the help of a conference call they all managed to meet with a representative from Life Quest to discuss the possible purchase of the building. The location and building could be very good for a new incarnation of the Co-op, but my concern centers on whether or not this purchase can be afforded at this time. In the March issue of the Garbanzo Gazette, the general manager said that we could be looking at buying a new building "maybe in 5 years or more." In a conversation with Betty Mishuk, who works with Co-op finances, she, as well, said that the Co-op could not afford to think about buying a new building for another 5 years. The losses incurred by the Market Café dipped deep into the cash reserve of the Co-op.

The Life Quest building offers parking and space that the current location definitely lacks and stock could be warehoused in the same building as the retail end of the Co-op, but the building would require an investment beyond the purchase price to reconfigure it for retail. The question for me is not whether the building would be a better space, I think that it well could be, but rather can we afford to buy it and rehab it for our purposes. Many businesses have gone under for over-reaching and mismanagement.

If you want to hear what the board has to say about this...unless of course they go to closed session for it...come to the April board meeting, Wednesday, April 18, 4:30 at the Volunteer Center (The Commons). I think there are at least a few questions that need to be asked before this purchase is made.

Sharon


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 Author: SMB
PostPosted: Wed Apr 18, 2018 6:06 am 
It seems there is a difference between buying a new building and being able to afford to make the move. It is possible to buy the building but not move the Co-op into it yet. The move and refitting the building to our needs would be very costly. It is my understanding that the freezers now in the old Co-op no longer meet EPA standards. They may be used as long as they are left in place, but they cannot be moved to a new location, so they would need to be replaced with ones that meet the requirements which would be expensive to do.


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 Author: SMB
PostPosted: Sat Apr 28, 2018 11:40 am 
My recent post asking membership to give thought to the possibility of moving the Co-op resulted in my being assailed at the April meeting by one board member for my negativity and chastised by another for having exceeded my place for revealing that information to you. I left the meeting after the break heavy with thought.

I don’t really know my “place” as a member of the Co-op or for that matter as a member of the power structure in society and politics in general, and for seventy years I’ve been working on figuring it out, mostly by bumping or slamming into barriers set up to define my “place” by others. I intend to continue to do so.

A few years ago the Co-op management had the idea of opening a café, and a building that seemed suited to that purpose was available even though there was no plan in place for how to develop this café or even a clear vision of what it was to be. Because this was an idea in it’s very early stages, management was not ready to actually open the café but wanted to secure the rental property that was then available. The Co-op, we its shareholders, paid rent on that building for a year without its generating income. A few Co-op Forums and meetings were held there and it may have been used for some storage during that year. Then the Market Café opened, still without a functional business plan, and continued to operate for its brief lifetime without one.

And it lost a lot of money.

The numbers defining this loss vary widely depending on who is doing the accounting, and members had to sign a nondisclosure agreement to see these numbers. In other words, you could look at the books, but you couldn’t reveal them to anyone else, which largely precluded discussing them. Know your place.

Some in power seem to have learned a bit of caution from this experience, and they are talking now in terms of what the Co-op can afford to do. It’s painful to see such a potentially lovely spot for the Co-op’s next incarnation lying possibly outside of our financial reach. And I say “possibly” because this is what needs to be determined. I don’t see this as being negative. It’s being responsible with a business that belongs to many people and that many people depend on. We are being asked to trust the board to assess the situation and make the decision weighing many factors. That’s exactly what boards and management should do. Some board members seem to be doing this. For some of us member/shareholders (many or few depending on who is telling the story) that trust was challenged by events of the past two years, including the handling of the Market Café, employees’ rights, and community relations.

The power of membership lies in our ability to ask questions and demand transparency and accountability while continuing to support the Co-op through active membership...participating however we can in making the Co-op work, whether it’s popping corn, working on events, or serving on one of the board committees. It’s pointless to criticize the board when we don’t show up to hear what they are actually doing. It’s also dangerous to trust any body empowered with making decisions not to become protective of that power. It’s so much easier to make decisions and move forward without the distraction of membership voicing its concerns, some more relevant than others to the decision at hand.

It seems that our absence from board, council, or commission meetings is often read as proof of our absolute trust in the decision making ability of these entities and the management they hire, be it general manager, city manager, or county manager. Does our absence really indicate our endorsement of their actions? We all have things we’d rather be doing than sitting through long, sometimes profoundly boring meetings whether board, council, or commission. It’s difficult to see that many of the issues even affect us at times. But it’s not just about the issues. It’s every bit as much about the process and the power.

Sometimes bearing witness is the only power we have, and sometimes speaking up even out of place is the only power we have.


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 Author: Infodigger
PostPosted: Sun Apr 29, 2018 7:26 am 
Thank you for your thoughts here!


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 Author: mimbresgranny
PostPosted: Sun Apr 29, 2018 10:57 am 
Yes, a huge thank you SMB for not knowing your "place" and for sharing the activity of the Board with those of us who cannot attend their meetings. That is called transparency. The consideration of a move does concern us all, members and non-members. This store is a vital part of our community. The fact that a Board member was unhappy about your revelation tells me two things. 1- s/he is getting push back from other people s/he knows, and 2- s/he is feeling insecure about this decision. That insecurity seems justified given recent history.

To make an expensive move should be based on only one factor... the business can't afford to stay where it is, either because it has outgrown it's walls or those walls are falling down (like raised lease costs or repairs, etc.) The fact that a "beautiful building" with more parking has become available is not sufficient unless there is a business plan that proves it more than a good idea. The concern about that plan is exacerbated by the recent failure of the Cafe. I recall when I was told the Co-Op was buying the rest of the building behind their location, maybe to open a sandwich function. Was that really the Ya-Da-Ya-Da building? A sandwich bar is far different from a cafe. And then, even with constant patronage, it lost money. That they are not confident enough in their 'numbers' to share them openly creates more concern. Certainly a preliminary discussion is different than developing a plan, so why not be clear?

The most important factor is protecting this valuable resource. Long range planning is always necessary. I still have trust in my peers elected to tackle these issues but every well meaning body can be led astray by good intentions and apparently has already been there. That is why we have open meeting laws. We should not need a FOIA request to make these deliberations public information. A non-disclosure statement is counter to the necessary public discussions. I hope more members fail to know their place.


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 Author: Bruce
PostPosted: Sun Apr 29, 2018 11:13 am 
Thanks, Sharon, for keeping this discussion alive and interesting. The Life Quest building is first a great place for Life Quest, and I wish there was some way to save them and their long-term mission. But if the building is really available it could solve a lot of problems for the co-op. I support a dynamic community discussion of whether this could work, but the co-op board should not expect unquestioning support for whatever they propose.

It's possible to imagine a way that purchasing this building could increase revenue long-term and make the co-op more sustainable. It's also possible to imagine it overextending the co-op's finances and put the organization into a spiral of losses. On an issue this important, the co-op board should consider a public members meeting to discuss the financial choices.

Bruce


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 Author: Co-op Member
PostPosted: Sun Apr 29, 2018 1:49 pm 
Dear Sharon,

I want to thank you for ALL THE TIME AND EFFORT you have put forth in keeping abreast with the challenges our co-op has faced these past two years. Your willingness to get involved, attend board meetings and have open discussions, has taken many, many hours of effort on your part. Everything you have contributed has been for the sake of what is in the best interest of the co-op. I know you do it because of your love for the co-op and community.

The fact that two board members chastised you for speaking up is a big concern to me. You have taken your time to keep members in the loop of what is going on. I would hope other members that have questions and concerns would get involved. The same goes to members who have different views.

Our co-op is member owned and too many concerns have surfaced that need to be explored and investigated.

Keep doing what your doing and know that it is very much appreciated.

Patricia Walsh


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 Author: BigBird
PostPosted: Mon Apr 30, 2018 7:36 am 
Thanks Sharon for everything. I don't think it's proper for board members to be chastising members for their input; more corporate-type behavior!

Of course taking financial aspects into consideration, I think it is possible that moving to the Life Quest building could help grow the co-op if management is willing to see that they need to carry the right products to support this community so that they keep members shopping there. That means not carrying expensive gourmet items that end up on the bargain shelf or trinkets that people don't really need - let's focus on food first (especially a bigger variety of fresh organic produce and bulk) and then if the the co-op does really well in a new location other things could be tried one by one.


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 Author: SMB
PostPosted: Mon Apr 30, 2018 10:56 am 
Mimbres Granny raises a very important issue regarding the role of membership in a co-op. The Co-op has been an integral part of our lives and the downtown landscape for so many decades that it's easy to forget that it isn't a public institution. It is a privately owned and for profit business, although it is owned by over 2,000 shareholders. The Open Meetings Act only applies to government at any level (and public institutions like the public schools) and in some instances to private businesses that contract with government. All co-ops are guided by the Seven Co-operative Principles, which since 1844 have been seen as the underpinnings of policy created by individual co-ops and actions taken by a co-op. The principles are brief and open to interpretation.

Here they are from an electric co-op:
https://www.electric.coop/seven-coopera ... %E2%80%8B/

Here they are from a food co-op:
https://www.willystreet.coop/seven-coop ... principles

Co-ops are also governed by co-op law which varies somewhat from state to state.

In general, the Co-op maintains and grows based on what it takes in. It isn't subsidized by taxes or corporate donors. It's a business, albeit a special sort of one with a close connection to the community.

Sharon


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 Author: SMB
PostPosted: Thu May 03, 2018 6:11 pm 
Here's a link to the most recent Garbanzo Gazette so that you can read the general manager's vision of acquiring a new location.

https://www.silvercityfoodcoop.coop/newsletter

Sharon


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 Author: SMB
PostPosted: Sat May 05, 2018 10:37 am 
The annual Co-op picnic is Sunday, May 6th, from 11:00 A.M. to 3:00 P.M. at the Gomez Peak picnic area. During this time, the annual general membership meeting will be held. This is our "state of the union" address from the general manager, letting us know the financial status of the Co-op, how the preceding year went, and how the upcoming year looks. It is also a time for members to ask questions and make comments. It really helps to know exactly when such a meeting is and to have an agenda ahead of time so that we can ask relevant questions.

Does anyone know what time the actual meeting is?

Does anyone know where we can find an agenda for it?

Sharon


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 Author: SMB
PostPosted: Sun May 06, 2018 8:22 am 
It's my understanding that the general manager, Joe Zweibach, is intending to speak at 11:30 and will hand out annual reports at that time. I'm not sure if his speaking is just part of a general membership meeting or actually is the meeting.

Sharon


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 Author: JE1947
PostPosted: Mon May 07, 2018 4:41 pm 
Yes.Move it.
It's time to move it.
With a four way stop there, and a big truck backed up two to four days a week, the threat of a major accident is just there ... the radio station is across the street ... people walk across all the time ... it is nice that folks are so cordial & helpful. But the coop is over due for a move to somewhere that parking is easier. Of course, the blow to the downtown will be heavy. So, that is the dilemma. It doesn't have a happy ending, I don't believe.
But there doesn't seem to be any open space down there that is big enough to accommodate the parking at peak hours.
That's my suggestion.
Not that I expect it to be implemented.
I generally can't afford to shop there anyway.
I guess that makes my input irrelevant.
Parking, though, is one reason. Prices are the main reason.
So, that's how it goes.
Eagan


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 Author: SMB
PostPosted: Fri May 11, 2018 6:20 pm 
Sunday, May 6, was the 2018 members’ picnic and annual General Membership Meeting for our co-op. The picnic was well planned and organized by staff, the assistant manager, board members, and the Member Connect Committee. The Duckstop provided the main courses and side dishes, offering wonderfully tasty, nutritious food to a group with a wide range of food preferences, and the dessert making skills of the membership showed to be equally extraordinary and diverse. We shared voicing high praise with every member we spoke with for food and the overall atmosphere of the picnic.

At the General Membership Meeting, the general manager gave a brief State of the Co-op report and handed out financial statements. I feel, however, that he glossed over the losses incurred by the Market Café during its two years (including the year of rent paid before it opened) and the depletion of the Co-op’s cash reserves during that time. Had our Co-op not been in such good health to start with, we could not have endured the losses, which were somewhere between $150,000 and $190,000.

In the March, 2018, Garbanzo Gazette, the general manager explained why we could not realistically look at moving for possibly 5 more years. He says there are two things holding us back: lack of money and the absence of a place to move into. He says, “...While we are healthy - it would take us quite a few years to save that much with considerable scrimping which would actually work against us. So we will need to finance [sic] though in our small town, most banks are reluctant to invest that much in our tiny business. Part of our goal right now is to increase our cash reserves as to minimize the risk to any loaner.”

Suddenly the Life Quest building is available, and In the May, 2018, edition of the Garbanzo Gazette the General Manager effuses over the possibilities that lie ahead if only we could buy it. Suddenly there is yet another imperative to secure a building before it is snatched from us. We paid rent for a year on the Market Café building before moving in and for three months after it closed. Suddenly the general manager is saying we’ll need $1.3 to $1.5 million or more because the cost of the building plus refitting it plus architectural fees plus the move itself is going to be very expensive. And there’s a good chance no local lender will lend us the money, so we have to get creative. His solution: member financing. In that same issue of the GG, he says, “...But I also know of many Members over the years that have said to me that they have dollars sitting in banks doing nothing for anyone. They would love to invest in the Co-op if there was some mechanism set up.”

This seems highly unlikely to me, but not entirely impossible.

(I’ve never been comfortable being the adult, but I feel the need to at least try here. If trying to weigh dreams against that God awful reality that comes swooping down on us and bites us in the butt is negative, then I am daring to go there for now. Someone has to.)

Yes, the unfortunate closing of Life Quest has made a building available that could possibly be a good fit for the Co-op. It could also be the over-reaching move that so many Co-ops have made that has resulted in their going belly up. This is a much better choice than the let’s-move-out-on-the-highway-to-a-strip-mall suggestion that the general manager once kicked around.

This is a bottom-line issue for me: can we afford this major expense at this time and do we have a business plan?

It’s also a trust issue. I don’t trust a leader who doesn’t seem to have learned much from having rushed into at least one catastrophic retail venture.

The next board meeting is Wednesday, May 16, at 4:30 P.M. at Grant County Volunteer Center, 501 East 13th Street. Take Corbin north off 12th.

Sharon


Last edited by SMB on Mon May 14, 2018 1:41 pm, edited 1 time in total.

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 Author: SMB
PostPosted: Sat May 12, 2018 10:08 am 
Eagan,

It can be difficult to park near a specific business like the Co-op at any given time. If one has a difficult time walking any distance, then there truly is not adequate parking downtown, especially so in some areas. However, parking in general is available downtown all day long, and this has been verified by studies done by the Town and the Main Street Project on at least two occasions. The catch is that it might not be where we want or need it to be.

One issue that organizations like Main Street have battled for 30 years or so is that shop owners and their employees want to park in front of or near their shops. This blocks customers, who just need to pop in to a business, from parking near those shops. People who work in the businesses need to take the parking spaces off the main streets where they are less likely taking a potential customer's space.

As for the trucks at the intersection...yup, it's a problem. I do admire the skill and care with which the drivers have dealt with a bad situation for years. The Co-op has four deliveries a week, I believe. It's also my impression that two of them are done before regular business hours. Even if the Co-op were relocated, Diane's Bakery, Diane's Restaurant & Parlor, Nancy's Cafe, Millie's, the Fry House, Tapas Tree, and possibly Shevek's would still all need deliveries. Trust me, the beer truck is not delivering to the Co-op.

Sharon


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 Author: BigBird
PostPosted: Mon May 14, 2018 12:20 pm 
How does Co-Op management expect to retain enough members so that it will be able to earn the money to move eventually, if it keeps engaging in Corporate-type manipulative marketing behaviors like raising the price by $4 on their existing stock of African baskets while simultaneously holding a 20% sale on them!


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 Author: SMB
PostPosted: Tue May 15, 2018 5:25 am 
If you have questions or concerns or support to offer for the proposed purchase of the old Life Quest building, remember that the Silver City Food Co-op Board meets tomorrow, Wednesday, May 16, at the Grant County Volunteer Center at 4:30 P.M.

Keep in mind that the board does not require a shareholder vote to make this decision. If the decision is made to proceed with the purchase, it will be done by a simple vote of the board.

Sharon


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 Author: SMB
PostPosted: Wed May 16, 2018 10:05 am 
Here is the agenda for tonight's Co-op board meeting. You will note that item F is a discussion of "Financial Strategies and Business Plan update document" which is in the board's packet for this meeting. https://docs.wixstatic.com/ugd/61f83a_2 ... 5f5a69.pdf

Wouldn't it be nice to be able to go to board meetings having read these documents, as well, so that we could more effectively comment or even more effectively ask questions rather than always being reactive?

Sharon


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 Author: SMB
PostPosted: Fri May 18, 2018 8:02 pm 
New, reelected, and appointed board members (appointed by the old board) were installed at the May board meeting: Jennifer Johnston (3 years), Dan Herbison (3 years), Shanti Ceane (2 years), and Julianna Flynn (appointed for 1 year). Jennifer Johnston was named the new president.

During “Agenda Item A.5 Member Comments,” Bill Lindenau - one of two members, the other being Veronique DeJaeger, who came in from Kingston for the meeting - spoke briefly in reference to a letter that he and five other members including myself and Veronique had signed. The letter addressed our concerns with purchasing a new building at this time. The general manager curtly dismissed the contents of the letter with a comment that they (They being he and the board.) had already thought of all those things. Later, Jennifer Johnston wrote a gracious thank you for our having taken the time to express our concerns and added the assurance that the board was considering much of what we had addressed. See the difference?

In general, the tone of the discussion around the proposed purchase was less frantic than at April’s meeting, and no form of the word “urgent,” including “urgency” or “urgently,” was used even once while I was there, unlike at the previous meeting. Board member Laurie Anderson did express her concern as to this being a good idea, and she apologetically said that she feared she may be the one to put the brakes on the purchase by failing to agree to consensus unless thoroughly convinced otherwise.

The 6:05 break came and my left sciatic nerve quite loudly said, “Stand up and go home or I will make you wish you were dead.” I stood and went home, thus missing “Agenda Item F. Discussion - Business Plan for Lifequest building update,” which is actually what I had gone to hear. It appears that the general manager is working on the business plan with the help of WNMU's Small Business Development Center. This brings me to my own personal conclusion about the Co-op issues I have participated in over the past year. As much as I love the Co-op and have for a very long time, there are other issues on which I stand a better chance of actually having an impact. I have no say in this decision to buy or move nor does any other member who isn’t seated on the board. The decision will be...has been...made by board and management according to policy and by-laws.

When I first entered into regularly attending board meetings, my main concerns were employee rights and closing the failing Market Café to preserve the financial stability of the Co-op. In the past year there has still not been a completed rewrite of employee policy (although expert help was offered but rejected by the general manager), and we have traded the crisis of the Market Café for the crisis of whether or not to buy a new building and move, thus posing yet another risk to the financial stability of the Co-op. Not much has changed in the two greatest areas of my concern for this business.

The Life Quest building will either be bought or not. The Co-op will relocate at some as yet to be determined time or the Co-op will stay where it is. The store will change however the general manager decides it will change. Depending on how these things go, the Co-op will thrive or fail. As with government, we have little say other than in who is elected to make decisions for us. Those positions have been filled by whoever was willing to run. All we can do now is step back, hold our collective breath, and hope for the best, however we envision that.

Sharon


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 Author: SMB
PostPosted: Mon Jun 18, 2018 7:06 am 
The Co-op June board meeting has been moved to Monday, June 25, instead of this Wednesday. The location is at the Commons.


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 Author: SMB
PostPosted: Wed Jun 20, 2018 11:01 am 
Here is the link for this month's board meeting agenda so that you have some idea of what is being discussed and where "we" are at in procuring the Pope St. property and moving the Co-op to the old Life Quest building.

https://docs.wixstatic.com/ugd/61f83a_4 ... 936336.pdf


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 Author: SMB
PostPosted: Thu Jul 05, 2018 10:45 am 
Monday, June 25, was the Co-op board meeting for the month of June. The board spent an incredible chunk of time accomplishing very little. No wonder board members speak of exhaustion and want to cut board meetings to once every two months, perhaps with an executive session (one closed to members) on the off months. I think some form of this may have passed, but between the way decisions are made (consensus instead of yay or nay majority) and the poor acoustics in the Commons, I am not entirely sure what the exact new plan is.

A board member questioned the general manager on the issue of the employee policy rewrite. This is something the board has been calling for during the past year with no results, just the GM’s vague references to progress but no actual product being ready to implement. Once again he blamed the board for keeping him unreasonably busy with the closing of the Market Café and now his time is consumed with relocating the Co-op. The fact that he has had sincere and skilled offers to help him with this just gets lost in his incessant excuse making, which the board seems to jovially accept.

Another board member asked him why no one in the Co-op knew where he was on a particular day. Of course it wasn’t his fault. The poor overworked guy was apparently giving of his own (?) time to do something and that darn staff just got it wrong. When the GM speaks, I have a very difficult time following his sequencing of events and reasoning. Bottom line: when something isn’t right, it’s not his fault.

There are preliminary floor plans for the location at Pope and College. There was more talk of financing for the move and retrofitting of the new location than of financing the purchase itself, which makes me wonder what the plan is for financing that part.

GM Joe and the board seem to believe that by moving we will increase business enough (at least 10%) to cover the debt service. If this doesn’t materialize, the GM’s ideas for saving money are to reduce payroll (which means cutting more staff or paying them less) and/or increase prices. He addresses this and other issues in the current Garbanzo Gazette. Which can be found here https://www.silvercityfoodcoop.coop/newsletter .
Ideas for getting a downpayment on the new building: mortgage the current Co-op building; loans from members.

So, if you looked at the links to La Montañita Co-op in ABQ, you’d have seen that Co-operative Development Services (CDS) is one of the consulting services that La Montañita blames for poor guidance resulting in an unwise purchase and changes to a more corporate style business and subsequent losses, all of which brought about the Take Back the Co-op movement. At this June meeting, the board and general manager discussed the need for a consultant and project manager. Bill Gessner of CDS seemed strongly favored by the GM to be his advisor on this project; however, in the July Garbanzo Gazette, Board President Jennifer Johnston says that the matter of hiring a consultant is being given careful consideration and that we would be kept “in the loop” as the decision is made.

At this point in time, according to the general manager’s front page item in the Garbanzo Gazette, the Pope St. building is “under contract” while the board and others look into possible sources of financing. Just listening to the general membership that I know, there is both excitement and concern about such a proposed move. Some are full-steam-ahead people, trusting that the board and general manager have a good sense of this community, what works, and what we can afford. Some are stay-put people, saying make what we have last, reconsider how we stock our shelves, and let’s rebuild our cash reserves. Some say it might be a good move, but we have to make the best decision we can based on the best information available. In July's "Cup o' Joe," the general manager says "[p]ersonally – for me – I make decisions mostly based on how something makes me feel." I'm not entirely at ease with that approach when it comes to a potentially $1.5 million dollar business venture that isn't his own personal money. The board president, Jennifer Johnston, is a researcher, not only by profession but...I believe...by nature as well. I trust her ability to ferret out and compile the best possible information. Laurie Anderson, the treasurer, has shown herself to be willing to confront issues with the general manager, and to be concerned about the treatment of employees, and she has expressed her desire for a cautious approach to this purchase. These two board members for now give me some hope that they will hold the rather difficult to pin down style of the general manager (and the earnest but perhaps sometimes heady hopes of the board and shareholders for an even better Co-op) to reality checks when needed.

The next board meeting is Wednesday, July 18, unless otherwise noted. The general manager and board seem to have set the end of July as the cutoff date for making the decision whether to move and for how to implement it should the decision be yes.

Sharon


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 Author: mimbresgranny
PostPosted: Thu Jul 05, 2018 9:36 pm 
I share your concern for what appears to be a glib attitude towards the fate of employees or prices as simply an item on the ledger. Not only are both of far more importance to the success of the business but also contain further reaching consequences. It does appear that this GM is going to move full steam ahead, based on his feelings and where he prefers to work, regardless of any financial reports. I don't know about you but I have never heard of placing a contract for a sale/purchase BEFORE it is known where the financing is coming from. This does not fill me with confidence. So... it appears to be out of the members' reach and whether we have a co-op in the future a matter of roulette.


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 Author: Thelynno22
PostPosted: Fri Jul 06, 2018 5:57 am 
I echo all concerns expressed here. My hope for a food co-op in this community lies with the inability to secure financing for this purchase. I think 1.5mil is very conservative for a project like this. I think 10% growth as a result is overly optimistic. Since the GM is so overly vague, we must look to the past. The Market Cafe was opened with the same sort of good feeling in Joe and it was a total disaster. I am no longer a member of the co-op, but hope the remaining members can avoid another big mistake.


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 Author: BigBird
PostPosted: Fri Jul 06, 2018 1:17 pm 
I too have noticed that the GM always makes excuses and refuses to listen to what another is saying so I don't bother talking anymore. Because he never takes responsibility for the decisions he makes, I don't trust him on this one!


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 Author: msauber
PostPosted: Fri Jul 06, 2018 8:26 pm 
I, for one am excited at the possibility of a move to new location with very adequate parking, room for better manueverability within the store, another register to check out people faster, No need to go between 2 buildings to get backstock opening two doors, having the wind blow product off the cart or having the grade between the buildings creat product falling off of the cart. More space inside means stocking would be much easier and better displayed and more room for more bulk items again like vinegar and Olive oil etc. I would think getting into the building with as little cost as needed would be prudent, allowing for future upgrades as needed and money permits.
As far as getting a contract without secure funding yet, that would be up to the seller. I think it was wise to do it. I'm sure the contract has the normal language stating we are not liable if we can't secure funding. No loss there.
If we can honestly afford it, I would love to see it happen, and I don't think 10% increase in sales is at all overestimating the growth. I could be wrong but I would venture to say it could be moderately higher.

Michael


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 Author: SMB
PostPosted: Sat Jul 07, 2018 9:02 am 
In addition to what was in my initial notes on the July board meeting, three shareholders addressed the board: Bill Lindenau, Dean Jarosh, and Susan Van Auken. Each of these member-owners urged caution in entering into this deal, each with their commitment to the continuation of the Co-op as their primary concern. None denied the difficulties inherent in the old structures and none appeared to oppose the idea of acquiring a building that would solve the very real and serious problems that the current location poses, as clearly identified by Michael. They just urged caution in entering into this financial transaction. Of the three, Susan has seemed to be the most supportive of the move in general, while Bill and Dean have both expressed their doubts that this is a sound financial decision at this time.

The general manager has said that we can cover our debt service with a 10% increase in sales and is confidant we will do this. Michael, the general manager, and the board and their financial consultant seem confidant that we can easily increase our sales by 10% or more as a result of the move. Lynno, Jim Druffel (a Bullard St. business owner), Veronique de Jaeger and Bill Lindenau, and Dean Jarosh have all expressed their doubts through posts and/or letters to the board and/or in speaking to the board.

As I mentioned in my July post above, the general manager has said that failing to hit this goal could be remedied by "...massive cuts (mostly in payroll)..." and by raising prices. I'm not certain how cutting staff supports a move that is being done with the goal of expansion. Nor do I understand how cutting pay, hours, and/or benefits (all ways to cut payroll) supports our commitment to fair labor practices. We do have such a commitment, don't we? Co-op staff do not receive health insurance through work but have a small (very small) health care allowance that, I believe, has been based on the amount of their hours of work. They lost their matching money for IRAs a while back. They do have a generous discount on what they buy there.

As for raising prices, Eagan mentioned the Co-op being too expensive for him to do his general shopping there, and many that I have spoken with over the more recent years (both frequent and casual shoppers) have mentioned cost as well. For those of us who can afford to, we often choose to pay what we perceive to be a little more on a few items to support the Co-op. Idealism has real limits, however, and if we can't afford something at the Co-op, we don't buy it or we look elsewhere.

That is all we are asking of the board in making this decision. Put aside the pie in the sky when making this decision and make sure you do your best to keep the bread on table.


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 Author: bmishuk
PostPosted: Sat Jul 07, 2018 1:00 pm 
I agree with Michael Sauber about all the advantages of moving and also about securing financing. Most offers on property, once accepted and under contract have contingencies. Obtaining financing is indeed one of those contingencies and no bank will loan money if they do not feel there is the ability of the borrower to service that debt. I believe the Board is taking a prudent approach to this purchase but like any venture there are risks, and yes, if there was a problem we would have to cut back, and personnel being the largest expense after cost of goods is the likely area. In the past when payroll reductions were needed most positions were eliminated/combined as folks left the Co-op on their own to pursue other interests or dreams. There have been very few actual layoffs. I presume this is what would happen should it be needed in the event that the Co-op did not get the shopping support needed to keep it going for generations to come or if there was an unexpected downturn in the economy. I am personally excited about moving to a space with so much potential. I'd be OK if we ended up staying where we are but I am very aware of the fact that our current space, aside from its drawbacks as Michael mentioned, has no potential to better serve those future generations. I encourage folks to come to the Board meetings and get a first hand feel for the way the Board and Management are pursuing this venture.

As Sharon mentioned the Board is going to try out having an open discussion type meeting every other meeting. My understanding is that these "non" business meetings will also be open to member attendance and the only time members would not be welcome is if the Board needed to discuss either a real estate or personnel matter that could not wait until the next regular business board meeting and therefore they would have to have a closed session during the scheduled discussion meeting. Board members have lamented the lack of time the regular meetings have had for any in depth discussion on a variety of topics so this is an attempt to remedy that.


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 Author: mimbresgranny
PostPosted: Sat Jul 07, 2018 7:01 pm 
Once again, SMB has stated my concerns quite well. We are trying to trust the board but it is hard with all the "if"s in this deal. Those speaking in favor are using that same language. Contracts usually contain... Personal cuts are usually with attrition... The bigger space might bring more customers because they can park...

1- what contracts usually contain is not the same as letting us see the contract. It is not the same as knowing our financing has been reviewed by "the bank" as sound and pre-approved what we can afford before we enter negotiations with a seller.
2- I don't believe the coop is overstaffed. Cutting staff means the remaining staff will need to do more no matter how much easier that work might be or how much nicer the place is. Attrition only works when there is a large enough staff that there is regular turn over. Is the GM willing to be the first to take a pay and benefits cut?
3- Where are these additional customers to come from? Silver is not growing. There are no new businesses anticipated. Perhaps there will be an increase in those who need the special dietary options afforded. Most people I know who don't shop there say it is ALL about prices because they would like to buy healthier foods but can't live with the the cut in quantity that would be required to stay in budget. Any increase in prices will be difficult for this limited income Town to absorb and most predictions are for the economy to get tighter in the near term.

I need the specialty supplements that I can't get elsewhere in this town. I am VERY concerned about a decision that has any chance of bankrupting this business. It would "feel" different were there not the red ink left from the sandwich shop as well as the sting from that failed decision.

All this "trust in the Force" thinking makes me very nervous.


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 Author: SMB
PostPosted: Sun Jul 15, 2018 4:08 pm 
This Wednesday, July 18, is the monthly Co-op board meeting. It would seem from the discussion last month of how to alternate action item meetings with ones centered on discussion and input that this meeting could allow for more time for member-owner comments and input. Here's hoping.

At previous meetings, the general manager has mentioned July 31 as the cutoff date for taking further action toward purchasing the new building. I'm not sure exactly what that date means, however, in reality. The board has given earnest money to the sellers and the general manager has engaged an architect to do preliminary planning. Financing? I have no idea where that stands, but rumor has it that a local bank is eager to lend "us" money. How much? No idea.

As members, whether you see this as a wise and necessary move justifying immediate action or as a wonderful building whose availability is unfortunately off, the board needs your support in making sure that the general manager follows protocol and does this right because I suspect it will be done.

Remember to come to the meeting at 4:30 this Wednesday at the Commons and support our Co-op.


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 Author: SMB
PostPosted: Sun Jul 22, 2018 10:46 am 
First, let me go on record as saying that I acknowledge and accept as valid the need for a larger building to house our Co-op. Michael Sauber’s concerns about stocking in cramped quarters and other building issues are reflected in the views of every staff member that I have spoken with. These problems of space are evident when visiting the Co-op. The need for a larger building has not been something with which I have contended. Leadership and timing are the issues that concern me.

Now for a walk down Memory Lane, please read this article about our co-op from the Desert Exposure of July 2014. Does the enthusiasm and vision of a successful expansion sound familiar from Joe Zwiebach back then as he glowed about the expansion of the Co-op grocery to an as yet undetermined additional business (in others words, no business plan) at 614 N. Bullard?

It sounded similar in October of 2006 when the same general manager as we have now was part of moving the Gentle Strength Co-op from its university location in Tempe, AZ, to a strip mall. http://archive.azcentral.com/abgnews/ar ... e0104.html Heavily in debt, Gentle Strength permanently closed its doors after 36 years in business in February of 2007, only four months after opening in its new location. http://www.eastvalleytribune.com/news/g ... 83b00.html

Now, to the July board meeting. In general, there was little information given us and the discussions ranged from too much plastic to what gets sold before it got to why most were there: moving the Co-op. The general manager seemed to take control of the direction of all discussions and, as usual, talked excessively with little actual content and actually talking over a few members until one member fearlessly called him on it.

The board president commented that the only members who attend meetings (disclosure: I often do) are “nay-sayers” and there to complain about something. Some of us are there because we value employee rights and want to see them respected and clearly documented in policy and we value the co-op and don’t want it to go the way of the Market Café. If that is nay-saying and complaining, then please join me. This unfortunate characterization of those of us who attend board meetings was followed with a chastisement for no one being willing to run for the board. Could a dysfunctional board that has met community concerns with dismissiveness be part of why few will run and so many quit? By the way, newly seated Dan Herbison has already resigned. That might be a record.

The Co-op will move. It will move under the direction of this general manager and board. That makes me uneasy. It is up to the general membership to make sure that staff isn’t cut and then overworked to save money. It is up to us to assure that expansion is done incrementally without incurring excessive debt. It is up to us to make sure that whatever is done reflects the 7 Co-operative Principles. Please note item #2. It addresses direct participation in decision making by the general membership. This is something that our past and current boards have disregarded.

Cooperative Principles
Cooperative Principles are guidelines by which cooperatives put their values into practice.

1. Voluntary and Open Ownership
Cooperatives are voluntary organizations, open to all persons able to use their services and willing to accept the responsibilities of ownership, without gender, social, racial, political or religious discrimination.
2. Democratic Owner Control
Cooperatives are democratic organizations controlled by their owners, who actively participate in setting their policies and making decisions. Men and women serving as elected representatives are accountable to the ownership. Owners have equal voting rights – one owner, one vote.
3. Owner Economic Participation
Owners contribute equitably to, and democratically control, the capital of the cooperative. The economic benefits of a cooperative operation are return to the owners, reinvested in the co-op, or used to provide owner services. You control the capital.
4. Autonomy and Independence
Cooperatives are autonomous, self-help organizations controlled by their owners. If they enter into agreements with other organizations, including governments, or raise capital from external sources, they do so on terms that ensure democratic control by their owners and maintain their cooperative autonomy.
5. Education, Training, and Information
Cooperatives provide education and training for their owners, elected representatives, managers and employees so they can contribute effectively to the development of their cooperatives. They inform the general public about the nature and benefits of cooperatives.
6. Cooperation Among Cooperatives
Cooperatives serve their owners most effectively and strengthen the cooperative movement by working together through local, national, regional, and international structures.
7. Concern for Community
While focusing on owner needs, cooperatives work to improve the quality of life in the areas they serve.


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 Author: msauber
PostPosted: Sun Jul 22, 2018 4:14 pm 
I thank Sharon and all who provide much needed debate about the potential move of the co-op. We ALL want the co-op to continue providing the food, jobs, services and new way of looking at business enterprises in the community. I am fiscally conservative. By that I don't mean letting the rich not pay taxes and cutting social needs to "balance" the budget. I mean I try to get by with spending as little as possible to make things work. As I briefly mentioned in the earlier post I would indeed love to see a move to a larger building to avoid all of the issues with stocking from one building to the next and have the benefits of more than ample easy parking (if we needed more parking than that, it would in itself be a successful move with the increase in business). I'd like to point out that trying the cafe can't be compared directly to moving the established business of the co-op. One is a new untried venture and the other is an established business with established customers and some reasonable potential for more with easier and ample parking. There will be a baseline amount of money needed to make the move with new refrigeration equipment etc. Beyond that, I myself would choose to go with the minimum needed and expand/spend as time and money permit. Perhaps it is possible to get larger loans and do the move complete with all needed changes. I would be very cautious myself.
Mike


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 Author: gorwest
PostPosted: Mon Jul 23, 2018 2:35 am 
There must be someone doing a financial analysis for this project with pro forma projections and modeling of possible scenarios?


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 Author: SMB
PostPosted: Mon Jul 23, 2018 6:50 am 
Yes, Gordon. We were told that there is.


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 Author: SMB
PostPosted: Mon Jul 23, 2018 11:03 am 
Although La Montañita Co-op of Albuquerque is the second largest food co-op in the country with over 10,000 members, we do share some similarities. Most evident is that there are many members who care deeply about not just having an organic grocery store but having it shaped by the Seven Co-operative principles emphasizing democratic practices. Over the past few years, many of us have become concerned about the treatment of employees and the more corporate culture we have seen developing. These articles are relatively short.
Below are two links to the “Take Back Our Co-op” site associated with La Montañita Co-op. The first one is of interest to me because it is a consultant from Co-operative Development Services who will probably advise our co-op on this move.

http://www.takebackthecoop.com/corporate-takeover.html

Those green Co-op labeled specials that we have all come to love come at a price beyond the one on our register receipt, as do Field Day branded items.

http://www.takebackthecoop.com/how-we-take-it-back.html

Sharon


Last edited by SMB on Tue Jul 31, 2018 5:32 pm, edited 1 time in total.

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 Author: SMB
PostPosted: Tue Jul 31, 2018 4:39 pm 
Dan Herbison recently quit the Silver City Food Co-op board of directors. He told me that he had repeatedly warned the board that they were considering taking on more debt than the Co-op should risk at this time when one considers the cost of the building and proposed improvements to be done immediately. (It is my understanding from other sources that the board has okayed $1,000,000 in debt. Herbison told me that he felt the Co-op could handle between $400,000 and $600,000.) Dan also had been rebuffed in his asking for a thorough assessment of the structural integrity of the building to be done by a qualified engineer (which was eventually done and showed no exceptions) and a go-over by a licensed plumber to assess the location of currently existing drains, as refrigeration units require drainage. The building is, after all, 75 years old or so.

Dan Herbison had, as had Board President Jennifer Johnston, written a piece for the Garbanzo Gazette in which he supports the purchase but cautions against overextending ourselves in debt. He urges the board to go slow. He was told by another board member that they would not print his piece in the August Garbanzo Gazette because it did not follow the rule of the board “speaking with one voice.”

Below is his piece printed with his permission.

Sharon

We’re at the threshold of Chapter Two of the Co-op’s need to expand. Chapter One (614 Bullard, which was initially proposed to replace the existing store) ended last year with an unimpressive PLOP. Yet there remains a strong consensus (of which I am a part) of the Board and Management that expansion is necessary.

There are three factors which are literally driving the need to expand: traffic access to the store, parking, and space in the store (for staff, for inventory, for processing, for customers). The mere move, without more, would address all three of these primary drivers.

Consensus is often not difficult. The Board quickly found consensus that the College and Pope building was right, at a good price, and that we could afford it. Consensus past that point is much more difficult.

I’m presently in the ‘go-slow plan’ camp, but I still lack a lot of information that will play into a final decision.

The first principle of the go-slow plan is not to do anything that cannot be financed using present revenues. If we move our existing operations four blocks to a better location, we can count on existing revenues.

The go-slow plan proposes simply to pick up the present store and carry it over to the new building, intact, without substantially changing or expanding it. (There are a couple exceptions I support, but the principle remains the same.) To the extent possible, it would reuse the present fixtures and equipment.

At Pope Street, instead of building out the adjacent steel structure (the west end) for office and other uses, it could leave intact an existing set of offices on the east end and use them. Instead of removing the existing bathrooms and building new ones (including plumbing and drains), it could use the old ones. There are many more examples, but these give you the general idea.

We would then PAUSE (completely), STABALIZE, and EXAMINE what had actually
happened as a result of the move. I see this as at least six months, but a year would be better.

Why?

The conventional wisdom is that the move, alone, would improve sales by addressing each of the
three primary drivers of the move. I believe it, and so does everyone else on the Board and in
Management. It is, in fact, this belief that drives the go-fast plan.

But if we’re wrong, and we’ve invested more than the Co-op’s present revenues can repay, then
the PLOP of Chapter One (which also looked pretty good when we started it) becomes a much
louder, more serious sound. This is risk – is it reasonable or necessary?

The go-fast plan also has advantages. A major portion of the go-fast plan doesn’t actually
increase the products or services sold by the store – it improves the quality of the store and of the
shopping experience in the store. It allows much greater integration of the work, and eliminates
subsequent interruptions in the life of the store to do work which the go-slow plan puts off.
Building-wide systems such as floors and lighting can be completed together at a single point,
and one single plan of financing can be negotiated to complete the entire job under one contract
of construction.

But in order to borrow enough to complete the go-fast plan, it would be necessary to hire
marketing consultants to conduct a ‘market survey’. This study would project how much more
could be sold in the new, improved store than was sold in the old store. These (or other)
consultants would then create ‘pro forma’ income statements based on those projections,
showing higher (projected) income, and thereby supporting larger loans.
This could work, and if the studies are right, we get a lot further a lot faster, with a lot less
hassle. But I’m aware of other projects engineered by these same ‘professionals’ with less than
optimal results. A good risk? Or not so good?

The decision?

The Board will make it – it is, after all, their job – but don’t you think you should be a part of it?

Being a Board member can be as easy or as hard as you care to make it. Trying to do it well
pretty much makes that choice for you. Being a Co-op member can also be either easy or hard,
and trying to do it well has much the same effect.

I joined the Board in May, and am quite surprised at how little input and participation we see
from the members. I know – you’re busy – but so are we!

This expansion plan is just one of the many, many issues affecting the Co-op that should mean a
lot to you. If you show up at a Board meeting and speak, you are heard. I know, because I’m
one of the people who hear you.

But there’s a lot more you can do without making the investment of time it takes to be on the
Board (not that we couldn’t use a couple more people willing to do that). An example: We
really need to have a robust discussion about whether the members are given enough information
about current projects (such as the move) on a current basis. Is this an issue on which you are
willing to actually put in some work to try to reach a consensus of the members?

My personal email address is included below. I welcome your input, even if I am individually
unable to address your idea or concern. I am considering trying informal gatherings later this
summer. If you give me an email address, I’ll hang onto it in case that comes to fruition.
This Co-op is important to all of us – maybe not life-critical important, but still worth some
effort. Let’s talk about it.

As you are no doubt aware, my individual views are not necessarily the views of the Board.
Dan Herbison, Board Member
dan@abqtax.com


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 Author: Bruce
PostPosted: Tue Jul 31, 2018 6:18 pm 
I heard from two sources that the board was closing on the building at College and Pope today. So unless something unexpected went wrong that part appears to be a done deal. How the building will be used and renovated is a different matter. I see a lot of misinformation on Facebook and in email about the board’s plans. Some of this is toxic nonsense that doesn’t reflect the board’s actual plans. But the board and the manager are largely responsible for the problem. You should be hearing this from them, not me.

I personally know three of the five board members to differing degrees. I don’t believe any of them are planning to turn our coop over to a corporation or to hire CDS Consulting to help them change the bylaws. I have talked to some of them and have heard plans that don’t correspond to the outrageous plans being alleged by critics. So here are some things that I have heard that I haven’t read elsewhere. Again, these “facts” are second hand, and you shouldn’t have to hear them from me. But I would like to introduce some reality into the discussion.

- No one on the board is considering spending $1.5 million to renovate the coop. This is what it would take to do everything at once with a beautiful renovation making full use of all the new space. As critics have pointed out and the board recognizes, there isn’t enough money to support that kind of mortgage now.

- The plan being discussed is to move the existing coop into a part of the new building and expand gradually as money comes in to take advantage of the full space. The idea is to do the minimal move at first. As of a few days ago, no one knew the real cost of minimal renovation. The board was working as fast as possible, but there were many unknowns.

- There were two alternate offers on the building. If the board didn’t buy today, there would be no other opportunity.

- It would be expensive to stay in the old building. The refrigeration system is not working well. They would have had to spend several hundred thousand to stay where they were. This money was coop specific, and could not have been recovered in a later sale of the old building.

- The coop has two alternate sources of money to pay for renovation. One is to sell the rounded roof utility building behind the new parking lot. There is apparently some interest in this building alone. Also, if the coop moved it could sell the current building, which is in an excellent location. Of course there is no guarantee of a sale. We all know of buildings that seem to be in a good location downtown, but that have not been sold.

- The coop is working with a local bank. No local bank is going to lend to an organization that can’t show it can pay the mortgage. The fancy expensive plans aren’t possible even if the board wanted to do them.

I hope that I haven’t said things that turn out to be incorrect. I tried to be as conservative as possible in not saying things that I’m not sure of. But again this shouldn’t be coming from me. While I still have many questions, I think this plan may be workable. I hope so because the first step appears to have been taken.

My hope is that the board will be more forthcoming and that people will get behind an affordable move. I think our local elected board members have good intentions and did due diligence as best they could in a short time with limited resources. The lack of information has harmed the cooperative spirit, but I hope we can recognize our mistakes and forgive those of others. We need to come together for the next phase.

Bruce


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 Author: Bruce
PostPosted: Wed Aug 01, 2018 9:24 pm 
I was nervous about posting the prior information based on second hand information. Sure enough, one of the facts I cited has turned out to be wrong. I was told that there were two backup offers on the building. This turns out to be not quite true, although there were other potential buyers showing interest.

On the other hand, I was amazed to learn the price the coop paid for the building. It was a steal. I'm not going to say how much because the coop should announce this themselves. But as the owner of a commercial building who knows something about the subject I can tell you that the price was very good.

I'm still waiting for the announcement from the coop that I hear is coming and that I think should have been made already. I hope that information will be shared before the meeting at the Unitarian Hall on Sunday and that board members will attend that meeting to explain the deal. I'd hate to see critics and defenders complaining about each other without communicating.

Bruce


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 Author: BigBird
PostPosted: Thu Aug 02, 2018 11:30 am 
Buying the Pope St. building at a reasonable price shouldn't, in itself be a problem. The problem is one of Leadership! This General Manager and board are not right for Silver City. Their thinking and behavior has been very Corporate. Now the GM is talking about wasting money by using an outside marketing firm to poll us. Here is a direct quote of on this from Joe's most recent "Cup O' Joe" column (Aug. 2018 Garbanzo Gazette): "We have been planning a huge Member Survey in October. We have no details yet and there is a lot of talk of changing it into a full Marketing Survey done by an outside firm. That WILL BE COSTLY but especially with a pending relocation, most probably really necessary." My oberservation of this GM is that he loves to spend money and I don't think he "gets" us here in Silver City. We are not like Tucson or Santa Fe. We want good old-fashioned basic co-op products (organic and bulk) and not expensive trinkets. I believe he will move ahead with the "fast approach" of immediate expensive renovations. We don't need "fancy" here in Silver City but I'm sure that will be the way he will go.

The board will not know what we really think because why go to meetings where you are not really "heard". We will just continue to withdraw our support from the Corporatized co-op and that is something that is getting easier and easier to do.


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 Author: jannamin
PostPosted: Thu Aug 02, 2018 2:08 pm 
Let's talk.

I have planned a meeting for Co-op member-owners to discuss the spectrum of opinion and thoughts before the August 15 Co-op Board meeting.

We will have a facilitator to keep the meeting civil and organized.

Sunday, August 5
2-4 pm, with registration starting at 1:30 pm
Unitarian Universalist Fellowship of Silver CIty
3845 N. Swan St., (North of PNM, The Power Co.)

Bring a small donation for use of the space.


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 Author: jannamin
PostPosted: Thu Aug 02, 2018 2:34 pm 
"But the decision to relocate, despite acquiring the property, has not been made. There are further studies to be done and additional financing to be had. If it is found that it is too costly to renovate and move, the property can be sold off at no loss to the Co-op. There is also the possibility to rent out parts of it. The Board is proceeding slowly and cautiously." Garbanzo Gazette, August 2018

It's important to understand the state statute regarding those decisions involving sale or lease of any property that belongs to the Co-op. It requires a vote of 2/3 of all the member-owners to make these kind of decisions.

NM State Statute regarding Cooperatives

53‐4‐21.1. Disposition of property. (1987)

An association may not sell, convey, lease, exchange, transfer or otherwise dispose of all or any substantial portion of its property unless such sale, conveyance, lease, exchange, transfer or other disposition is authorized at a duly held meeting of the members thereof by the affirmative vote of not less than two‐thirds of all of the members of the association and unless the notice of such proposed sale, lease or other disposition shall have been contained in the notice of the meeting; provided however, that notwithstanding anything herein contained or any other provisions of law, the board of directors of an association, without authorization by the members thereof, shall have full power and authority to authorize the execution and delivery of a mortgage or mortgages or a deed or deeds of trust upon, or the pledging, assignment for security purposes or encumbering of any or all of the property, assets, rights, privileges, licenses, franchises and permits of the association, whether acquired or to be acquired and wherever situated, as well as the revenues and income therefrom, all upon such terms and conditions as the board of directors shall determine, to secure any indebtedness of the association.

History: 1978 Comp., § 53‐4‐21.1, enacted by Laws 1987, ch. 238, § 4.


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 Author: Bruce
PostPosted: Fri Aug 03, 2018 12:03 pm 
The requirement that any sale by the coop be approved by two thirds of the membership is a big deal no matter what you think of the proposed move to a new building. The official membership of the coop is large, including many who are not frequent coop shoppers. Two thirds of the membership is more than a thousand. It's difficult to imagine a coop meeting attended by that many. With this almost impossible requirement, the coop cannot do several of the things it might need to do:

- Sell the current coop building after moving to the new building.
- Sell the new building if moving proves impractical or unaffordable.
- Sell the quonset building on the new property.
- Sell the warehouse/shop building on the new property.

The law on coop sales was written long ago for farm coops. It doesn't really make sense for current food coops. From what I hear, the coop is talking to local legislators about proposing a change to the law. A second alternative would be creating some kind of virtual online meeting to get approval. But how would you authenticate virtual attendees?

This is a problem no matter what happens.

Bruce


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 Author: Bruce
PostPosted: Fri Aug 03, 2018 2:23 pm 
In case some haven't seen, the Daily Press has an article on the Co-op purchase.

http://www.scdailypress.com/site/2018/0 ... -building/

Bruce


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 Author: Bruce
PostPosted: Fri Aug 03, 2018 2:33 pm 
There is an earlier post about the "Take Back the Co-op" movement in Albaquerque. I read this with interest, but I also was interested to hear the other side of the story. There are stories about it in two different Albuquerque publications:

http://www.freeabq.com/2016/09/28/insur ... montanita/

https://www.sfreporter.com/food/2016/09 ... the-co-op/

Not being a member of that co-op, I read with interest but take no position. The goal here I hope is to listen to each other so that we don't get into a very public argument like the one they are having there.

Bruce


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 Author: SMB
PostPosted: Sat Aug 04, 2018 6:11 pm 
Bruce,

Both those articles were written two years ago. I'm curious if the dire predictions of increased exclusivity, higher prices, and collapse are anywhere near coming true. Oddly, this is what the Take Back the Co-op movement was battling and what many of us see as happening here as we depend more and more on NCG, UNFI, and CDS to shape our business, train our manager, and train our board.

Sharon


Last edited by SMB on Sat Aug 04, 2018 7:41 pm, edited 1 time in total.

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 Author: Bruce
PostPosted: Sat Aug 04, 2018 7:31 pm 
Sorry, I didn't notice the dates. But if response to Take Back the Co-op was two years ago, are the articles from the web site actually two years old? How did it all turn out? There are updates on the web site here:

http://www.takebackthecoop.com/updates.html

The latest one is November 2017 endorsing some candidates and recommending votes on some bylaws changes. That election is long past, but there is no clue how it turned out. Google also didn't turn up news on the subject. If you read backward in the updates you can see that some of the reforms and candidates supported by the Take Back the Co-op movement won in an election in November of 2016. But the web site founder who ran for the board, Django Zeaman, lost his race.

Apparently the issue has died down and the founders decided not to continue with updates. It would be interesting to hear this story from the perspective a current board member. It's hard to apply some of the lessons to our co-op without current information.

Bruce


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 Author: SMB
PostPosted: Sun Aug 05, 2018 5:14 pm 
Our board is about to hire a project manager to oversee the next step in moving the Co-op. Let’s make sure that project manager is not from National Co-operative Grocers or Co-operative Development Services. They will not move our co-op in a direction that follows the 7 Co-operative Principles. Below is why I believe using their services to find a project manager would be bad for our co-op.

UNFI (United Natural Foods Inc, a publicly traded company), which is the distributor that our co-op gets much of its packaged goods from, recently bought SuperValu for $2.9 billion dollars. UNFI's biggest customer is Whole Foods (a $22 billion contract now with Amazon/Whole Foods), but UNFI also signed a 6 year contract in 2015 with NCG (National Co+op Grocers of which we are members) to be its primary distributor. NCG does over $1.7 billion dollars in sales to 143 co-ops each year, and NCG brings us the Co+op specials we have all come to love.  Steve Spinner, UNFI’s president and chief executive officer refers to NCG co-ops as a “virtual chain.” It is significant that NCG conducts the training that our general manager goes to three times a year. I'm not sure if it is NCG or CDS (Co-operative Development Services) that trains our board.

If it were just a way of getting better deals through combining buying power, that would be fine. But it's not. CDS and NCG seek to shape the vary way that local co-op boards govern by promoting the adoption of Policy Governance, which is a governing style that our board has embraced and which has contributed to the weakening of our membership's relationship with the board, and it creates a wall between the board and the general manager's control over operations that has led to harsh treatment of employees and the Market Café failure. Sadly, it has blocked direct communication between the staff and board regarding issues with management. This is no surprise, however, given the shaping of our organization by CDS, NCG, and UNFI. When it comes to labor relations, UNFI has a very questionable reputation (as does their biggest client Amazon/Whole Foods) and, also no surprise, UNFI has sought to block unionization of their workers.

So, what do we want and what can we accept from a co-operatively owned for profit business such as ours? Remember, we are not a nonprofit. We are a member owned, for profit business. I have shopped at the Briar Patch Co-op in Grass Valley, CA, the Oneota Co-op in Decorah, IA, and the Mountain View Co-op in Las Cruces when in those locales. Sadly, over the years under NCG these three large and greatly expanded co-ops have all come to look pretty much the same today with the exception of some local products in each. Otherwise, they have the same products on the shelves and similar hot food and salad bar offerings, the same specials of Napa Valley olive oil or Dr. Bronner’s or Everyday Shea or UNFI brand Field Day products under the NCG CO+OP logo. They look like members of a co-op chain, as UNFI’s CEO Spinner correctly identifies them.

I also belong to and shop at the Silver City Food Co-op and have for nearly four decades. I do so because it is a for-profit business that I own a share of and it has represented a set of ethics in management, food production, ownership, and employee relations not inherent in larger, conventionally corporate businesses. When my co-op is being supplied with the same products by the same supplier that supplies huge chains and is adopting the same poor labor and management practices of these large corporations, something has gone horribly amiss.

The general membership owns the co-op and the board answers to us. They are obliged to supervise the general manager and hold him accountable to them, as we must hold them accountable to us. We have been negligent in our duty to keep apprised of what the board does, how it has changed the very rules by which it is governed and in turn governs, and we have failed to keep an eye on what management does, and how these activities have shaped the co-op we have today.

We need to get involved until it looks like the co-op we want. And, then, we need to stay involved to make certain that it continues to be what we envision as an alternative and more democratic approach to business.


Last edited by SMB on Sun Aug 05, 2018 8:55 pm, edited 2 times in total.

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 Author: jannamin
PostPosted: Sun Aug 05, 2018 6:46 pm 
Bruce wrote:
Sorry, I didn't notice the dates. But if response to Take Back the Co-op was two years ago, are the articles from the web site actually two years old? How did it all turn out? There are updates on the web site here:

http://www.takebackthecoop.com/updates.html

...

Bruce


The founders of the Take Back the Co-op at La Montanita passed the baton to its board in 2018, and the most recent updates come directly from the Co-op, not the movement. I would say the movement was successful in seating a responsive board and changing the management structure.

Janna


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 Author: BigBird
PostPosted: Mon Aug 06, 2018 8:05 am 
Right on Sharon! I don't like the corporatization of our co-op that's been evident lately. I certainly don't feel like I count as a member-owner anymore! We still have power, though - it's called BOYCOTT! Perhaps the only way to have a real co-op again is to let this one fail and then start over with a new team.


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 Author: Bruce
PostPosted: Mon Aug 06, 2018 9:22 am 
The effects of destroying the co-op rather than reforming it are obvious. All employees lose their jobs. All inventory is lost. Both buildings are lost. The people talking about boycotts and failure are probably not the ones capable of organizing a new co-op, so it's very likely that there would be no new co-op.

We just elected board members. They are people that many of us know. Perhaps they have made mistakes, but they are community members who care about our co-op. I know from talking to them that they are listening to the critics. We have no choice other than to work with them.

Although there are many vocal critics of the board and/or the general manager, there are also many co-op members who are enthusiastic supporters of moving to Pope Street. I dread getting into a public battle in which members have to choose between moving to a better location and fears of a corporate takeover. Critics may find that they have less support than they think. There's no way to know the numbers.

But there is hope of finding a compromise. Imagine that the board chooses a bare bones affordable plan for moving. Imagine that they back off from initial steps that have been criticized as too corporate. Imagine that the board creates better communications about their financial plans. We need to step back from the brink of a public controversy and try to restore the cooperative spirit. It's still possible.

Bruce


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 Author: Bruce
PostPosted: Mon Aug 06, 2018 9:50 am 
I just posted a positive and hopeful message about a possible future for the co-op. Now for the negative side. There is a new version of the "Business Plan for Relocation" on the co-op web site. You can see it here:

https://docs.wixstatic.com/ugd/61f83a_d ... c84d97.pdf

The last plan was dated July 25 and this one is dated August 5. I didn't copy the old one so I can't compare the two word for word. But from my memory there appears to be no significant change. In fact there appears to be less information since some confusing analysis of debt service appears to have been removed without replacing it with better information.

There is still no information on the co-op's current debt for the old and new buildings. There is no clue about how much money the coop would need to remodel for a move. There is no clue about the amount, down payment, or interest on a remodeling loan. There is no answer to critics who claim the board is already committed to an unaffordable loan. In fairness, the plan does have a lot of useful information about our strengths, our competition, and the advantages of a move. But as far as detailed analysis of what it would take to move, the attitude seems to be "trust us". It's hard to trust people who don't trust you with information.

I know some board members want to provide better information, but so far it is not forthcoming.

Bruce


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 Author: bmishuk
PostPosted: Tue Aug 07, 2018 9:21 pm 
Bruce - The Co-op owes under $6K on the warehouse building (111 E. 6th St). The main store (520 N. Bullard) is debt free.


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 Author: jannamin
PostPosted: Wed Aug 08, 2018 3:27 pm 
Have you had a chance to review the Co-op's draft Business Plan?

https://docs.wixstatic.com/ugd/61f83a_dc9b88891ee34c5389e904b132c84d97.pdf

Thoughts? Feedback in this space?

Janna


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 Author: BigBird
PostPosted: Thu Aug 09, 2018 6:51 am 
Well it doesn't really feel like a detailed business plan to me and while I couldn't read every word, there are some concerns I have about the hype about hydroponics and "natural" foods. These are some of the reasons why the co-op has lost me as a more regular customer: I don't consider hydroponically grown foods to be as healthy or as natural as organically grown in soil. Bragging about carrying "natural" foods is just more corporate industry hype, because "natural" in this industry can and does mean anything and is not as reliable a organic. So I see less and less reasons to support this "co-op" over other corporate food sellers.


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 Author: SMB
PostPosted: Thu Aug 09, 2018 7:10 am 
Perhaps this loosening of values is what allows the Co-op to sell Honest Tea, a Coca-Cola product that is also sold at chain grocers in this town. Yes, it does contain some organic and Fair Trade ingredients, but not all and not most by volume. It is, of course, distributed by UNFI, United Natural Foods Inc., which is the primary distributor for NCG (National Co-op Grocers to which we belong), and whose (UNFI's) largest client is Whole Foods).

https://www.wsj.com/articles/SB10001424 ... 2892481392

https://fairworldproject.org/blogs/honest-tea-labels/

Honest Tea taking up valuable shelf space in our cramped Co-op is a small issue, but it's one of many that make up a disquieting picture of the direction that co-ops are taking across the nation. Bit by bit we are compromising our commitments to our staff (labor), to the environment, to human rights, and to challenging the corporate domination of the market place.

It's not simple. Just the issue of Honest Tea labeling and its owner Coco-Cola is a complex issue, as the second article lays out nicely. But shouldn't we as a community of owners be hashing out these issues and defining those values that we expect our board and management...and it is OUR board and management...to be guided by? Do you really want a board that "speaks with one voice"? Wouldn't you rather hear dissent and the reasons behind it?

Those of us who raise questions and express doubt in the direction we are going are painted with broad strokes as "nay-sayers" and "negative." Board members are denied the right to express their dissent and staff are told to present a positive view of the move. What if they don't comply? What if being "negative" is voicing a balanced, informed view that includes some caution? Staff doesn't even have current policy to define what is expected of them or what their rights are. At a board meeting, the general manager claimed to have been too busy during the past year and a half closing the economically disastrous Market Café and now pursuing this new acquisition and move to see to protecting the rights of his staff.

When we lose the right to question, to dissent, and to engage in pubic discussion of the issues without fear of punishment or retribution...when we lose these things, we have lost a very serious chunk of the foundation of democracy. These losses start both small and large...small like our Co-op and large like what we encounter in the news every day. These losses start concurrently in every level of our relationship to power. They all serve to reduce our power to shape our community...local, national, global...and place this power in fewer and fewer hands.

I don't want to boycott the Co-op, which would be counter-productive to fostering the Co-op, and I have been resistant to those who want to recall the board. But if members won't go to board meetings on a regular basis to learn and respond, and if members won't familiarize themselves with the complex issues facing the production and distribution of food, and if members won't even vote in board elections, what is left? Coca-Cola products on our shelves, more and more pricy packaged goods garbed in material we very likely will not be able to recycle, employees who work without due process, and less input into the future of our Co-op.

If you like this decision to move and think that the new building is a good choice, keep in mind how these decisions were made. Someday these same decision making processes may well result in a decision that you aren't comfortable with. What will you do then?


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 Author: n2ic
PostPosted: Thu Aug 09, 2018 5:44 pm 
I'm not picking on you, just trying to understand your position on products like Honest Tea. It is one of -many- products sold at the CoOp that can be found at Albertson's and/or Walmart. Are you suggesting that the CoOp should only sell products not found at other local outlets ?


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 Author: Bruce
PostPosted: Thu Aug 09, 2018 7:55 pm 
My advice is that if you like a product from the co-op, don't look too closely at who makes it and how. Case in point:Yogi Tea. The organic food industry has its dark side, but there are also critics who can find something wrong with anything.

Bruce


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 Author: SMB
PostPosted: Fri Aug 10, 2018 8:37 am 
N2ic, your question is a very reasonable response to my post.

No, I don't think that we should avoid carrying a product solely because it is sold elsewhere in town. That would be a decision that has no basis in nutritional, environmental, social, or political values. I do believe that the Co-op should seek to carry products from companies that support the same environmental and social values that we once seemed to support. Companies like Coca-Cola do not even come close. It fights transparency in labeling and works to subvert research that indicates that drinking sugary beverages contributes to obesity. So far this year they have spent over $4,000,000 lobbying. https://www.opensecrets.org/lobby/clien ... D000000212

Food is a complex issue. We never sit alone at the table when we eat.

Sharon


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 Author: SMB
PostPosted: Fri Aug 10, 2018 8:55 am 
Bruce,

"My advice is that if you like a product from the co-op, don't look too closely at who makes it and how. Case in point:Yogi Tea."

It has been my impression that the Co-op was founded by and is owned and largely patronized by people who believe that we should look quite closely at what we buy. Otherwise, why would we care about organic, fair trade, or local?

"The organic food industry has its dark side, but there are also critics who can find something wrong with anything."

This is a rather dismissive statement that seems aimed at stifling inquiry and dissent by casting criticism as frivolous while advising us to just accept whatever we are given without question or comment.

Sharon


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 Author: Bruce
PostPosted: Fri Aug 10, 2018 10:00 am 
You are right, Sharon. We should look carefully at what we buy. I was just discouraged because I have been buying and enjoying Yogi Tea for years, but I just read an article claiming that the company is run by a "yogi" who isn't a yogi and who may run an abusive cult. I don't know how true this is, and I don't want to give up my Yogi Tea. But if this really is a bad company I should stop supporting it. Right or wrong, the tea will probably never taste the same to me.

I'm just saying that food research can be difficult and disappointing, not that it shouldn't be done.

Bruce


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 Author: SMB
PostPosted: Fri Aug 10, 2018 10:07 am 
Absolutely, Bruce. It's really disheartening to know that we have been essentially duped by a company purporting to hold themselves to higher standards, whether ethical, environmental, or nutritional. It's going to be happening a lot, I fear, as we are surrounded by so many claims that we just can't verify ourselves and our protective agencies are weakened and corrupted themselves.

Perhaps Bear Creek Herbs could help you blend your own version of your favorite tea. I've done this myself when I realized that some of my preferred teas contained "natural" flavors. It's fun to experiment and simple ingredients are easier to vet.

I'm sorry your tea has gone sour! It's happened to me on more than one occasion, and I know how something once truly a small but significant pleasure becomes some major social or environmental or political issue that we just can't get past. (Note that I avoided saying "just can't swallow.")

Sharon


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 Author: msauber
PostPosted: Fri Aug 10, 2018 2:23 pm 
Sharon, You Said "...and staff are told to present a positive view of the move."

I'm curious where you got that information. As a staff member, I have never been told anything like that and seriously question whether anyone else has. I think you must know that I say what I want and would be happy to expose if that was the case.

I am in agreement about all of the corporate products and I don't buy them. I try to inform myself as much as possible about them (by the way, for those unfamiliar with the Environmental Working Group EWG.org they are the ones who put out the dirty dozen list of foods, but just as important, they have a data bank of skin care/lotion/shampoo etc products that one can utilize).

As far as "corporate" products go, I would like to see a few cents added to any we sell, and put that money towards the other products to sell cheaper, or donate the money to Organic Consumers or some other organization to counter the money the corporates spend to mislead consumers (assuming that is legal). Imagine if all co-ops did that.
Michael Sauber


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 Author: SMB
PostPosted: Sat Aug 11, 2018 5:27 pm 
Mike- I know you speak your mind and have long had a reputation built solidly on that. I believe that no one has told you to present a positive view of things.

We are seeing the elephant from different perspectives. We seem, also, to have different expectations for what a food co-op should be. Across this country are many rural electric and farm co-ops that function more like conventional businesses, providing services and goods to members without any underpinnings of commitment to the environment, labor, or social justice. They simply provide goods or service, and many of them do a really good job of it. That's fine, but I see food co-ops as having both the opportunity and means to provide real, active leadership on these important issues rather than being primarily concerned about profit and growth while spouting rhetoric about community and the environment. I don't care what building we are in as long as it meets the needs of those who work and shop in it every day. The building isn't the issue. Something intrinsic to what the Co-op is has changed, and, without that principled leadership and foundation to guide us, I suspect that even if we might be a successful store, we will no longer be the Co-op.

Sharon Bookwalter


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 Author: BigBird
PostPosted: Sun Aug 12, 2018 7:54 am 
Sharon,

I agree with you! This does not feel like a co-op anymore. So since the co-op has already seemed to have gone away if the new venture fails it will be a corporation that has failed.


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 Author: SMB
PostPosted: Sun Aug 12, 2018 8:12 am 
BigBird, in some ways, yes, that is what would fail at that time...the corporate approach, not so much a corporation itself...but somewhere prior to that the Co-op has failed and we have failed it. Is it too late to salvage what is left and work to restore a socially and environmentally responsive and responsible business? Is it a waste of time to discuss and debate these issues if there is only a small segment of our membership who wants to put the time and energy into crafting a vision of such a business and formulating a plan to put it into effect? It takes a lot of time and work to do those things.

Sharon


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 Author: SMB
PostPosted: Sun Aug 12, 2018 9:12 am 
This Wednesday, August 15, is the August SCFC board meeting at 4:30 P.M. at the Commons. Here is the agenda.

https://docs.wixstatic.com/ugd/61f83a_d ... 7807ea.pdf

Sharon


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 Author: Twostasoflove
PostPosted: Sun Aug 12, 2018 7:54 pm 
All this coop "stuff" inspired me to reach out to a dear friend in Las Cruces, Shahid, who was a gem of a GM for many years. I witnessed him turn that coop from ordinary to extra-ordinary with amazing visionary work. We had a conversation about the current state of our management, board, and coop in general. After that, he gave some good advice...for me since my main concern isn't with the move itself but the leadership (more like lack of) in charge of that move. Shahid suggested since we have no member outreach now (that's correct right? I heard Joe just got rid of that committee/position at the coop) that we the inspired members take that over and gauge what our members want/vision for our future. He suggested researching other small town cooperatives and what kind of programs they have going to make them more than just a pricey grocery store. He said we need vision to survive and if the board or management doesn't have that vision then we need to fill that piece....and get people excited about what things could look like.

I'm planning on doing that research he suggested and continuing this conversation with all of you.
Thanks so much!
Passionate Member


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 Author: BigBird
PostPosted: Mon Aug 13, 2018 11:18 am 
Sharon, I stopped going to meetings because I saw that certain board members and the General Manager have their minds made up and don't care to really hear what I have to say and I also felt disrespected. I don't see a change in them - they say they wan't to hear from us but they really only want to hear from us what they want to hear. They don't get it.


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 Author: Joanie
PostPosted: Mon Aug 13, 2018 4:28 pm 
I have talked to several board members, and they are very unhappy with Joe's work as GM, but they are still reluctant to fire him. And half the board wants to give him another chance.
Since he was so reckless with the Market Cafe spending and showed such poor judgement about the food they served, I am extremely worried how he will manage the move. He also lied to our faces about how much money the cafe was losing - what if he does that again?
Many people at SCFC are still dedicated to co op principles and healthy food, but it takes leadership to make them come alive.


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 Author: SMB
PostPosted: Mon Aug 13, 2018 6:53 pm 
Dan Herbison has asked me to post this for him here:

Silver City Food Co-op – a different kind of Member meeting
A lot of Members went to the Unitarian Hall meeting looking for information, explanations, even answers. None happened. This meeting will try to remedy that.
Stella & I are hosting a meeting for Members: our place, 1:00 p.m., Sunday, August 19 at 500 W Broadway (NW corner of Broadway & Bayard). We have a large meeting room with lots of space.
This meeting is to explain things we know, and to share and compare information:
What do we know?
Why do we care?
Why is it important for us and our Co-op?
What are the possibilities for Members?
How critical is all of this?
We would appreciate an email (dan@abqtax.com) to let us know you’re coming, but it’s not required, so show up even if you don’t email us.
All SCFC Members are welcome.
Dan Herbison


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 Author: Bruce
PostPosted: Mon Aug 13, 2018 10:03 pm 
What is to be done about the co-op? One solution is to apply to be a board member. There are currently five board members. The board would normally have at least seven members. So the current board is taking applications. One of the current board members, Julianna Albershardt, was appointed by the board. I believe the others were elected. They would like more applications. In fact, some of them are so tired of doing this difficult job in the middle of a crisis that they would be happy to turn the job over to a new board. One board member recently quit under the pressure.

But you say, since I’m a critic of the board and how it is handling the current crisis they would never appoint me. That’s not necessarily so. I think the board would welcome a thoughtful and reasonable critic. Now a person like BigBird who has said the board is beyond hope and urged boycotting the co-op would probably not be considered. But I know of two individuals who have criticized the board who have been unofficially invited to apply. Of course we all have our personal reasons for deciding whether to serve on a particular board or any board in general. As an example, I served several years on the library board because I wrote a letter to the editor critical of the board’s plans. They invited me to join to get my criticism inside rather than outside, and it worked. So I hope someone reading this will step up.

On another topic, some people have criticized Joe as a bad manager. This is largely (but not entirely) based on his role in the failure of the Market Café. So why doesn’t the board fire him? Well, as a person who has served on boards, I can tell you that it is extremely difficult and time consuming for a board to replace its manager or director. Doing so in the middle of a major new undertaking is especially difficult. I think the board has some understanding of Joe’s weaknesses, but one board member I talked to believes he has some important strengths. Since the Market Café problems, they believe he has been successful in making the co-op produce a good profit. That doesn’t mean a manager never can or should be fired. But that’s an extreme situation that the current board doesn’t think we have reached.

If members disagree and want immediate change, what could they do? Well, the by-laws should say. Unfortunately, I have not been able to find the co-op bylaws. They used to be on the web site, but I couldn’t find them there now. I believe there is some sort of system for calling a special election with a petition from a percentage of the total members. If someone knows how this works I would be curious to see it. There won’t be another regular election until next spring so if you want change now you have your organizing work cut out for you.

Bruce


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 Author: EGGreen
PostPosted: Tue Aug 14, 2018 8:49 am 
A question: I keep reading/hearing "members", "membership", etc. Has anyone analyzed this to be able to tell how many of the "thousands" of members (?) currently live locally, are active members, etc.? At various churches which I've attended in the past, there are membership lists which present "active" and "inactive" members. Those "inactive" members are perhaps ones who've moved away but have not relinquished membership; entered nursing homes; become disillusioned and therefore disconnected, etc. Do we have any such lists, designations, analysis, etc. of who the ubiquitous "members" are of which we continue to refer?? If a certain % of members are required to "----" (whatever), then, what are those numbers??

_________________
Create a great day! Gale


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 Author: Joanie
PostPosted: Tue Aug 14, 2018 9:08 am 
Yes, the inactive, moved-away members were mentioned before. But I wonder, how many of them are paying the yearly fee? And if they are not paid up, what rights do they still have to influence co op decisions?


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 Author: SMB
PostPosted: Tue Aug 14, 2018 9:48 am 
It is my understanding that only active members can vote in board and special elections, sign petitions, call for and attend special membership meetings and attend general membership meetings, attend board meetings, and we have a say in the sale of significant Co-op property (I believe that is NM State Law, not by-laws). It is my understanding that having purchased a share within the past 12 months constitutes "active."

From the By-laws revised 2014 and posted under Board on the Co-op website:

2.4 Active Status. Membership shall be maintained and deemed active during each 12-month
period after the member-owner purchases a share. References in these bylaws to the
rights and entitlements of member-owners shall be understood to refer only to active
member-owners, except where specified otherwise.

2.6 Rights. Each active member-owner shall have the right to participate in the governance
of the Co-op as provided for in Articles III and IV of these bylaws. The annual patronage
refund, if any, will be issued to both active and inactive member patrons in the name of
the member-owner.

Sharon

Article III. Membership Meetings
3.1 General Membership Meetings. A general membership meeting shall be held annually
on a date and at place and time specified by the board of directors. The purpose of such
meetings shall be to hear reports on operations and finances, to review issues that vitally
affect the Co-op, and to transact such other business as may properly come before the
membership. Proposals from individual active member-owners requiring action or deci-
sion by the membership must be submitted to the board 60 days before the meeting and
may be included in the official agenda with board approval.
3.2 Special Membership Meetings. Special meetings of the active member-owners shall be
called by either a majority vote of the directors or by written petition of at 10% of the active
member-owners, in which case it will be the duty of the board secretary to call such a
meeting to take place within 30 days after such demand.
3.3 Notice of Meetings. Notice of the time, place, and purpose of general and special membership
meetings shall be sent to all active member-owners at their last known physical or
email address at least 21 days before the meeting. Inadvertent failure of active memberowners
to receive such notice shall not affect the validity of the meeting. Notice shall also
be posted at the Co-op. Any business conducted at a meeting other than that specified in
the notice of the meeting shall be of an advisory nature only.
3.4 Quorum. At any meeting of the member-owners, or for any vote of the member-owners, a quorum necessary for decision-making shall be 5% of the active member-owners or 100
voting active member-owners, whichever is less. Votes cast by mail as well as those
hand-delivered to the ballot box will be counted in computing a quorum.
3.5 Voting. Each active member-owner is entitled to one vote on each open board seat and/or
issue on the ballot. Voting shall be accomplished through methods and means established
by the board.
A. A “valid ballot” is a ballot that is completed by an active member-owner.
B. To be elected, board candidates must receive votes on a simple majority of valid ballots
cast.
C. Except where NMSA imposes other requirements for approval, issues on the ballot
must receive affirmative votes on a simple majority of valid ballots cast.
3.6 Proxy Voting. No active member-owner shall be permitted to vote by proxy.
3.7 Elections. The board and management shall work jointly to ennsure confidentiality of voting
as well as legitimate, transparent, and accurate elections.


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 Author: Bruce
PostPosted: Tue Aug 14, 2018 10:02 am 
Sorry I didn't find the bylaws on the web site. They are there at:

https://docs.wixstatic.com/ugd/61f83a_5 ... 683e3f.pdf

Bruce


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 Author: SMB
PostPosted: Tue Aug 14, 2018 8:34 pm 
Bruce,

I know of two people who have sought to be appointed to the board and have been either deterred by management or refused by the board. Neither is directly employed by the board and both are Co-op members, so they appear to meet the basic requirements. I verified with one personally and checked with an ex-board member to see if I was correct on the other.

Gale,

It is my understanding that we have over 2,000 active members...that is each has paid for a share within the past 12 month...but I don't have the exact number. I checked in the "Cup o' Joe" in the August Garbanzo Gazette in which the general manager states that we have "around 2,000 plus" members and doesn't specify "active," but I believe that is what he means.

Sharon


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 Author: jannamin
PostPosted: Wed Aug 15, 2018 1:25 pm 
Co-op membership has been declining since the Education-Membership-Outreach Manager left in July 2017. Numbers were down 6% year to year, and were 2038 in July and 2029 in August, according to the Garbanzo Gazettes from those months.

At the meeting of about 30 co-op member-owners on August 5, 2018, we learned that the management has not encouraged cashiers to promote membership in the check-out line.

The GM wrote his column about communicating with members in the August 2018 Garbanzo Gazette. It's worth a read to hear what management thinks about co-op membership. See this page: https://www.silvercityfoodcoop.coop/newsletter

Janna


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 Author: djherbison
PostPosted: Thu Aug 16, 2018 4:20 pm 
A recent post referred to a Board member who recently resigned ‘under the pressure’ of Board work on the Silver City Food Co-op board. Since that seems clearly to refer to me, I feel qualified to correct the statement. It is quite inaccurate.

I found myself, to my utter surprise and dismay, on a vanity board who, as a matter of Board policy, refused to govern the Co-op. A good many of the complaints against Joe (who likely is nevertheless not completely innocent in all of this) would seem to arise from the Board’s ill-advised adherence to a widely disrespected theory called ‘Policy Governance’. Under this policy, they simply refuse to supervise ‘operations’ of the Co-op (which are what make it a Co-op), and Joe remains essentially untrammeled and unsupervised.

Policy Governance was created by an academician (a Psychology professor, actually) and has been picked up and pushed very hard by NCGA and its arm, CDS over the last decade or more. As a result, it exists primarily in Co-ops, although I have read that a few non-profits in Canada have also tried it.

It doesn’t take very much reading on Policy Governance to find that it is absolutely, ideally suited for vanity boards, and ill-suited for anything else. But if you actually want a real Board of Directors to represent you and to govern the Co-op, you need to look for something else.

Why a vanity board? NCGA is a marketing organization whose primary interest is in pushing products through its member Co-ops. It works solely with executives at those Co-ops – people who are more likely to be motivated by top-line numbers (gross sales). Boards, by contrast, are pesky and unreliable, and reducing their influence as much as possible is helpful to NCGA. What better way to do that than to reduce them to vanity boards?

NCGA’s ability to push product as quickly as possible is also of great value to its single biggest supplier, UNFI, a multi-billion-dollar commercial enterprise who also owns SuperValue, and whose biggest customer is Whole Foods. Keeping UNFI happy by pushing new UNFI lines is important to NCGA and to its success.

None of this is especially ‘evil’ in and of itself. I can’t imagine that we wouldn’t want to make use of the purchasing opportunities offered by NCGA.

But why would we conceivably want NCGA or, even less, UNFI, to set our agenda?

It shouldn’t surprise anyone that CDS (NCGA, that is) pushes consultants to make every Co-op into a one-stop-shopping Whole Foods look-alike. But is that what we want to be? What happened to our local agenda? … small producer preference? …local suppliers?

Instead of a tunnel vision focus on increased Gross Sales, might we not want to focus on … more affordable prices for our Members on core products --- those products which they can only get here?
But this was only a part of the problem – but a part which apparently made me very unpopular with the power center. (The ‘one voice’ this Board speaks with is only supposed to come out of one mouth, and it most certainly wasn’t mine.)

Two things happened (three, if you count the fact that I was very clearly told that I would be expelled from the Board if I didn’t shut up and fall into line):

First: The Board embarked on a quite careless course to purchase a building with the Co-op’s money. I agreed with the purchase, but expected it to be done in a competent, professional manner. I attempted several times to intervene to correct the course of the proceedings, but was essentially told to butt out. If we’re lucky, the important things might have eventually been actually looked at, but there’s really no way to know.

Second: Following a highly editorial Board page (GG, July) pumping NCGA, CDS, and their agenda (not entirely by name, but clear nonetheless), it was my turn to write an article for the August issue. In an article clearly disclosed as my personal view, I chose to urge caution in proceeding. The article referred, as a cautionary tale, to the 614 debacle, a matter the Board prefers to keep buried. I also urged Members to seek more information than they were currently getting, suggested that they contact me (a Board member) with their concerns, and suggested that I might host member meetings to hear member concerns.

This attempt to communicate with the membership, to express my concerns with the ongoing proceedings as well as the unreasonable secrecy, was censored by the remainder of the Board.
To add insult to injury, a badly butchered version of my article was published under another board member’s name in the August GG. It was reduced to a self-laudatory piece of PR Crap with no real information, but then, that is what I now know to be typical of this Board.

It is true that I spent an enormous amount of time in those two months, and that it was really quite unpleasant. But it wasn’t because I was accomplishing anything for the Co-op. It was trying to deal with the bureaucracy, obstruction and pettiness of this vanity board whose little piece of fame and power I had apparently upset.

Our current crisis is really just a predictable extension of the total dysfunction of our Board.

I’m hosting a meeting on Sunday to talk about this and other, related issues. An announcement was posted a couple days ago on Forum.

All members are welcome.

Dan Herbison


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 Author: mimbresgranny
PostPosted: Thu Aug 16, 2018 8:25 pm 
Thank you Dan. I am a relatively "new" member and have had many questions about this kerfuffle. The first one is how did the Board loose it's governing voice? Was it by a vote? Is it by simple abdication? Do they find the complications of business math to taxing? Are the people who run for Board positions not familiar with business? I assume the current Manager was well vetted.

Searching for another Manager would indeed be a long process at best and in the end would not change the current situation anyway. But I have been troubled at the lack of transparency to the general membership and the virtual screen put up against membership input. If I am in the minority of those curious about the processes, I might as well keep my peace.

If you were elected to the Board, perhaps others hoped your knowledge could be helpful but it appears you ran into that screen I seemed to perceive. If you actually resigned, then that door is also closed. It also suggests that anyone else considering running for the Board might give that idea several second thoughts.

I waited to become a member because I don't shop there regularly, mostly because I do larger quantity shopping less frequently, but a couple of years ago I decided I did want to support this user owned business. Now, I'm not sure it makes any difference if I am a member or not since my opinion is not valued. I may try to get into town for your meeting but that means several trips all in one day. I wish you all good aspects as you hash through your options. Please share any conclusions you may reach.


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 Author: djherbison
PostPosted: Thu Aug 16, 2018 9:28 pm 
Mimbres -

At this point, I'm really just trying to find out if enough people care enough to change anything, I have a story to tell - a perspective many other members may not have - even though it's a problem we all share.

But if not enough members care enough, then I just had a very unpleasant experience and wasted a bunch of my time. Then, it's time to write it off as an unfortunate loss of something that could have been good, and let go. We'll see.

Dan


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 Author: Joanie
PostPosted: Fri Aug 17, 2018 10:46 am 
I have been on many boards, including a co op in another state, and it's very difficult, mostly thankless, work. To do serious oversight of the management makes it twice as hard and more time-consuming.
Nicki Zuener explained the problem in a nonprofit board workshop she taught years ago here. She said that many boards fall into the "rubber stamp" pattern of approving anything the manager wants for expediency. Board meetings are then shorter and more pleasant, but it is not good for the organization and leads to abuse.
Then there is the fact that we are a friendly town, we all know each other, and we value kindness. Being tough can lead to bad feelings between neighbors.
There has to be a middle ground!
I don't know that anyone should be fired, but we need some financial oversite on Joe's spending! Joe is allowed to spend up to $6,000 without board approval - that is too much! For example, he hired an architect for the new building before it had been purchased and wrote him a check for $6,000. That is crazy reckless!
The board needs to know about this kind of spending first, and members should be more informed, for a start.


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 Author: BigBird
PostPosted: Fri Aug 17, 2018 11:09 am 
I agree with you Joanie. But with this corporate model this board and manager are following there is no kindness! What is kind about firing an employee who is a loved community member with the GM out of town and the assistant manager greeting her with a notice and a police officer when she showed up to work! This is not a co-op we're talking about here! Things like this have cause a lot of bad feelings toward this "co-op" that still linger.


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 Author: Bruce
PostPosted: Fri Aug 17, 2018 12:05 pm 
I am the person who wrote "One board member recently quit under the pressure". My post was about a different subject and I didn't think carefully about this throwaway line. I apologize for the misstatement.

However, I don't agree with the description of the board as a "vanity board". A contrary example is that Joe wanted to keep trying on the Market Cafe, but the board decided over his objection to stop the bleeding. The board has also been deeply involved in the building purchase and possible move. Currently board members are more involved in planning than most local boards. Perhaps they have made mistakes, but that doesn't make them a "vanity board".

Most boards do not "supervise" their organizations. They make policy, and they hire and fire the director or manager. Most of the co-op board members have jobs. They don't have the time or expertise to run the co-op. The election procedure for the board doesn't enable the board to select five (or seven) managers. Elections are rarely competitive, and often there aren't enough candidates to fill the slate. Expecting part-time amateurs to supervise professionals is not realistic. The word "governance" can be interpreted in different ways, and I'm not saying this board has always chosen the right level of control. But it is obvious that Mr. Herbison has a different idea of the board role than other board members, and also different than many co-op members.

Normally the worst thing a dissident board member can do is resign. The only solution to the problem as Mr. Herbison sees it is to get rid of the current board and start a new one. It would be easier to start that process with an elected dissident on the board. It is theoretically possible for a board to expel a board member, but this is so emotional and messy that boards rarely do it. Also, I know that at least one board member valued Mr. Herbison's financial expertise, and was disappointed when he left. But based on the way Mr. Herbison describes the board, he is probably better off working from the outside.

This controversy has become messy with a lot of personal animosity mixed with valid complaints. Many of us want get past that and find an affordable way to move to the new building. Critics have raised valid complaints. The new information on the web site seems to indicate that the board and management is trying to be more open. I hope it is not too late to rescue the process.

Bruce


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 Author: jannamin
PostPosted: Sat Aug 18, 2018 4:49 pm 
Thank you to those who attended the Silver City Food Co-op Board meeting on August 15.

Agenda: https://docs.wixstatic.com/ugd/61f83a_d ... 7807ea.pdf

It's difficult to give a brief report of the board meeting. My takeaways are certainly different than others who attended. Here are a few points:

Jane Jansen from the Small Business Development Center at WNMU spoke to us about her consulting role in providing some financial projections. She suggested that her center would come up with three scenarios for the move to Pope Street. She told us she is working with numbers that she will get from Joe Z (GM). Someone posed the question about assessing the risk of staying on Bullard, and she liked that idea a lot.

I questioned and made comments to the Board that I've noticed there is a disconnect with the board's view of recruiting new member-owners to the Co-op and the GM/AM's practices of not encouraging staff to register new member-owners.

There was a lot of time and attention given to parking at the Pope St. building. The Q's Southern Bistro's customers have parked in the 907 Pope Street lot after regular business hours. Concerns were raised about interference with parking for Co-op patrons after a move, liability issues, being friendly neighbors, fencing the lot off, and so on. The GM and AM have both had discussions with the owner of Q's about parking, and the owner has offered to add the Co-op as an added insured on his liability policy.

The Co-op made a 20% down payment on the Pope St. building of $55,000. Mortgage payment is $1520 per month. Estimated monthly costs including mortgage, insurance, utilities, taxes is $3000.

Susan Clair asked about the monthly operating expenses for the Co-op, and neither the board president nor the treasurer could answer her question. Based on the 2nd Quarter Financial report, the Co-op spends $107,000 per month on average. Link to Financials: https://docs.wixstatic.com/ugd/61f83a_b ... a730cd.pdf

There was discussion about member surveys and market surveys. No decisions have been made on hiring consultants for either of those purposes.

The next board meeting has been moved to Wednesday, September 12 at 4:30 pm. The board says the meeting will be in the new building. This meeting is intended to be an interactive meeting with member-owners, so please put it on your calendar.

I did not stay for the entire meeting. If anyone has other comments to contribute, please post them here.

See attachments for more info from the Co-op.

Janna


Attachments:
File comment: Food Coop Growth numbers 2005-2017
SCFC Growth 2005-2018.pdf [121.54 KiB]
Downloaded 9 times
File comment: Pope Street Update from SCFC BOD 20180815
Pope St Update 20180815.pdf [44.86 KiB]
Downloaded 9 times
File comment: CDS Client letter from 2016
CDS Client Letter 20160915.pdf [15.8 KiB]
Downloaded 7 times
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 Author: djherbison
PostPosted: Sat Aug 18, 2018 9:36 pm 
Joanie –

Re $$$ Joe paid to the architect – given the manner in which the entire process has been done, the cart before the horse, and other factors, I also question whether the money was well spent. What isn’t true, however, is that Joe went off on his own and did it. Joe actually brought this to the Board and was told by the ‘one voice’ of this Board that it was within his spending limit and he should not bother the Board with it. Go figure.

Bruce –

There are apparently things we agree upon – most specifically, the incompetence of this Board to run the present affairs of the Co-op. You address it as ‘don’t have the time or expertise to run the Co-op’, and ‘expecting part-time amateurs to supervise professionals is not realistic’. I am merely more direct in my mode of expression.

This is, indeed, policy governance in a nutshell. This is also an excellent description of a vanity board.

I’m not sure what other boards you are referring to, but many charity boards are also ‘non-governance’ boards. The primary qualification for appointment to such a board is to be a large contributor. (CDS’ DIY fundraising manuals also recognize this. They advise that fundraising efforts should expect to raise 20% -30% of the overall goal from board members and officers.)

Charities, however, have no stakeholders – no members. They are funded by a limited number of principal donors who determine and drive their agenda – they do not even purport to be democratically organized or run, and public contributors have no say (and expect none).

That is NOT a description of a Co-op.

A co-op (THIS Co-op) is a business – run as a co-operative organization, to be sure – but a business. It exists to serve its Member/Owners. There is no room for a vanity board here, and that is not what members were led to believe that they were electing. I am aware of no business boards who gladly suffer incompetence.

It’s fascinating that you choose to characterize our GM as a ‘professional’ in the matter of the purchase of the Pope St property and the proposed move of the Co-op. To the best of my knowledge, he has exactly ZERO education or training in any of these matters, and ZERO experience (leastwise, ZERO positive experience). To date, I have seen nothing to indicate the contrary.

He was, to be sure, a member of the board of an Arizona co-op (Gentle Strength) which moved, and he apparently took over as GM after the move. The Co-op folded six months later. While I don’t have information indicating that he should be personally charged with the failure (there are rumors of financial hanky-panky by others), I can hardly credit this as experience sufficient to qualify him as a ‘professional’ here.

The only other experience you could possibly be referring to is the debacle at 614 Bullard. I scarcely think anything more needs to be said about that.

BUT HERE’S WHERE WE REALLY PART WAYS – you view the Board’s inexperience and lack of skill and ability as an excuse for mismanagement (or failure to manage) – I DON’T.

If no one is competent to do this, WHY ARE WE NEVERTHELESS putting the Co-op at risk to do it?

== INTERESTING FACTOID: The Strategic Plan explicitly lists lack of competent leadership to complete the expansion as a reason not to do it.

You have real property investments. I can’t believe that you would be ‘okay with’ someone you entrusted to manage your affairs putting you into $1M of debt, even though they knew they were in over their heads and were acting way beyond their level of competence. If they came back to you and said – ‘Well, I’m just an amateur and working part-time, so you shouldn’t be upset’ – would that be acceptable?

I’ve spent most of my adult life acting as a fiduciary to many people. As a fiduciary, you MUST, at the very least, inform the people you represent when you have reached the limits of your competence. You DON’T just take their money and spend it, and hope that it all works out. And the level of duty is the same even if you are working pro bono – it’s the fiduciary position that creates and governs the duty to the people you represent, not the money.

But the situation here was even worse than that. I made it extremely clear that my purpose in joining this Board was to help the Co-op with this project, and that I have a wide range of experience and skills in these areas. I really do know quite a bit about the purchase and sale of real property, about the ability to service debt and debt service capacity of an organization, and other matters at issue here.

It would have been enormously easier to just do their job for them, if they could have just parked their vanity and egos and let me work. But the egos on this vanity board couldn’t even get out of the way and let me do it. (I really didn’t want to take anybody’s presidency away from them – I had no interest in that.). So, instead, I was pushed off and the job, so far as I can detect, got done (and continues to be done) in a wholly substandard manner.

The members deserve better than this.

As for the Board finally shutting down 614 after three years and way over $100K in losses, I can only ask how a competent board could have waited so long. All thought of expansion to 614 was abandoned within the first year, and beyond that only continued losses ensued. This is NOT evidence of competence or diligence.

At this point, Joe is the only semblance of leadership the Co-op has (a matter of some consternation for much of the membership). Loss of this Board would change little and impair nothing. Even the outside chance of a more competent Board would be an improvement.

In the words of a badly mangled old adage: “If your horse is drowning you in the middle of a stream, changing horses can’t be a bad thing.”

One of the important things I would like to talk about at the meeting tomorrow (Sunday; see above if you haven’t seen it before) is the very substantial evidence that no one is driving this train who knows what they are doing. I hope as many as possible will make it – it is important.

Dan Herbison


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 Author: djherbison
PostPosted: Mon Aug 20, 2018 9:24 am 
I thoroughly enjoyed the exchange of ideas at the meeting at my place yesterday, even though the number of people who made it was disappointing. Realistically, unless a substantial number of members are committed to change – committed enough to participate – nothing will change – just as nothing of consequence has changed so far.

The idea was tossed out that people who are serious about a real Co-op might need to think about starting from scratch again with a co-operative buying club. After forty years of the work of many people, that sounds discouraging, but at least worth some thought.

When trying to assess options, reality is always one notch up on fantasy. The SCFC looks dangerously unlikely to survive as a real Co-op, or perhaps even to survive at all. At this point we may as well see if, or how long, anything worthwhile remains.

So, patience?

Dan


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 Author: djherbison
PostPosted: Tue Aug 21, 2018 9:30 am 
What is an ‘artifact’?

In general usage, it’s a man-made (manufactured) item – something which does not naturally occur.

In finance and accounting, it typically refers to a result which was artificially produced, implying that it will not repeat or is not sustainable.

Why do we care? We care because of that last part: ‘… will not repeat or is not sustainable’.

I spent a lot of time recently looking over the limited financial information members have been given – looking for clues to the future. I began by using a schedule of the recent years’ net incomes published by the Board (‘SCFC -- Growth From 2007 Through 2nd Quarter 2018’).

Looking at the past five years, we see net income (for 520 alone) of: $3,112; ($26,939); ($14,893); $9,600 and $32,096 for years 2013-2017, respectively. (That’s an AVERAGE net income of $600/year (essentially zero) for whatever that’s worth.)

The first take-away is VOLATILITY. Some of that volatility results from the razor-thin margins (all less than 1% of gross sales). Mathematically, thin margins will always cause small swings in large expenses to have an oversized impact. Volatility, itself, creates unreliability, but …. (NOTE, at bottom).

If you ignore volatility, however, you could say (and it has been said more than once in the GG) that the last two years reflect a resurgence. But that’s true for our purposes ONLY IF they are REPEATABLE and SUSTAINABLE. And THAT is why we care about ‘artifacts’.

I started looking again at the recent upswing in net income because of information indicating the possibility of an attempt to artificially increase it. The purpose of such an attempt would/could be to make our financial position look better to borrow more money.

If that were true, how difficult would it be? … and how much could be done? If you are able to influence what is spent, when, and what is not spent, it is actually quite easy to produce an artifact of this size.

We’re told, for example, that if we were to stay at the 520 store instead of moving, we have deferred maintenance of more than $200,000 which would need to be spent. That kind of expense deferral (NOT spending it and NOT putting it on the income statement) could easily produce an artifact of this amount or larger. But is major deferred maintenance sustainable over the long run? No.

We’re told that our refrigeration equipment at the 520 store is broken and leaking. Obviously that means that it hasn’t been repaired. Could the savings by not repairing that equipment amount to the $30K we’re talking about here? Probably. Is it sustainable? Not really.

The financial statements indicate that labor costs over the last two years (12/31/15 – 12/31/17) have been cut by $50,000. Either our staff was really badly bloated at the end of 2015 (why?) or it is pretty thin now.

A significant part of this was by cutting benefits; a major part of it was by cutting staff. We all know that you can force an undersized staff to make do for a period of time – people (especially people who have been there a long time or are committed) are slow to leave even when the situation deteriorates. But can you sustain this indefinitely? I doubt it.

Again, why do we care?

If we committed ourselves to a large, long-term mortgage based on non-repeatable net income (an unsustainable artifact), we are going to be in very, very deep doo-doo when the ‘net income’ we relied on fails to recur.

Even more seriously, how can we, the members, reasonably make any decisions without first determining our ability to trust the information we have been furnished?

We ALL need to think about this!

Dan
dan@abqtax.com

PLEASE CONTACT ME if you are concerned about the health and welfare of the Co-op, have comments or questions about any of this, or have other related matters you would like to discuss.

-------------------------------------

NOTE: The VOLATILITY of our operating results is pronounced. You CAN NOT tell the bank you’re having a ‘bad hair’ year and skip your mortgage payments – it just doesn’t work that way. I’ll try to talk more about volatility (a major component of operating risk) in a future post.


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 Author: Bruce
PostPosted: Tue Aug 21, 2018 10:34 am 
I’d like to ask all co-op members to reject the view stated by several people that because mistakes have been made, we should throw out all we have and start over. I also think we should not accuse those we disagree with of having bad motives. Our co-op is not lost. Our board members do not have evil intentions such as turning the store over to a large corporation. We do not need to throw away our buildings, our assets, and our long history to start a new cooperative buying club from scratch.

That’s not to say that mistakes haven’t been made. We owe appreciation to critics who called out mistakes early. There was a time not so long ago when board members seemed to be talking seriously about taking on a debt of a $1.0 to $1.5 million to remodel the new building. No one is talking about that now. Recent plans are trying to get the remodeling cost down to a reasonable level that we could pay for and that a bank would actually give us a loan on. Critics have been heard and their concerns have been at least partially addressed.

There are still criticisms, some of them valid. But what is the alternative? If we dismiss the crazy proposals to throw away everything and start over, the real option for critics is to take over the board. They would need at least four of seven members. This is what the Alberquerque co-op members did. It took time and a lot of organization. If critics of the board think some or all of the current board members are beyond hope and if they think the current board is a “vanity” board that does not govern, they need to start organizing a long-term alternative.

I found Mr. Herbison’s analysis interesting. He was elected to the board in April. His candidate statement is here:

https://www.silvercityfoodcoop.coop/dan-2018-candidate

It sounds good. He has impressive qualifications in accounting and law. But apparently shortly after joining he discovered to his complete shock that local board members sometimes have egos. His own ego appears to be one of them. He says “It would have been enormously easier to just do their job for them, if they could have just parked their vanity and egos and let me work.” He seems to have no clue why that attitude might have annoyed fellow board members. But he may be right. Perhaps he could have done a better job if other board members had just gotten out of his way. Perhaps a board made up of managers could keep the co-op running smoothly. But if so he should work with other critics to organize a “Take Back Our Co-op” movement. Resigning from the board was probably not a good first step. I wasn’t at his meeting Sunday, but I wish him well if he and others are starting that difficult process.

In the meantime those of us who haven’t given up on the board or the co-op need to continue pressuring the board to take practical steps toward a successful move. In the long term the co-op’s future looks good. Imagine that two years from now the co-op has moved to the new building on a bare bones basis. Imagine the co-op sells the old buildings at a good price. In that case, we’re past the crisis. The co-op can use the money from the building sale to pay off the remodeling loan and possibly start further expansion. The cash flow problem is solved.

But the transition time between buying the new and selling the old is indeed risky. There is no guarantee that the old buildings will sell, or that they will sell at a good price. Things could go bad quickly if loan payments are unaffordable. Worst-case scenarios must be imagined and planned for. Fortunately, no bank is going to loan the co-op money for remodeling without evidence that they can make the payments. A bank did make a loan on the new building with payments of $1520 a month and an estimated real cost (adding in taxes, insurance, and utilities) of $3,000 a month. Can the co-op afford this plus expense for a move? Unfortunately the co-op has been less than forthcoming in providing the numbers for independent analysis.

There are strategies for dealing with the risky time of transition. One is to get grants to cover part of the moving expense. The board is moving forward with this, but it is unrealistic to expect grants to cover everything. Another strategy is to sell the Quanset building. Apparently there was separate interest in that building before the sale. This would provide some cash to pay down debt or help pay for the move. Another strategy is to offer the old buildings for sale now. The sale would have to be conditional on a moving period. Also selling anything depends on getting approval from two thirds of the members—a difficult process. The board is currently consulting with Jane Janson, a local accountant who is head of the local Small Business Development Center. She spoke about financing at the last board meeting, but unfortunately I had to leave early and didn’t hear her explanation.

This is a difficult time for our co-op, and members need to keep pressuring the board to evaluate all options and make reasonable decisions. But it’s too early to totally give up on our co-op.

Bruce


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 Author: djherbison
PostPosted: Tue Aug 21, 2018 9:10 pm 
Bruce –

It’s useful to set out those things on which we agree, to isolate the points on which we don’t agree. It brings the debate into much sharper relief. I’ll try to highlight the positive points as I go.

POINT OF AGREEMENT: I’ve been pretty careful not to level charges of corruption or malice – if I’ve been careless there, I didn’t intend it. I agree that such charges should be made only in the rarest of cases.

POINT OF AGREEMENT: Should we abandon the Co-op and start over? ABSOLUTELY NOT, if we have a choice. I said as much in the post to which you are referring, although you apparently prefer to read it differently.

So how do we avoid having to restart from scratch? By perpetuating the very cause of the danger and the problem? By changing nothing which threatens the health and safety of the Co-op? That seems rather foolish to me (Jim Druffel might call it ‘Ostrich Economics’).

POINT OF AGREEMENT: No one has ever dreamed that recalling a non-responsive Board would be easy. But if that is the only EFFECTIVE alternative, should we just wring our hands and give up? I don’t see any constructive suggestions in your post, Bruce – what is it you are suggesting other than doing nothing or giving up?

I don’t think the next election could yield more than three seats – clearly insufficient by your own math – even assuming that we could wait that long before addressing this very serious problem.

‘Pressuring’ the Board? Does a responsible Board have to be ‘pressured’ to do the right thing for the people it claims to represent? … to NOT blow the entire hard-earned equity of the Co-op on a whim that they have not one clue how to evaluate? What do you consider to be the limits to tolerable conduct by an incompetent Board?

Why is it that the cost estimates (which the Board has had for well over a month) are still hidden from the members?

Why is it that the extensive/expensive design plans (Phase I, II & III, all with variations) have not been published for member critique well over a month after receipt?

It is almost amusing that your post re-proposes my ‘Phase 0.5’ plan (also referred to as the ‘Go Slow’ plan) that I have pushed for months, beginning while I was still on the Board. ANOTHER POINT OF AGREEMENT between us, if it weren’t so likely that this is being played.

• Your 2nd paragraph says “no one is talking about [$1.0 to $1.5 million] now.

I would love to know the source of your information, because it is DIRECTLY CONTRADICTED by the Board in its 8/15/18 handout. I rather suspect that you’ve been conned in the expectation that you will then spread this around on behalf of the Board.

In the June meeting, Joe approximated their ‘bare bones’ at minimum $800K – add the cost of the property and you’re over $1 million. The 8/15/18 Board release does not pull back from that version of ‘bare bones’ in any fashion I can detect.

In the 8/15/18 Board release, I see INCREASES, not decreases, in the Board’s version of the so-called ‘bare bones’ plan. It even discusses destroying the existing wood shop and rebuilding from scratch. That would easily take us to the upper $1.5M limit, and possibly beyond. ‘BARE BONES’????

The Board’s 8/15/18 plan continues to talk about putting the receiving facility at the west end where it DROPS 3 FEET from ground level to the floor of the building, instead of drawing PLANS WHICH FIT THE BUILDING AND PROPERTY THAT WE BOUGHT.

That drop doesn’t exist on the east end, and all of the extra spending to adjust to it would not be necessary. Why so set on an expensive alternative? Because someone drew a pretty picture and wants to keep it? Because we’re all made of money?

Might allowing the members to see these plans have generated a little bit of common sense input? BUT that would require this Board to actually LISTEN to members, rather than ANNOUNCE to members what they will get and what they will like. Is this kind of arrogance likely to change?

They’re now adding a KITCHEN (presumably to 907?), a very expensive expansion of the prior plans. A commercial kitchen costs $50K - $100K? more?

They still plan to spend $30K - $50K to move the main entry door 40’ east. The present main door has a slight drop with a permanent mobility ramp which served LifeQuest (which itself served a disabled population for 40 years) very well. Why move it? Because it says so on a plan? How can this possibly be called ‘bare bones’?

IF THERE WERE ANY DOUBT about the Board’s intentions here, you need only run their own numbers.

“The Board and GM are hovering between a comfort of using $7,500-$10,000 per month of post-move sales to pay for debt …” (Pope Street Project Update, 8/15/18, Jennifer @ p.1).

[Note, initially, that the 30% specified for debt service would cover only $8,700, not $10,000.]

Analysis of Jennifer’s numbers using a probable rate of 6.25% over 20 years calculates their renovation budget at a range of $1.026 million – $1.368 million. And that is specified as a budget for DEBT, not including cash resources already dedicated (now likely approaching or exceeding $75K and almost certain to rise).

REALLY SCARY: that same Board plan (just before the above stuff) OFFICIALLY ADOPTS Joe’s ‘magic money’ proposition (from the so-called ‘Business Plan’, which isn’t really a ‘business plan’) as the SOURCE of our ability to pay off these VERY LARGE REAL MONEY debts. (We talked somewhat about ‘magic money’ last Sunday, and I’ll do more about it again in a future post. Jim Druffel’s materials also have a lot to say about it from a slightly different perspective – I’m sure he’d be glad to share.)

What NOBODY IS ACTUALLY TALKING ABOUT on this Board is any kind of prudence, restraint or moderation.

ANOTHER POINT OF AGREEMENT: If we could, in fact, survive the first two years and sell the 520 buildings, our odds of ultimate survival would increase exponentially. That’s the whole point of MY prior proposals (Phase 0.5 and the Go Slow plan). BUT to get to that happy point, your post merely wished away all of the real problems we face before we get there, rather than dealing with them – not an effective solution. The rosy future isn’t worth much if we don’t survive to get to it.

Some additional miscellany:

Do I also have an ego? Absolutely. It is, however, sufficiently under control that upon reaching the limits of my own competence, I’m willing to step back and let someone else take over. That’s a pretty important distinction (one I had to learn professionally long ago).

Similarly, I seldom waste my time on false modesty when the stakes are important. I could, for example, have pretended that I knew no more than the rest of the members of the Board, and just ‘gone along’. I was specifically instructed by Jennifer to do that. I’m at a loss as to how that would have served the CO-OP OR THE MEMBERSHIP – the people I was charged to represent – and my take on fiduciary duty just doesn’t allow that kind of nonfeasance.

I did typically initiate efforts with a question or a suggestion, but I also continued to follow up where it seemed necessary for the good of the membership. NOTE that much of this is documented – a record which could be produced were there a need which balanced my general reluctance to publish correspondence not intended to be public.

Could I have stayed on the Board and fought it from ‘inside’? I considered that very carefully before resigning.

BUT THEN AGAIN, HERE’S ANOTHER POINT ON WHICH YOU AND I AGREE. Whatever your agenda is (and it is not clear to me), you, also, have chosen to pursue it from the OUTSIDE rather than joining the Board (who would welcome you with open arms) and pursuing it from the inside. Why is your choice legitimate, yet you question the same choice by me?

• I was clearly informed that I could not independently meet with the members or solicit their thoughts (my article proposing that was censored).

• My proposal that members needed much more information was also forbidden and censored.

• When I say that it would have been easier to do it myself, I am comparing that to the effort required to overcome obstruction by other members of the board.

• Again, when I compare damage to a board member’s ego to the needs of the membership, I can not understand how the decision can be considered difficult.

These are just some of the factors I considered in deciding I could not accomplish anything significant by remaining on the Board controlled as it presently is. There were other factors and reasons which I will not address here. Were this Board to be removed and a new Board installed, I would be happy to serve as one of the members of that new Board.

Your reference to my candidate statement is also interesting. I can only suppose you are referring to my support for the expansion plan in general (Pope St was not yet then an issue). Even now I see the POSSIBILITY that a RESPONSIBLE move to Pope could be made, but see no indication that this Board and Management have any plans to exercise restraint or prudence, or that they even have the knowledge or capability to understand the ramifications of what they propose.

I nevertheless plan to address in a future post the evolution of what I understood at the time that I initially joined the Board to what I have subsequently learned – so stay tuned.

If you have something worth saving, you shouldn’t just bury your head in the sand and hope it takes care of itself or that someone else saves it for you. If it’s worth saving, you need to save it, yourself.

Dan
dan@abqtax.com


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 Author: Khart
PostPosted: Wed Aug 22, 2018 9:51 am 
Bruce, I really appreciate your calm and reasoned response and analysis of the situation. Thanks.


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 Author: derek
PostPosted: Wed Aug 22, 2018 9:57 am 
Dan -

Interesting tactic to talk a good game on your candidate statement and then to last just 2 months on the board after being elected.

I'm guessing you are either so used to working alone that you can't imagine someone disagreeing with you, or you've not served on a board that had dissenting opinions? Either way, you've worked yourself into a good self-righteous frenzy here, and while I hesitate to interject my observations here, I'm kind of amazed that almost all of those who comment here on the co-op issue have negative views and/or are relatively uninformed as to the workings of co-ops, retail stores, or board governance. However, as many people in business understand it, you are more likely to hear about things you do wrong (or perceived slights) than anything positive, so I guess that's just par for the course.

From my experience in the world of co-ops and board governance, it can take up to a year to get fully up to speed on board procedure, policies, and recent history, and yet you have very publicly stated on this forum that you figured out that pretty much everything about the co-op is broken in that short 2 months -- the "vanity" board that is "total dysfunctional" and full of their own egos, an incompetent manager, an "ill-suited" governance model that you don't like, a cooperative marketing & purchasing organization that only has its own profits in mind, a co-op consulting business that is just a puppet of the NCGA, prices are too high and yet at the same time wages are too low, too much secrecy, too much censorship, yadda yadda yadda. And you're blowing up this forum with your own opinions without a single constructive suggestion other than forming a buyer's club or trying to "take over" the board to change the governance model and the manager, etc..

What strikes me most in your posts is your own inflated ego and overblown sense of competency (I could do as Bruce did and quote you from your candidate statement and your posts here to illustrate, but I won't), plus a fair bit of 'sour grapes' when your expectations about being on the board weren't met, and your willingness to bash pretty much everyone who doesn't agree with you or your opinions. I'm actually quite surprised that you are willing to go on record with your assertions about the characters of those involved, and wonder when someone will take offense and call you out legally for these types of statements.

That said, you're more likely to gain allies and supporters for any changes you think should be implemented by being less combative with others and less dismissive of those who disagree with you. You are welcome to both your professional and personal opinions, and to shout them from the rooftops if you like, but I doubt that you'll find any satisfaction if you continue in this same vein. But good luck to you on creating a buyer's club -- or maybe just join the Azure Standard group that gets regular deliveries here in Silver.

Cheers,
Derek


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 Author: Bruce
PostPosted: Wed Aug 22, 2018 11:09 am 
I appreciate Dan pointing out the many points of agreement between us. We are both very concerned about the co-op getting into a debt spiral by attempting a too expensive move. We both agree that the board management sometimes does happy talk about what they want without thoroughly understanding the cost. We both think the co-op should be providing more and better financial data for independent analysis.

We disagree about what kind of board it is reasonable to expect given the current bylaws and election system. But our main disagreement is the degree of optimism that the current board can work this out in the long run. He is very pessimistic. I am guardedly optimistic.

The important thing to note is that the board and manager have not yet done anything really stupid. They have said some things that seem unrealistic. But I know from experience that making a significant mortgage payment every month tends to concentrate the mind. You get a better sense of reality in months when the income is lower or expenses are higher than expected. Being required to explain your dreams to bankers can be bracing. Facing skeptical board members at meetings is not always fun or confirming of your expectations.

It will take many months of planning before the co-op starts spending money on a moving plan. There is time for board members to get a better sense of what can and cannot be done. There are some people on the board that I worry about, but I believe the majority will end up with reasonable plan that can actually be done.

I do have moments of doubt. Being a sometime, partial supporter of the board can be very frustrating when they do things that seem to undermine their supporters. Nevertheless I have some limited faith in the community process.

Bruce


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 Author: djherbison
PostPosted: Wed Aug 22, 2018 4:35 pm 
Bruce –

Your last post is correct – the principal differences between you and I have reduced to a couple of conclusions on which we differ – how widely, I’m not sure:

1. that this Board will figure it out somehow; and
2. that this Board will not do any irremediable damage in the meantime.

If both of those conclusions are accurate, then the Co-op can wait for normal process to make a correction (or not). [An error in my last post: there are actually 4 Board positions, a Board majority, open in the next election.]

You are also completely correct to label me as extremely pessimistic about this Board. I was not pessimistic going onto the Board, but was VERY pessimistic by the time I got off – a matter of only two months. Part of what causes this pessimism simply cannot be discussed in public, and so will remain outside the scope of this debate. Nevertheless, more than enough remains which can be discussed.

Here’s an example:

Whereas you (and a significant part of the membership) have been led (by the Board) to believe that the Board has backed off from its most extreme debt plans and is proceeding ‘cautiously’ and ‘carefully’, the 8/15/18 ‘Progress Report’ reveals that internally, they have not changed anything.

• They are clearly still planning on debt loads of $1 - $1.5 million (just apply mathematics to the things they actually did say (p. 1)).
• They are already soliciting bids for an architect (p. 3) to move forward with this plan.
• They are wholly on board with Joe’s ‘magic money’ plan (p. 1), betting the Co-op’s future on wild guesses of future sales.
• I don’t think that the Board understands all of this well enough to even realize the degree to which their statements here contradict what they are saying in the GG and elsewhere.

There is an illusion of greater openness, but we’ve actually only received a small fraction of the relevant information, and much of what we receive day-to-day is of questionable reliability.

Status: bleeding $3K/month on a path to $1.3M or so of debt.

Another example:

It will already be difficult to break even on Pope if we must resell it. (Yes, unfortunately, it will. It would take about $400K sales price if we could get it on the market and sold in no more than one year, a daunting task.)

If they gutted the building using existing Co-op funds (the first step for any renovation), they would dissipate $30K+ to do it, and would also ding the market value of Pope by another $50K - $75K. Do we know that they won’t try this? … or that they would tell us in advance?

In the end, I am primarily engaged in putting out facts and analyses for the consideration of the membership, who will either act or not – a matter beyond my control. I’m one vote (and I know where that would go), but it takes 200.

Dan
dan@abqtax.com


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 Author: djherbison
PostPosted: Wed Aug 22, 2018 6:00 pm 
Derek -

I’m not especially into ad hominem attacks, so I’ll pass on most of your post.

I’m willing to stand behind the complete accuracy of any claim I have made, in my candidate statement or otherwise, as to my experience, knowledge or skills, and would be willing to meet with you or anyone else on that topic. You?

It could be argued that to criticize the competence of someone in a public position of trust is to ‘attack’ the person – ‘could be argued’, but is not entirely accurate. If you actually have some criticism of what I really did or did not do while on the Board, that would, for example, be fair criticism (if accurate). I see none of that in your post.

Arrogance, by contrast, is a far different thing. Arrogance is, for example, to co-opt the property of others without even consulting them, assuming that you ‘know better’ or have no responsibility to those others – something that I have not done, and was, in large part, forced off of the Board for opposing. You, on the other hand, would appear to think that’s an OK idea – go figure. Again, if you seriously would like to discuss something, I would be willing to meet with you, publicly or otherwise, to discuss the topic of ‘arrogance’.

If you wish to contribute constructively to this debate, my last several posts are full of factual matters and analyses. Facts and analyses are important – ad hominem is not. Your factual or analytical comments are welcome, and would contribute positively to the process.

Cheers?? (Sure, why not?)
Dan


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 Author: derek
PostPosted: Thu Aug 23, 2018 8:06 pm 
Dan -

Thank you, wise one, for your explanations and precious advice.

I do think you've made some pretty wild claims (about the board, the management, and your experience with them) in your posts, which we can all read for ourselves, and you have managed to repeatedly point out the negative aspects of the co-op and the board and employees as you see them. And you've made some insinuations that there was some sort of monkey business going on or that you were either expelled or on the verge of being expelled from the board, but that you can't talk about it. What I haven't read yet are any potential solutions or compromises or alternatives, other than to float the idea of forming a buying club.

I, on the other hand, was not making any claims about the individuals, the project, the board, and so I can't "appear to think that’s an OK idea," nor was I asking for your definition of arrogance, but thanks very much.

The forum here is a good public place to debate your posts, so there's no need to meet me in person to have any kind of debate (about which I have not stated any claims about my support or lack of it for this project or a potential move). However, I have a feeling that maybe nobody wants to even respond to you at this point because the condescension fairly drips off your posts. I don't really see any opening for a dialogue, as we're all clearly too dumb to really "get" the situation.

Ta.


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