Global: The purpose of the Board, on behalf of the Cooperative Member-owners, is to act as trustees of the Members’ ownership in the Cooperative, to ensure that the Cooperative accomplishes its Ends policies, and to ensure that the Cooperative does not fail to comply with Executive Limitations and Board-General Manager Relationship policies, in accordance with the principles set forth by the International Cooperative Alliance. The Board will specify its expectations through written Ends Policies.
D1: GOVERNING STYLE : The Board will govern with an emphasis on 1) encouragement of diversity in viewpoints, 2) strategic leadership, 3) clear distinction between Board and General Manager roles, 4) collective decisions, 5) future orientation rather than past or present, and 6) pro-activity.
D2: BOARD JOB DESCRIPTION: The job of the Board is to represent the membership in determining and maintaining appropriate organizational performance.
D3: EXITING BOARD MEMBERS : To benefit from the experience and skills gained by Board members who have completed one or more terms on the Board in good standing, these exiting Board members will assist the Board, by mutual agreement, by remaining informally involved as advisors.
D4: AGENDA PLANNING: To assure that its governance is consistent with Board policies, the Board will follow an annual agenda that reviews Ends and continually improves Board functioning.
D5: PRESIDENT’S ROLE : The President assures the integrity of the Board’s process and the integrity of the Board’s relationship with the General Manager. Occasionally the President represents the Board to outside parties.
D6: BOARD MEMBERS’ CODE OF CONDUCT : The Board commits itself to ethical, businesslike and lawful conduct, including proper use of authority and appropriate decorum when acting as Board members.
D7: BOARD COMMITTEE PRINCIPLES : The Board may appoint committees to help carry out its responsibilities. Board committees, when used, will be appointed solely to assist the Board in specific areas. Board committees shall not interfere with delegation from the whole Board to the General Manager, nor with delegation from the General Manager to staff.
D8: RELATIONSHIP TO MEMBER OWNERS : The Board obtains its authority from and represents the member-owners. The Board is responsible for linking the Co-op and its member-owners.
D9. COST OF GOVERNANCE : The Board will invest in its governance capacity. Each year, the Board will develop a budget for the expenses it incurs to fulfill its mission, and the General Manager will include this in the overall operational budget.
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