Co-op Governance

The Williamson Street Grocery Co-op is, and will remain, an economically viable and environmentally sound business cooperatively owned by its owners; its primary mission is to operate a retail grocery store that forms a cornerstone of a vibrant community.

To evaluate progress towards these ends, the Board shall monitor compliance with our ENDS Policy

Policy A:

Willy Street Grocery Co-op will be at the forefront of a cooperative and just society that:

• has a robust local economy built around equitable relationships;
• nourishes and enriches our community and environment; and
• has a culture of respect, generosity, and authenticity.

We each commit ourselves to ethical, professional, and lawful conduct.

1. Every director is responsible at all times for acting in good faith, in a manner which they reasonably believe to be in the best interests of the Cooperative, and with such care as an ordinarily prudent person in a like position would use under similar circumstances.
2. Directors must demonstrate unconflicted loyalty to the interests of the Cooperative’s owners. This accountability supersedes any conflicting loyalty such as that to advocacy or interest groups, membership on other Boards or staff, and the personal interest of any director acting as an individual consumer or member.
   • There will be no self-dealing or any conducting of private business or personal services between any director and the Cooperative except as procedurally controlled to assure openness, competitive opportunity, and equal access to “inside” information.
   • At the first meeting of the newly seated Board, at the beginning of the fiscal year, all directors will complete the “Conflict of Interest Disclosure” form, and will verbally report to the whole board the potential conflicts. Any subsequent potential conflicts will be reported to the whole board immediately.
   • When the Board is to decide on an issue about which a director has an unavoidable conflict of interest, that director shall abstain from the conversation and the vote.
   • Any director who is also a paid employee has the same duties and responsibilities as any other director and has the additional duty of clearly segregating staff and Board responsibilities.
3. Directors may not attempt to exercise individual authority over the organization.
   • When interacting with the GM or employees, individual directors must carefully and openly recognize their lack of authority.
   • When interacting with the public, the press, or other entities, directors must recognize the same limitation and the inability of any director to speak for the Board except to repeat explicitly stated Board decisions.
4. Directors will respect the confidentiality appropriate to issues of a sensitive nature and must continue to honor confidentiality after leaving Board service.
5. The board of Directors does not have a direct role in retail operations or union bargaining relationships and should not engage in conversations with employees related to workplace conditions, wages or benefits, or any issues directly related to the employees’ union. Therefore, directors will respect the relationship between the General Manager and United Electrical, Radio and Machine Workers of America 1186 by not engaging employees in conversations related to the employee’s union.
6. Directors will prepare for, attend, and participate fully in all Board meetings, and trainings.
7. Directors will support the legitimacy and authority of the Board’s decision on any matter, irrespective of the director’s personal position on the issue.
8. If it is determined that a Director has acted against the best interest of the Co-op or has violated the Director’s code of conduct outlined in this policy, the Director may be removed by a 2/3 vote of the Directors present at a Board Meeting pursuant to Bylaw 5.7 Section 3.”