Finland Co-op Board Member Conduct Policy

  1. Purposes — The purposes of the Board of Directors are to:
    1. Represent the interests of the Co-op’s Membership;
    2. Work collectively and individually toward the success of the Finland Co-op;
    3. Commit itself and its individual members to ethical, businesslike, and lawful conduct,  including proper use of authority and appropriate decorum when acting as board members.
  2. Requirements — By joining the Finland Co-op’s Board of Directors, members must meet the following requirements:
    1. Be 18 years of age or older.
    2. Be an active Member/Owner in good standing who shops regularly at the store.
    3. Be accessible by phone and e-mail to Staff and other Board Members as needed.
    4. Be accessible by phone to the Member/Owners. Directors’ phone numbers are posted in the entrance of the Co-op.
    5. Read, understand, and support Finland Co-op policies and bylaws.
    6. Disclose conflicts of interest immediately. (See D. Conflict of Interest.)
  3. Duties and Responsibilities — The duties and responsibilities of the Board of Directors, individually and as a whole, include, but are not limited to:
    1.   Attending all regular and special Board meetings.
      1. Absences may be excused at the board’s discretion.
      2. Advance notice of absence should be given via phone, electronically, or other communication prior to the meeting, if possible.
    2.  Preparing for each Board meeting by reading material distributed prior to the meeting and being ready for discussion.
    3. Attending all meetings of the Membership.
    4. Participating actively in discussion, sharing your viewpoint, then supporting the group decision that results from discussion.
    5. Sharing equally with other Board Members in committee and task-force work.
    6. Maintaining access to Board documents.
    7. Showing loyalty to the Board of Directors and the Finland Co-op by:
      1. Being aware, at all times, that personal comments could be perceived to be statements of the Board as a whole or to otherwise carry official weight;
      2. Not voicing judgments of the performance of other Board Members, the Finland Co-op, the General Manager, or the Staff outside of Board discussion;
      3. Advocating for the Finland Co-op and its Member/Owners inside and outside Board meetings;
      4. Actively recruiting new Co-op Member/Owners and encouraging their participation and loyalty to the Finland Co-op;
      5. Holding in confidence any information so designated, including but not limited to:
        1. Sensitive issues as defined and discussed by the Board;
        2. All topics discussed in regular and special Board meetings until they become a matter of public record.
        3. Recognizing the ineligibility of any Board Member to speak for the Board as a whole, except when explicitly agreed upon by the Board.
    8. Fulfilling commitments within agreed-upon deadlines.
    9. Taking initiative and providing leadership.
    10. Taking responsibility for conflict amongst Board Members and committing to work toward resolution.
  4. Conflict of Interest
    1. Board Members must represent unconflicted loyalty to the interests of the Finland Co-op Membership. This accountability supersedes:
      1. Loyalty to advocacy or interest groups;
      2. Membership on other boards or staffs;
      3. The personal interest(s) of any Board Member acting as a consumer of the Finland Co-op’s goods or services.
    2. Board Members must avoid conflicts of interest regarding their fiduciary responsibility. A fiduciary conflict of interest exists if:
      1. A Board Member has an affiliation with or material interest in any entity that conflicts with, or might reasonably be assumed to conflict with, the interests of the Finland Co-op;
      2. A Board Member is an employee, director, officer, tenant, landlord, or otherwise associated with another organization that may be benefited or harmed by actions of the Finland Co-op Board of Directors;
      3. A Board Member participates in any self-dealing or any conduct of private business or personal services between another Board Member and/or the Finland Co-op, except as procedurally controlled, to assure openness, competitive quality, and equal access to information;
      4. A Board Member uses his or her position to obtain employment at the Finland Co-op for themselves, a friend, family member, or other associate. Should a Board Member desire employment at the Finland Co-op, he or she must first resign from the Board;
    3. Board Members may not attempt to exercise individual authority over Finland Co-op operations, except as explicitly set forth in Board policies, including interaction with the public, press, or other entities.
  5. Resignation — A Board Member may resign by sending a signed letter of resignation to the Board Secretary.
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