Dear Prospective Board Candidate, 

Thank you for your interest in serving on the People’s Food Co-op Board of Directors. This is an exciting time to be involved with PFC. We now have more than 13,300 owners in La Crosse and Rochester combined, and we’re still growing! We ask that you read over the enclosed information carefully before filling out the application and signing the two (2) separate forms at the end. 

Working closely with the GM, the Board plays a critical role in ensuring the continued success and health of the organization, guiding the co-op's direction by establishing the vision and ensuring long-term vitality, while also managing risk and meeting its fiduciary duty to the membership.

The board seeks owner input on the goals and vision of the organization and reports periodically to PFC owners on activities, decisions, and compliance with board policies. We welcome the variety of experiences and perspectives that new candidates bring.  As we work through the strategic plan, the board has a particular need for those with financial management, brand development, facilities management, or employee recruitment expertise, but all relevant skills are welcomed board additions. 

The board operates under policy governance, an operating system that emphasizes values, vision, and the empowerment of both board and staff. More information on policy governance can be found later in this packet.

A successful member of PFC’s Board must…

• Be a member in good standing of the People’s Food Co-op.

• Attend the monthly board meetings held from 5:00-6:30 p.m. on the 4th Thursday of the month, January-October and the 3rd Thursday of the month in November and December. Meetings are conducted in-person, with a Zoom option for out-of-town board members.

• Work on one or more subcommittees that meet as determined by committee members.

• Agree to abide by the Directors’ Code of Conduct (included in this packet). 

• Use video conferencing for meetings and regularly check e-mail. 

• Attend the orientation for new board members, usually held in winter or early spring.

• Attend the Annual Owner's Meeting and Board Retreat, which covers long-term planning. 

• Be thoroughly prepared for each meeting by completing assignments and examining documents received by e-mail prior to the meeting. (This may require more time commitment the first year as directors are onboarding.)

Thank you again for your interest in serving on the People’s Food Co-op Board of Directors.

Please address any questions to the Board at board@pfc.coop

Vision

Our community is a vibrant, exemplary model of healthy, sustainable, and cooperative living. 

Mission

Working together to build a sustainable community, while treating all people with kindness and fairness.

What is the Board of Directors and what does it do?

The Board of Directors is the governing body for the members of the People’s Food Co-op. It is composed of up to nine people, all owners of the People’s Food Co-op. Board members are elected by Co-op owners for three-year terms. 

The People’s Food Co-op focuses on being strategic and visionary. This big picture view looks toward the long-term future of the Co-op rather than focusing on only the short-term. The Board works to anticipate trends and values that may have an impact on our relevance, survival, and maximum benefit to our members. The role of the Board includes financial oversight, strategic planning, member linkage, and community outreach. The Board governs the organization and delegates all operational duties to one employee, the General Manager.

What does the Board of Directors avoid doing?

The Board of Directors does not become involved with or make any decisions about the daily operations or activities of the People's Food Co-op. The Board’s sole connection to the co-op’s operations is through the General Manager. 

What are the requirements for running for the Board?

Directors must be owners of the People’s Food Co-op who are in good standing, without a prohibited conflict of interest, pass a criminal background screening, and be recommended by the Board based on a four-step process (see What happens after I submit my application?).

Board experience is beneficial but not a prerequisite. Important qualifications include a willingness to work cooperatively and closely with other Directors, a commitment to providing the time and energy needed to fulfill the role and complete the term on the board, an understanding of financial statements, organizational skills, and a genuine interest in issues related to cooperatives.

What happens after I submit my application?

A member of the Nominating Committee may call to review the responsibilities of Board membership and answer any questions you may have. Candidates will be recommended for ballot placement based upon a two-step process: 1) evaluation of your written application, 2) evaluation of the phone interview. If an applicant is not recommended, he or she will be notified and may choose to petition to be on the ballot. Please note: a background check will be completed before being seated on the Board.

How much time is required from Board members?

At this time, Board meetings are held on the fourth Thursday of each month 5:00-6:30pm, (except in November and December, where the meetings are moved to the third Thursday) at which attendance is required. Newly elected Board members are expected to attend Board orientation, prepare for and attend monthly and special meetings, attend the annual meeting and other member meetings, participate on committees, and attend the annual Board retreat. Board members should expect to commit 6 to 8 hours per month on board matters.

I'm sure I have the time to commit, and I want to serve the People’s Food Co-op; how else can I make up my mind whether or not to apply?

You may obtain additional information about serving on the Board of Directors by talking to any of the current Directors to get a personal perspective of what it’s all about. Applicants are encouraged to attend Board meetings to see how the Board functions and meet the current Directors. Board meetings are held on the fourth Thursday of each month from 5:00-7:00pm, in-person and via Zoom.

When will the election be held?

The annual election occurs during the first few weeks of December. We use an online voting system for the election, and if necessary, owners have the option to request a paper ballot.

I have decided to apply to be a candidate. Now what?

To help members make informed decisions regarding the Directors they elect, we ask that you fill out the Board Candidate Application and Statement and Conflict of Interest Declaration forms below.

The submission deadline is end of day, October 31, 2026

If you are chosen as a candidate, the answers from your Candidate Application, along with your photograph, will be posted in the stores, online, and printed on the ballot.

Adapted from a document prepared by Ginny Jaramillo of Northland College, January 2000 

The Job of the Board 

The board of an organization is responsible for knowing who the “owners” of the organization are, and who the “customers” are. The board’s duty, then, is to concentrate on the goals and visions (or desired “ends”) of the owners, ensuring that the organization is responsible for achieving those ends. Once the board’s policies are in place, the board does not focus on customer issues, because that is the job of the staff. People who come to the board in the role of a customer are referred to the general manager, who represents the staff. This means that the staff deals with the daily operation of the organization, and the board deals with four major areas of its job description:

1. Link with the owners to determine the ends of the organization. 

2. Create policies which give direction to the general manager as to what the ends of the organization are, and within which limitations he or she can operate (executive limitations).

3. Monitor the progress of the organization and the general manager in meeting the organizational ends and staying within the executive limitations. 

4. Monitor itself as a board. 

Board Policies 

There are four different categories of board policies, and all board policies must fall into one of these categories:

1. ENDS (The intended results for the customers) Ends policies all deal with ends, while all other categories of board policies deal with means.

2. EXECUTIVE LIMITATIONS (The limitations put on the general manager) Executive limitations policies all deal with means, but they are written IN THE NEGATIVE, telling what means the general manager SHALL NOT USE, instead of what means the general manager SHALL USE to accomplish the organizational goals (this avoids the two extremes of “micromanaging” and “rubber-stamping.”)

3. BOARD-STAFF RELATIONSHIPS (How the board will interact with the general manager) Board-staff relationship policies all deal with means that the board will use to interact with the staff THROUGH the general manager.

4. GOVERNANCE PROCESS (How the board will govern itself). Governance Process policies all deal with means that the board will use to govern and monitor itself throughout the year.

   Key Features of the Model 

1. The board generates ends policies that come from linkage with the community.

2. The board directs the general manager as to what the goals of the organization are, but it is up to the general manager to determine how to get there, AS LONG AS EXECUTIVE LIMITATIONS ARE MET.

3. The board does not deal with customer issues or staff issues. Its primary work is linkage with the community.

4. The board, not the general manager, creates the long-term goals of the organization.

5. The board determines how much control it should exert over the general manager by determining the scope of executive limitations policies.

6. Board policy requires the entire board to work as one, without “splintering” into different factions.

7. Board meeting agendas ONLY POLICY ISSUES. Board meetings are, therefore, typically brief and efficient.

Some Advantages of this Model over the “Conventional” Approach 

1. It is a well-researched model of democracy in action, with clear guidelines, not a guessing game.

2. Policies are readable, streamlined, and addressed regularly, not put on a shelf in a big book.

3. The roles of the board and the staff are clearly defined and easily understood, and do not overlap.

4. The board is freed from staff and customer issues, to allow time to concentrate on community linkage.

5. It discourages people who have “private agendas” from serving on the board, and encourages people to be on the board if they have a true desire to serve the entire community.

6. It reduces the typical stress caused by splintered boards, “micromanaging,” or “rubber-stamping.”

The International Co-operative Alliance Statement on the Co-operative Identity

Definition

A cooperative is an autonomous association of persons united voluntarily to meet their common economic, social, and cultural needs and aspirations through a jointly-owned and democratically-controlled enterprise. 

Cooperative Values 

• Self-help 

• Self-responsibility 

• Democracy 

• Equality 

• Equity 

• Solidarity 

• Honesty 

• Openness 

• Social Responsibility 

• Caring For Others 

Cooperative Principles 

Voluntary and Open Membership 

Cooperatives are voluntary organizations, open to all persons able to use their services and willing to accept the responsibilities of membership, without gender, social, racial, political or religious discrimination. 

Democratic Member Control 

Cooperatives are democratic organizations controlled by their owners, who actively participate in setting their policies and making decisions. People serving as elected representatives are accountable to the ownership. In primary cooperatives owners have equal voting rights (one member, one vote) and cooperatives at other levels are also organized in a democratic manner. 

Member Economic Participation 

Owners contribute equitably to, and democratically control, the capital of their cooperative. At least part of that capital is usually the common property of the cooperative. Owners usually receive limited compensation, if any, on capital subscribed as a condition of ownership. Owners allocate surpluses for any or all of the following purposes: developing their cooperative, possibly by setting up reserves, part of which at least would be indivisible; benefiting owners in proportion to their transactions with the cooperative; and supporting other activities approved by the ownership. 

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. 

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—particularly young people and opinion leaders—about the nature and benefits of co-operation. 

Co-operation among Co-operatives 

Cooperatives serve their owners most effectively and strengthen the cooperative movement by working together through local, national, regional and international structures. 

Concern for Community 

Cooperatives work for the sustainable development of their communities through policies approved by their owners. 

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

1. Every director is responsible at all times for acting in good faith, in a manner which she/he reasonably believes 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 staffs, and the personal interest of any director acting as an individual consumer or member.

   a. There will be no self-dealing or any conduct 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.

   b. 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.

   c. A director who applies for employment at People's Food Co-op must first resign from the Board.

3. Directors may not attempt to exercise individual authority over the organization.

   a. When interacting with the GM or employees, directors must carefully and openly recognize their lack of authority.

   b. 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. Directors will prepare for and attend all Board meetings and trainings.

   [Regarding attendance, PFC’s bylaws state: A director’s position shall be considered vacant after: i) two (2) consecutive unnotified absences from any Board meetings, ii) any four (4) absences from any Board meetings in any twelve (12) month period. Board meetings include special meetings, special Board meetings and orientation/training sessions. The absent director must notify the Board president, vice president or designated agent by telephone, in person, or by e-mail prior to the start of the meeting.]

6. 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.

7. Any director who does not follow the code of conduct policy can be removed from the Board by a 2/3 majority vote of the remaining Board.