Our grocery store

In attendance: Peter Koerber, John Calhoun, Mimi Dimassa, Amy Lesen, Scott Galante, Sarrah Schoenewald, and Michael Smith.

Meeting called to order at 6:41pm at 3221 Toulouse Street, New Orleans LA, 70119.

 

1. Signing Incorporation Documents.

The NOFC corporate lawyer, Peter Koerber, was present to administer the final signing of the documents to incorporate the New Orleans Food Co-op, Inc., as a business corporation in the State of Louisiana. The papers were signed at the commencement of the Board meeting.

 

2. Sarrah S. made a motion to approve the April 6, 2009 BoD meeting minutes. Motion approved unanimously.

 

3. State Legislature Lobbying Campaign.

John C. explained the background of our lobbying campaign. The NOFC is seeking 385K for capital build-out of the store. Pres K. has put 100K that he has from a Capital Outlay request from last year forward to match with a 285K request the NOFC is making with the Healing Center this year.

          Michael S. and John C. accompanied Pres K. to Baton Rouge to meet with legislators, and were able to discuss the project and the prospect of acquiring capital outlay money with J.P. Morrell, Ann Duplessis, Neil Abramson, Walker Hines, and Cedric Richmond. The strategy is to acquire a portion of our request from each of the New Orleans delegation to put together the required funds.

          Though the NOFC feels that the responsibility for the build-out money lies on the Healing Center, it is imperative that we assist their effort to secure the money.

          Will Trufant and Victoria Baker put together the email campaign through our website.

          The Board discussed further strategies around raising this capital money. Essentially, we should meet with any legislator any time that we are able to put forward our cause.

 

4. Member Loan Campaign.

            The member loan campaign is beginning next week (the week of May 20). Ron McFall has been hired as the NOFC securities lawyer to assist in drawing up the necessary paperwork for the campaign.

          John C. explained the procedure and timeline for the campaign, which should last around 6 weeks. The loans are to be repaid one time at the end of 6-10 year period at 3% APR for $1000-$9,999 loans, and 4.5% for loans greater than $10,000.

          An accounting system will need to be set up for the loans. Sarrah S. will look into creating this.

          Mimi D. suggested that we find a way to specially recognize those that wish to be recognized for making loans.

          There are other strategies that we could pursue, including a “Friends of the NOFC” and recruiting Angel Investors as a small business.

          Legislators that help also could be memorialized in some way.

          Scott G. suggested that when we ask for loans ask the member if they would be willing to have their name memorialized in some way. This will both entice those that like recognition to make loans, give us flexibility of options, as well as allow those that don’t want recognition to opt out of it.

          Scott G. will do some research to determine if the NOFC may be eligible for Angle Investor Tax Credits as a small business.

          The board should also look in to other ways of recouping equity, such as converting loans to class C shares.

          The board should also find out if the SBA is an option for the NOFC, as we may qualify as a small business.

 

5. Meeting with Northcountry Cooperative Development Fund.

          Amy Lesen met with Jim Shadko, Director of Lending for the Northcountry Cooperative Development Fund (NCDF). He is very knowledgeable about cooperatives and why they succeed and fail. He expressed some initial concerns about the project.

          His first concern was that we are opening in another group’s project. If the Healing Center cannot get off the ground, neither can the NOFC. A major question is who owns the property. Another concern is whether we will have the option to deny other potential competitors a location in the Healing Center.

          Another question is whether we are building the store for the neighborhood or are we building it for us? The tastes of the diverse demographics in the area are highly varied. Will our store be too expensive for the neighborhood where we are opening? If our customer base is upper/middle class, how will we make our products affordable for the working person? Therefore, the board should make decisions to allow the products to be more affordable.

          This brings a concern about trying to hit two different markets and missing them both. However, Steve Cook had success opening the Sevananda Food Co-op in Atlanta between diverse neighborhoods.

          Jim S. also suggested finding a way to convert loans to class C shares to re-up equity.

          Jim S. requested to see the market study and the NOFC business plan with financials, and had many more questions. He advised the NOFC to contact NCDF when we have 35% of our funding from other sources secure. The board decided that it was too early to provide Jim S. with such sensitive information about the NOFC at this time.

          Jim S. got information about the NOFC from John Russo, the GM of the Ever’man Natural Foods Co-op in Pensacola, FL. Michael S. will write a thank-you note to John for making the connection.

 

6. The Board of Directors entered into executive session to discuss lease negotiations with the Healing Center.

 

7. New Orleans Healing Center (NOHC) Salon Meetings.

            The NOHC would like more than one member of the Food Co-op to be present at Salon meetings in the future, if possible. The next Salon meeting will be held at the Healing Center on Sunday, May 24 at 6pm. The meeting will discuss the relationship of the silos in the Healing Center to each other. Michael S. will attend and Amy L. will attend if possible.

 

8. Treasurer Update.

          Sarrah S., Treasurer of the NOFC BoD, gave an update. The NOFC is getting bank statements for its accounts. Yasmin B., the NOFC Project Assistanct, will begin reconciling these accounts. This will be used for the quarterly updates that we send to the Food Co-op 500. Yasmin will begin sending these updates.

 

9. W. K. Kellogg Foundation Exploratory Meeting.

          The Kellogg Foundation contacted the NOFC to participate in an exploratory meeting about increasing access to healthy food for children in New Orleans. The meeting will be held on Friday, May 15. They are requesting some informational documents to be provided to the group. Michael S. suggested distributing brochures and a 2-page business description based on the Executive Summary of the business plan, without financial details. There was consensus that these were appropriate. John C. and Michael S. will attend as NOFC representatives.

 

10. NOFC Bylaws.

          The NOFC bylaws need to be revisited to reflect our new incorporation status and the new realities of our organization. Amy L. and John C. will review them to think about suggestions of changes to be made.

 

11. New Appointees to NOFC Board of Directors

            The board explained the democratic decision making process of the NOFC board, and the process of appointing new board members according to the NOFC by-laws, which allows the board to appoint new board members in case of an absence on the board.

          John Calhoun made a motion to appoint Scott Galante to the NOFC Board of Directors. Motion approved unanimously.

          John Calhoun made a motion to appoint Amy Lesen to the NOFC Board of Directors. Motion approved unanimously.

          It was suggested that soon the Board should get together in an informal way over dinner to share our personal philosophies and vision surrounding the NOFC and the food system. This will allow for more cohesion on the Board and to get to know the new members better.

 

12. Exploratory Meeting with HOPE Credit Union.

          Michael S. reached out to Gary Williams, the Senior VP of HOPE Credit Union, where the NOFC has a money market account, a certificate of deposit, and a savings account. Gary requested that the NOFC set up a time to meet with them about the project. The Board expressed their support for exploring HOPE as a potential source of loan money for the project, as they are also a Cooperative business, are a mission driven organization, and have a dedication to serving the community. Michael S. will follow up to schedule a meeting with Gary W. at HOPE.

 

13. The Food Policy Advisory Committee Meeting.

          There will be no FPAC meetings until ORDA releases its RFQ for a CDFI for the Fresh Food Retail Initiative.

 

14. The next meeting of the NOFC Board of Directors is scheduled for June 1, 2009, from 6:30 to 8pm, in New Orleans, LA, 70119.

 

Meeting adjourned at 8:45pm.