Our Co-Op

We are building a better food community. Powered by our Owners, we create new and strengthen existing local food connections to breathe integrity, accessibility, education and inspiration into our community. We are a cooperative grocery store and measure our success on a triple bottom line: People, Planet, Prosperity --- within such a vibrant community grows. Ridge Fridge Grocer & Grange exists so that. . . END A: Consumers gain access to healthful foods in a trusted, thriving cooperative experience END B: Rural economy flourishes by relating farmers, food producers, our dedicated staff, loyal members, conscious shoppers, and Starved Rock Country region. END C: All workers’ voices are valued in a democratic workplace showcasing personal empowerment and collective management END D: A consumer-owned grocery store anchors diversity, connectedness and inclusivity. END E: Our community and shoppers recognize and celebrate connections to their sources of food. END F: Local farmers and value-added farm food producers have a viable market for their goods. END G: Socially responsible shoppers have a gathering place to share interests and buy their food. END H: Owners and community are engaged with the CO-op and each other.

1. Voluntary and open membership 2. Democratic member control 3. Member economic participation 4. Autonomy and independence 5. Education, training and information 6. Cooperation among co-operatives 7. Concern for community

1. Concern for rural economy 2. Concern for historic preservation 3. Diversity, equity and inclusivity 4. Empowered Leadership development 5. Skilled cooperative management

A Cooperative organized under ILLINOIS STATUTES, (805 ILCS 310/) Co-operative Act. ARTICLE I: NAME. 1.1 Name. Ridge Fridge Cooperative doing business as Ridge Fridge Grocer & Grange Rural Community Co-op (sometimes referred to herein as “Ridge Fridge” or “the Co-op” or “the Cooperative”) is a cooperative formed under the laws of the State of Illinois, pursuant to 805 ILCS 310. ARTICLE II: PURPOSE. 2.1.1 The Purpose of the Co-op is to serve the needs of its Owners (who may also be referred to as Members or Member-Owners) and other patrons by furnishing groceries and other consumer goods and services and shall operate on a for-profit basis. 2.1.2 The Cooperative Identity and Values are an essential part of our enterprise; therefore in achieving its purpose, the Co-op will adhere to the cooperative principles as adopted by the International Cooperative Alliance. In addition, Ridge Fridge recognize additional principles necessary to achieve and sustain our shared economic, social, and cultural needs and aspirations particular to our rural, concentric brand through the Co-op. 2.1.2.1 Voluntary and Open Membership 2.1.2.2 Democratic Member Control 2.1.2.3 Member Economic Participation 2.1.2.4 Autonomy and Independence 2.1.2.5 Education, Training, and Information 2.1.2.6 Co-operation among Co-operatives 2.1.2.7 Concern for Community 2.1.2.8 Concern for Rural Economy 2.1.2.9 Concern for Historic Preservation 2.1.2.10 Diversity, Equity, and Inclusivity 2.1.2.11 Empowered Leadership development 2.1.2.12 Skilled Cooperative Management 2.1.3 Nondiscrimination. the Co-op shall not discriminate on the basis of gender or gender identity, race, religion, national origin or ethnicity, citizenship, age, sexual orientation, disability, marital or familial status or any other basis protected against discrimination under applicable law. ARTICLE III: OWNERS. 3.1 The Co-op shall have one class of Owners. “Owners” in these Bylaws is equivalent to and used in place of the term “shareholders” as used in 805 ILCS 310. 3.2 Eligibility Ownership in the Co-op shall be voluntary and open to any individual age eighteen (18) or older or any household group that desires to support the Co-op’s activities, intends to use its services, and will accept the responsibilities of Ownership. A household group shall be understood to mean a maximum of two adults and their dependents living at the household. For each household, an individual person must be selected as the Owner of Record upon the purchase of shares or the commencement of a payment plan. The Owner of Record can be changed at any time. Applicants will be admitted to ownership upon submitting required information and purchasing or subscribing to purchase a share at a price and payment schedule determined by the Board of Directors. On or before admission to ownership, each applicant shall be provided a copy of these bylaws, including the appended explanation of the patronage dividend consent provision. In case of doubtful eligibility, ownership shall be subject to approval by the Board. 3.3 Admission. To evidence capital funds provided by Owners, the Co-op shall issue shares. Shares may be issues only to persons eligible for, and admitted to ownership in, the Co-op. Shares shall be issued only at their par value upon full payment in cash or cash equivalent or by entering into and complying with a payment plan approved by the Co-op. Shares shall be entitled to no dividend, but may be entitled to a patronage refund pursuant to Article X. The minimum share purchase requirement may be increased generally, provided that such increase applies equally to newly-admitted Owners. 3.4 Rights. Submitting a completed Ownership application and an equity payment (at or above the minimum payment requirement as set forth by the Board) and/or being accepted into a program, such as a grant program, is required in order to become an Owner. Upon acceptance, each owner shall be entitled to make purchases from the Co-op on terms generally available to owners, and to participate in the governance of the Co-op as set forth in these bylaws. 3.5 Inactive Status. An owner who becomes delinquent in meeting the share purchase obligation or who shall fail to make purchases from the Co-op during a calendar year shall be placed into inactive status. Participation rights of such person shall then be suspended. An owner in inactive status may attain good standing only upon full payment of all arrearages or reestablishment of a patronage relationship to the Co-op. References in these bylaws to the rights and entitlements of owners shall be understood to refer only to owners in good standing. 3.6 Access to Information. Owners shall be provided adequate and timely information as to the organizational and financial affairs of the Co-op. An owner shall, upon request that is made in good faith and for a proper purpose, be provided with information that is directly related to a legitimate interest of owners in the business of the Co-op and is not contrary to the best interests of the Co-op. Information of a confidential or sensitive nature shall be provided by the least intrusive means. Information regarding the Co-op’s records of owners shall be accommodated by means other than direct access to such records. The Board may otherwise prescribe reasonable restrictions on disclosure, dissemination, or use of the information provided. 3.7 Settlement of Disputes. In any dispute between the Co-op and any of its owners or former owners which cannot be resolved through informal negotiation, it shall be the policy of the Co-op to prefer the use of mediation whereby an impartial mediator may facilitate negotiations between the parties and assist them in developing a mutually acceptable settlement. No party with a grievance against the other shall have recourse to litigation until the matter is submitted to mediation and attempted to be resolved in good faith. 3.8 Voluntary Termination. Ownership may be terminated voluntarily by an Owner at any time upon written notice to the Co-op. 3.9 For-Cause Termination. Any Owner may have their Ownership benefits suspended or their Ownership involuntarily terminated for cause by a 2/3 vote of the Board of Directors. Prior to a Board vote on any Owner suspension or termination, the Owner subject to the possible suspension or termination will 1) be provided notice of the reason for possible suspension or termination at least 10 business days prior to the Board vote; and 2) have the opportunity to respond, orally or in writing, not less than 5 business days prior to the Board vote. Suspension or “for cause” termination of Ownership must be based upon specific Owner conduct that includes one or more of the following circumstances: 3.9.1 Intentional or repeated violation of any provision of the Co-op’s Bylaws, policies, rules, or regulations. 3.9.2 A violation of law that takes place at the Co-op unless the Owner can clearly demonstrate that they had reasonable cause to believe their conduct was lawful. 3.9.3 A material business transaction between the Co-op and the Owner where the Owner either 1) voluntarily and intentionally fails to disclose a conflict of interest in the material business transaction, 2) derives an improper personal benefit from the material business transaction, or 3) is found in breach of contract related to a material business transaction. 3.9.4 Actions or threats directed at the Co-op, its employees, patrons, or Owners that could be reasonably expected to cause significant harm to any of the aforementioned parties. 3.10 Lien and Offset. The Co- op shall have a continuing perfected security interest in the carrying value of shares which shall have priority over all other perfected security interests to secure any indebtedness by a owner to the Co-op. Upon redemption of shares proceeds shall be subject to offset by such indebtedness. 3.11 Share Redemption. Upon termination of Ownership, all rights and interests in the Co-op shall cease except for rights to redemption of the Owner’s capital in accordance with these Bylaws. Upon request following termination of Ownership, shares shall be redeemed by the Co-op upon termination of Ownership, within ninety (90) days of demand, subject to the Board of Directors determining when money is available for refunds and how much may safely be refunded each fiscal year. Shares shall be redeemable at the lesser of their carrying value on the books of the Co-op or their net book value, less a reasonable processing fee, if any, as determined by the Board. Redemption proceeds shall be subject to offset by amounts due and payable to the Co-op by the Owner. No redemption shall be made when such payment would impair the ability of the Co-op to meet its other obligations as they become due. Reapplications for Ownership after full or partial redemption shall be subject to full repayment of redemption proceeds. 3.12 Limited Transferability. Ownership rights and interests, including any shares held, may not be sold, assigned or otherwise transferred in any way to another person or entity unless the Owner shall first give the Co-op an opportunity to purchase the same, after reasonable notice of at least ninety (90) days, at the amount paid for said shares to said Co-op. All shares purchased by the Co- op under the provisions of this section shall be held only for sale to new shareholders. 3.12.1 In the event that the Co-op does not elect to purchase an Owner’s shares pursuant to Section 3.9, and said Owner proceeds to sell, assign or transfer their shares to another person, said Owner shall provide written notice to the Co-op of the sale, assignment, or transfer within fourteen (14) days, including the name, address and email address of the person acquiring said shares. 3.12.2 Every assignment or transfer of stock shall be recorded in the books of the Co-op, and each Owner shall be liable jointly with the association as well as severally, for the debts of the Co-op only to the extent of the amount that may be unpaid upon the share or shares held by them. No assignor of a share or shares shall be released from any such indebtedness by reason of the assignment of their share or shares, but shall remain liable jointly with the assignee and the association, or severally until the stock is fully paid up.

ARTICLE IV: MEETING OF OWNERS. 4.1 Meetings of the Owners shall be held in Grand Ridge, LaSalle County, Illinois. The specific time and location of these meetings shall be set by the Board of Directors and posted in the principal office. 4.2 Written Notice of the time, place, and purpose of a meeting of Owners shall be sent to each Owner either separately or in a Co-op publication as determined by the Board of Directors. The notice must be mailed or published not less than fifteen (15) nor more than forty-five (45) days before the date of the meeting. Electronic mailing to individual Owners will be the preferred method for these notices. In addition, the date of the Annual Meeting along with information about attendance shall be included in any newsletters sent to Owners within thirty (30) days of the date of the meeting, and shall be posted in any Owners-only social media forums, such as Facebook groups, at or around the time the electronic mailing to Owners is sent. Unless otherwise determined by the Board, only persons who are Owners at the close of business on the day immediately preceding the date of distribution of notices shall be entitled to notice of any meeting of Owners and to vote at such meeting. 4.3 An Annual Meeting of Owners shall be held within ninety (90) days after the close of each fiscal year to receive reports on the operations and finances of the Co-op, to elect directors, and to conduct such other business as may properly come before the meeting. 4.4 Special Meetings of the Owners may be called by the Board of Directors or by the President, or upon demand of the Owners as represented by a petition signed by fifteen (15) percent of the current Owners, such petition stating the business to be brought before the meeting. In the instance of an Owner petition, the meeting must be scheduled no more than forty-five (45) days after receipt of the petition. Any business conducted at a special meeting other than that specified in the notice of the meeting shall be of an advisory nature only. 4.5 The President or someone appointed by the Board of Directors shall chair all Owners’ meetings. Minutes shall be taken by the Secretary or someone appointed by the President. The order of business shall be set by the Board. 4.6 Owner Quorum. Except as otherwise provided for herein, the presence in person or by mail/electronic voting pursuant to these Bylaws at the opening of a meeting of ten (10) percent of all Active Owners shall be necessary and sufficient to constitute a quorum for the transaction of business at any meeting of Owners. 4.7 Voting. Unless otherwise required by these Bylaws, each Owner shall have one and only one vote on each matter submitted to a vote of Owners irrespective of the number of shares held. Unless otherwise required by law or by these Bylaws, issues shall be decided by a simple majority of Owner votes cast except where one or more choices are to be made from several alternatives, in which case the alternative(s) receiving the most votes shall be considered approved. Meetings of Owners shall be conducted generally in accordance with reasonable and accepted rules of parliamentary procedure. Any business conducted at a meeting other than that specified in the notice of the meeting shall be of an advisory nature only. The Board shall institute policies and procedures to reasonably assure the integrity of the voting process. 4.8 Qualified Voting. Owners may, as authorized by the Board, vote by electronic or USPS mail ballots in conjunction with a meeting of Owners. Ballots, together with the exact text of an issue for decision, shall be provided to Owners at or before the Annual Meeting. 4.9 An “Active” Owner is defined as an Owner who meets current equity requirements, and either (a) makes purchases from the Co-op or an equity payment within a two-year period and/or (b) casts a vote during the previous meeting of Owners. Additionally, Owners are responsible for informing the Co-op of any changes to contact information; failure to do so may, at the Board’s discretion, result in revocation of Active status. 4.10 Meeting of Owners Notices shall include any proper issue submitted by petition of at least ten (10) percent of all Active Owners who have each presented a written, physical signature and verifiable Owner number on a copy of the petition with the action sought clearly stated in full on the petition. Petitions must be received by the Board of Directors not less than sixty (60) days before the date of the meeting at which the petitions are to be presented to a vote of Owners. ARTICLE V: BOARD OF DIRECTORS. 5.1 General Powers and Duties. Except as to matters reserved to Owners by law or by these Bylaws the business and affairs of the Co-op shall be managed under the direction and supervision of the Board of Directors. Such powers shall reside exclusively in the Board as a deliberative body; they may reside in individual directors only to the extent explicitly so delegated by the Board. The duties of the Board shall include, but not be limited to, overseeing the operations and finances of the Co-op, establishing policies to guide operational decisions, hiring, monitoring, evaluating, compensating and firing the general manager, securing good conditions of employment and reasonable employee benefits for all Co- op employees, and assuring that the purpose and mission of the Co-op are properly carried out. 5.1.1 It is the intent of the Co-op that the Board of Directors strive to reach consensus on matters regarding the business and affairs of the Co-op and that the Board of Directors conduct itself in a manner to foster open debate and consensus-building. In those situations in which consensus is not able to be reached, the act of a majority of the Directors present and voting at a meeting at which a quorum is present shall be the act of the Board of Directors unless the act of a greater number is required by law, the Articles of Incorporation of the Co-op, or these Bylaws. 5.1.2 The Board of Directors shall have the power to interpret these Bylaws, apply them to particular circumstances, and adopt policies in furtherance of them, provided that all such actions are reasonable and consistent with these Bylaws. 5.1.3 Directors shall be responsible at all times for discharging their duties in good faith, in a manner that they reasonably believe to be in the best interests of the Co-op and with the care that an ordinarily prudent person in a like position would use under similar circumstances. 5.1.4 Directors shall be under an affirmative duty to disclose their actual or potential conflicts of interest in any matter under consideration by the Board and shall recuse themselves from any deliberation or voting on such matter, except that recusal from deliberation (but not voting) may be waived by a majority vote of the Directors present and voting on such matter, not including the Director affected by the actual or potential conflict of interest. 5.2 Number, Election, and Term of Office. The number of Directors of the Co-op shall be eleven (11). Except as otherwise provided for herein with respect to vacancies, Directors shall be elected annually by Active Owners to hold office for three (3) years, on staggered terms providing three (3) classes of Directors, with approximately one-third of the total number of Directors in each class. 5.2.1 All Directors shall be Active Owners of the Co-op for at least six months prior to the election date who are at least eighteen (18) years of age and remain Active Owners for the entirety of the term. If an Owner is part of a household, business, or any other group, they must be designated as the Owner of Record in order to be a Director. Two or more owners who share the same household or who are owners in the same immediate family may not serve on the Board simultaneously. One (1) employee of the Co-op may serve on the Board of Directors at any given time, so long as they meet the eligibility requirements and are not the General Manager, nor an employee reporting directly to the General Manager of the Co-op. The General Manager shall serve as an ex-officio (non-voting) member of the Board of Directors in addition to the eleven voting Directors. Directors need not be residents of the State of Illinois. 5.2.2 Directors may be nominated by the Board, by a nominating committee designated by the Board, or by petitions signed by at least ten (10) percent of Active Owners who have each presented a written, physical signature and verifiable Owner account number on a copy of the petition with the nomination sought clearly stated in full on the petition and submitted to the Co-op within a reasonable time, as determined by the Board, before the date of the notice of the annual election. 5.3 Resignations: Any Director may resign at any time by giving written notice to the Board of Directors or the President or Secretary of the Board. Such resignation shall take effect when the notice is delivered unless the notice specifies a future date; and, unless otherwise specified therein, the acceptance of such resignation shall not be necessary to make it effective. 5.4 Prior to its expiration, the term of a Director may be terminated in any of the following ways: 5.4.1 Voluntarily by a Director upon written notice to the Board; 5.4.2 Automatically upon termination of a Director’s Ownership in the Cooperative; 5.4.3 For cause by a two-thirds vote of the Directors, provided the Director is accorded written notice of the charges and an opportunity to respond in person or in writing prior to a vote of the Board to terminate the term of said Director; 5.4.4 By recall by a majority vote of the Owners of the Co-op casting ballots. The quorum for a vote to recall a Director shall be twenty percent of the current Owners. 5.4.4.1 A recall vote shall be held at a Special Meeting called in accordance with Section 4.4. The petition required under Section 4.4 shall state that the purpose of the Special Meeting is to vote to recall one or more Directors and shall state the basis for seeking recall. Notwithstanding the foregoing, voting on whether to recall a Director shall use the same process for voting for Directors pursuant to these Bylaws. 5.5 Vacancies: In the event of a vacancy occurring in the Board of Directors due to resignation or termination pursuant to section 5.3 or 5.4, the Board of Directors may appoint someone to serve as Director until the expiration of the remaining vacated term. Such appointment shall be by majority vote of the remaining Directors present and voting at the annual meeting, any regular meeting or at a special meeting of the Board of Directors called for that purpose. Otherwise, a Director shall be elected to serve a full three (3) year term. 5.6 Annual Meetings: The Annual Meeting of the Board of Directors shall be held within ninety (90) days after the end of the fiscal year. At the Annual Meeting, Officers will be elected, an annual report will be distributed, and the President will provide a state of the Co-op presentation. 5.7 Regular Meetings: The Board of Directors shall hold regular meetings at such places and at such times as may be designated by the President, without other notice than such designation. The Board of Directors shall meet no less frequently than once every two (2) months at a time and place determined by the Board and posted in the principal office. 5.8 Special Meetings of the Board of Directors may be held at any time on the call of the President or at the request in writing of any three (3) Directors. Special meetings of the Board of Directors may be held at such place, either within or without the State of Illinois, as shall be specified or fixed in the call for such meeting or notice thereof. 5.9 Notice of Meetings shall be delivered by or at the direction of the Secretary (or other appointed officer in absence or inability of Secretary to action such direction) to each Director at least ten (10) days before the day on which the meeting is to be held. Notice may be waived in writing by a Director, either before or after the meeting. Attendance of a Director at any meeting shall constitute a waiver of notice of such meeting except where the Director attends the meeting for the express purpose of objecting to the transaction of any business because the meeting is not lawfully called or convened. Neither the business to be transacted at, nor the purpose of, any special meeting of the Board of Directors need be specified in the notice or waiver of notice of such meeting. 5.10 Quorum: A majority of the Directors then in office shall constitute a quorum for the transaction of business at any meeting of the Board of Directors. 5.11 Participation at Meetings by Conference Telephone: Directors may participate in and act at any meeting of the Board of Directors through the use of an audio or video conference or other communications equipment by means of which all persons participating in the meeting can communicate with each other and verify personal identity. Participation in such a meeting shall constitute attendance and presence in person at the meeting of the person or persons so participating. Directors may not vote by absentee ballot or through a proxy. 5.12 Decisions via Electronic Collaboration Tool: Except as otherwise set forth herein, the Board may use an electronic collaboration tool (such as Basecamp) to vote on matters, in accordance with such policies as the Board may from time to time adopt. The Secretary shall record the results of the vote in the same manner as votes taken at Board meetings are recorded. Notwithstanding the foregoing, the following matters shall not be eligible for voting via electronic collaboration tool: 5.12.1 Approval of the Annual Budget; 5.12.2 Termination of a Director; 5.12.3 Hiring or termination of a General Manager. 5.13 Informal Action: Any action required to or which may be taken at a meeting of the Board of Directors may be taken without a meeting if a consent in writing, setting forth the action so taken, is signed by all the Directors. 5.14 Meeting Minutes: The minutes of the meetings of the Board shall be made available to all Owners, except with respect to minutes of any portion of a meeting closed for discussion as to matters of a confidential or sensitive nature, as determined by the Board. 5.15 Reimbursement: Directors may, but shall not be required to be, reimbursed for reasonable expenses incurred in connection with the performance of authorized business of the Co-op. ARTICLE VI. Officers 6.1 Designation, Election, and Term of Office: The officers of the Co-op shall consist of a President of the Board, elected from among the Directors of the Co-op, a Vice President, a Secretary, a Treasurer, and such other officers and assistant officers as the Board of Directors may authorize. The officers shall be elected by the Board of Directors at its annual meeting, to hold office for one (1) year and until their successors have been duly elected and qualified, or until their death, resignation, or removal. The office of the Secretary and the Treasurer can be combined, and when so combined the person holding the offices shall be the Secretary-Treasurer. 6.2 The President of the Board: The President of the Board, when present, shall preside at all meetings of the Board of Directors. The President shall have oversight over the general operations of the Board and its officers. He or she shall see that all orders and resolutions of the Board of Directors are carried into effect. He or she shall also perform such other duties as may be assigned to him or her from time to time by the Board of Directors. 6.3 The Vice President of the Board: The Vice President of the Board shall assist the President, shall have all the powers and perform all the duties of the President in his or her absence or incapacity, and shall perform such other duties as the Board may assign. 6.4 The Secretary: The Secretary shall act as Secretary of the Board of Directors, shall give, or cause to be given, notice of all meetings of the Board of Directors unless notice thereof be waived, shall supervise the custody of all records and reports of the Co-op, and shall be responsible for the keeping and reporting of adequate records of all meetings of the Board of Directors. The Secretary shall also perform such other duties as may be assigned to him or her from time to time by the Board of Directors. 6.5 The Treasurer: The Treasurer shall determine that proper accounting procedures are followed, shall report to the Board at each regular Board meeting on the income and expenditures and financial condition of the Co-op, and shall present an annual budget. 6.6 Resignation: Any officer may resign at any time by giving written notice to the Board of Directors or to the President or Secretary of the Co-op. Any such resignation shall take effect at the time specified therein; and, unless otherwise specified therein, the acceptance of such resignation shall not be necessary to make it effective. 6.7 Removal: Any of the officers of the Co-op may be removed by the Board of Directors, by the vote of a majority of the whole Board of Directors. 6.8 Vacancies: Any vacancy in any office because of death, resignation, removal, disqualification, or any other cause shall be filled by the Board of Directors at an annual or regular meeting or at a special meeting called for such purpose.

ARTICLE VII. Committees 7.1 Committees: The Board of Directors, by resolution adopted by a majority of the Directors in office, may create one or more committees. The committee members shall serve at the pleasure of the Board and may exercise the authority granted by the Board. 7.1.1 Committees exercising the powers of directors: These committees shall be composed of Directors. 7.2 Other Bodies: The Board of Directors may create and appoint persons to a commission, advisory body, or other such body which may or may not have Directors as members. Any such commission, advisory body, or other body may not act on behalf of the Co-op or bind the Co-op to any action but may make recommendations to the Board and/or the officers of the Co-op. ARTICLE VIII. Finances 8.1 Fiscal Year: The Board shall determine the fiscal year according to the needs and best interests of the Co-op. 8.2 Annual Budget: The Board of Directors shall provide oversight related to the preparation and monitoring of an annual budget. A consolidated version of the budget, as approved by the Board, shall be published and distributed annually to the Owners. ARTICLE IX. General Manager 9.1 Retention and Contract: By vote of a majority of the Directors in office, after recommendation by the Personnel/Nominating Committee, the Co-op shall retain a General Manager, who shall serve as the chief staff member for the Co-op. The General Manager shall be retained through a contract, signed by the President, on such terms and for such period as a majority of the Directors agree. 9.2 Description of Position: The General Manager shall work closely with the President regarding all matters within the responsibility of the General Manager, except as may be provided otherwise by the General Manager’s contract. The General Manager shall be the “Manager” of the Co-op as that term is used in the Co-operative Act, 804 ILCS 310. The principal responsibilities of the General Manager shall include: 9.2.1 Management: Be responsible for the day-to-day management of the Co-op. Be responsible for receipt and expenditures of all funds, consistent with the Personnel Policies, the General Manager’s contract, and the Co-op’s budgeting process. Supervise all Co-op staff. Conduct annual reviews of all staff members and determine staff salaries. Hire and fire all Co-op staff, consistent with the Personnel Policies, the General Manager’s contract, and the Co-op’s budgeting process. 9.2.2 Relationship with Board of Directors: Attend Board meetings as requested/required by the Board of Directors and provide reports on the Co-op’s activities, staff management, financial status, and policy issues. Work with Board committees and Board members on special and ongoing projects and program development. Be a member of Board committees as directed by the Board. May invite members of the Co-op staff to attend Board meetings, with consent of the Board President, and to participate in discussions and make reports when asked. 9.2.3 Other Duties: Perform such duties as are set forth in the General Manager’s contract and/or job description.