2010-12-11 Meeting

December 2010 Retreat

Meta Goal: Re-energizing community through getting stuff done!

Agenda for Saturday:
1) Check in, frame space
2) Discuss: Why here?
3) Bylaws
4) Participation Definitions

Facilitator: Kate “Sassy” Sassoon
Participants: Leslie, Ann, Somer, Ianne, Lara, Zoe, Josh, Joe, Julio Sr., Heather, Federico, Dave, Aurisha, Jonny, Angel

1) Check in, frame space

• Pillow name game
• Hopes, fears, personal intent
  - Finish the goddam bylaws
  - Fear of lack of trust preventing us from moving forward
  - Being open-minded
  - Fear of no vision to guide decisions
  - Commitment to keep on keeping on
  - Goal: finish bylaws
  - Fear old negative communication patterns
  - Intent to help everyone achieve the best communication possible
  - Intent: be chill
  - Bring perspective and energy to push things forward
  - Intent: be present and speak my mind more
  - Intent: clarity and simplicity
  - Intent: bring calm and careful listening
  - Fear of being too bogged down by the minute details
  - Want to appreciate the greater purpose
  - Reassuring to hear so many people on the same page
  - Remember hopes, fears and intentions as we move forward

2) Why here in community?
- Want to be supportive of the group even though I haven’t been participating much in the last 5 years
- Want to be a villager
- Be with like-minded people, what I can do to decrease my ecological footprint
- I want my life to be a fractal that contributes to the community and for the community to be a fractal that forms a desireable future
- Live in community because that’s how I feel alive
- Connected to people
- Support the community, feel support in return
- Community to help me be the person I want to be, our community to influence society
3) Bylaws
Major nitty-gritty bits: consensus and voting; leaves of absence; definitions; participation requirements.
A. Voting section:
BYLAWS Section 3
(c) Decision-Making Process. The Board of Directors shall take all actions on behalf of the Cooperative by Consensus using the Consensus Decision-Making Process, it being understood that the Directors may resolve by Consensus to use another method of decision-making for a specific decision or class of decisions. In the event that a Consensus Decision is not reached using the Consensus Decision-Making Process, except as otherwise specifically required in these Bylaws, an action may be taken by the affirmative vote of seventy-five percent (75%) of the Directors present and voting.

• Consensus!

Exceptions:
Annual Assessment (rents), Special assessments (extra rents for special projects), suspension of privileges
Discussion:
- why consensus and then a vote? could confirm with a vote to make it clearer, would be more defensible in legal situations
- pulling these particular exceptions out at recommendation of Al Valencia and following the example of the northern california model
- this is a decision about how once a year we have to get together and set rent. Could be more contentious than other types of issues. Our consensus in the model in the bylaws seems very specific and clear.
- Preference for one unified decision making process, but am comfortable putting in these exceptions if it is helpful for covering our asses
- Not as comfortable with the one requiring vote at the end. Believe our process is strong enough, just write it down as a vote afterwards.
- Concern about time constraints
- Is there a proposal for a lower threshold for these decisions? No, just for recording a vote. Then propose just writing down the vote for all decisions.
- As we’ve defined it, we have one meeting to try for consensus. At most, annual assessments would take two meetings.
- If we can’t get a 75% vote, we would just have to deal with that when it comes up
- Lara’s vision: we schedule the annual assessment for a designated time every calendar year timed to coincide with the annual budget process, a proposal will go out ahead of time from the management committee, goal to make a decision at that one meeting
- Legal requirement for giving notice is already in the bylaws
- Possible tweak: say specifically that for these types of decisions we will use our formal process
- No matter what we do, we can’t guarantee that we won’t need more time for discussion prior to making a decision
- If we’re so worried that we can’t do it in one meeting, just plan to do it two meetings, and if we get it done early, sweet
- Clarifying question: Does this apply to any financial decisions? No, just annual assessments and special assessments.
- Could build in the obligation to have the proposal out there before hand and to bring up concerns or objections prior to the meeting in question
- Would be cautious about institutionalizing these things that are essentially just good practice
-lawyer concerns about different words expressing the same task creates ambiguity in a document
-what do we put in the actual paragraph for regular and special assessments.
- Feel strongly for our regular assessments that we should have everyone heard, but don’t think that we need to go through these “special things” to get to agreement
- The question seems to have boiled down to: do we use our formal consensus process, or do we just vote, in these particular cases? Lara’s preference is that we try consensus process and go to a vote in one meeting
- Question for Lara: just do the one meeting for annual assessments, but not for special assessments or censure? Yes.
- Doesn’t make sense, would make more sense to do this for the special assessments since they are unplanned whereas you can plan way in advance for annual assessments
- What we’re really talk about is when we need to have an increase in assessments, some people won’t want this to happen. How much time are we willing to spend having this type of discussion? Would be good to have something built in to prevent impasse.
- But there’s no difference between this and our general process
- Question to Lara: what are you really afraid of? Lara – we haven’t actually tested out our spelled out consensus model, she has doubts about it in practice. We will only learn by doing as to whether or not it is useful. There will be a percentage of the community that will simply not want to raise rents. We need to have something in place to deal with this such that the
- What Jonny hears is that Lara is not comfortable with the process we consensed on
- Thanks to Lara for being very clear, desire for her to feel listened to, this is about Lara caring a lot about the future of the co-op, Dave wants Lara to feel like we’ve got her back, we all care so much as well, we get set off because we do all so much
- Definitely a trust issue, one of the fears that came out in the beginning
- Have to look at the greater good, need to compromise
- This doesn’t have to be a binding document forever, can try something and then move forward
- We don’t yet have something written up in legal language for our formal consensus process
- Lara doesn’t want that formal decision making process used for annual assessments

Proposal: The Board shall by an affirmative vote of seventy-five percent (75%) determine, authorize and levy the amounts of the annual assessments upon each Lease and the appurtenant Membership and Certificate as provided herein.

In addition to the Annual Assessment, the Board may, from time to time, levy a Special Assessment against all Leases and the appurtenant Memberships if the Board determines that the Cooperative’s available funds are or will become inadequate to meet the estimated expenses of the Cooperative, including the maintenance of appropriate reserves, for a particular fiscal year for any reason, including, without limitation, unanticipated delinquencies, costs of construction, unexpected repairs or replacements of capital improvements or otherwise. The Board shall determine the amount necessary to meet the estimated expenses an affirmative vote of seventy-five percent (75%) of the Board, it shall become a Special Assessment. The Board may levy the entire Assessment immediately or levy it in installments over a period it considers appropriate.
Concerns:
- We’re being bullied by one person’s fears
- This codifies the silencing peoples voices
-75% standard is actually pretty darn close to consensus
- Lara doesn’t want people to feel bullied, wants informal consensus process
- Leslie proposes that we not have exceptions, just use our process for every type of decions
-for the larger picture it seems we have concerns, we need to trust.
- Consensus brings us together as a community. We do have an out for a vote.

New Proposal: We will use our formal consensus process for all decisions
2 stand asides
11 for
0 blocks

• Consensus

B. Leave of Absence Section
At the end of a leave of absence
- Option 1: Individual automatically resumes status as members
- Option 2: May resume status as member by BOD decision
- Option 3: May resume status as member unless decided otherwise by BOD decision
- Option 4: BOD can create a leave of absence policy and approve specific LOA parameters on a case by case basis
Comments:
- We did have a general idea of our parameters for length of time: don’t need a leave of absence for less than 2 months, generally would be 6 months to 2 years
- Also discussed how many people at once can leave
- Do we want this in the bylaws or do we want this in a policy outside of the bylaws? Policies are easier to amend than bylaws.
- Many co-ops don’t allow for sublets or have very strict guidelines for allowing circumstances under which sublets are allowed
- Maybe put some sort of agreement into the bylaws themselves
- Proposal was 1-6 months just give notice, 6 months-1 year ask for approval, have to ask for an extension for over a year
- What are the needed functions of the Board that need to occur?
- Will need more stringent participation requirements for becoming a Board member?
-is this really universal reqirements?
-a work requirement would be good (ie projects)
-there needs to be a consequence or accountability
-tracking would need to be used for this
-if in case of sickness I think the board should grant me a leave of absense.
-different standards for sickness or death loa’s
-we did decide that the board would grant loa’s.
-the board should be the body approving loa’s as it affects membership.
Could we refer to this as something as the board will develop policy for and leave it out of the bylaws.
-if we do this, it would be wise to spell out the time frames for loa’s so that these defs could go into the definitions in the bylaws
Here’s what we’ve got so far:
Leave of Absence. Members may request to take a Leave of Absence, which request may be granted by a decision of the Board of Directors. During the Leave of Absence the Member may not Block Consensus and will not be counted as a Member for purposes of establishing quorum. At the end of the Leave of Absence – see options above.
- Joe sees a potential loophole, people can just leave without officially asking for a leave of absence
- Not included in the options is the idea of timeline, have to agree on that part
- We need to separate this out from participation requirements
- What has been decided already and needs to be worked with
leave of absences may be granted
this has already been approved.
1-2 months = groovy
2-6 months = some kind of process
- We’ve already decided how a leave of absence gets granted (see above)
- Still the problem of what to do about people who leave without asking
- The idea that people could just up and leave without asking is scary
- Expectation that people who are on the Board should show up at least 75% of the time
- Need to make sure there is provision for circumstances such as what Lois is doing with taking care of mom, but this is different than if someone wants to go live somewhere else to check it out and then maybe or maybe not come back
- Maybe behind this is a fear that members who take leave of absence would risk being blocked from coming back
- Maybe it is okay for us not to hash out the policy completely now
- What incentive do we have besides being a good citizen to actually ask for a leave of absence?
- Part of this is that we haven’t looked at the nitty-gritty of having an occupancy agreement, which may include residency requirements
- Problem with the word “request” sounds too much like a parent-child dynamic
- Try to assume good faith, but should also have requirements for participation
- If there is a need, a family member needs care for example, it is acknowledged, there is a commitment to communication
- Some of the remaining issues can be resolved through the occupancy agreement
- It might make decision making easier if someone is going to be gone for two months for them to not count towards quorum

• Consensus with one stand aside! Wants to make sure we include accountability

Participation Requirements - Brainstorm

Group 1

Time commitment (to the community) should be taken more seriously
Community suppers and meetings are part of it, but additional hours also.
Fine for not participating?
What about long term renters, and their long term lack of participation?
Everyone should be on at least one committee, but owner members seem to have more committee work options
Hours expectation, but choice of how to fill hours. Put intent online? Manager to track.

Group 2

All Members

10 hours a month of work, including coming to meetings.

Board Members

Attend at least 75% of meetings (9 of 12 monthly meetings)
Board members responsible with reading and understanding written documents in a timely manner.
Need to understand legal responsibilities and standard of duty/care
Need to understand financial issues to be able to make informed decisions

Renter Members

Pay Rent, abide by rental agreement
Live here

Group 3

BOD
attend between 75% and all board meetings
pay assessments on time
service on at least one sub-committee
Work party/Social requirements same as renter-members

Owners
Our understanding is BOD = OM

Renter Members
Between 1/3 and 2/3 or meeting attendance required
Work Party/Social requirements similar to current
- link meeting attendance to renter-member discount

Desires
Really want community engagement and buy-in

Further discussion
What to do if an owner-member can’t fulfill the requirements of BOD
Concern about non-payment of rent
Bringing up concern about unwillingness to have tracking/penalty system
Is there a way to make reporting a positive, affirming thing, rather than penalty issues
Public affirmative list of who as done what, self reported

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Committees/Work that keeps this place going

Governance
Management
-BLD mgr, maintenance
Finance
Conflict Resolution Committee (CRT)
Bienvenidos
-liasons
Garden
-maintenance, compost
Ad Hoc
BVCLT reps
Wiki/Web/Blog/Tech
PR-tours, community
Board of Directors officers
Facilitation Teams
Project/retreat Organizers
Cooking/Food providers to support projects
Beautification/House Improvements
Community fun committee
Eco-upping / ecological retrofitting
Community Outreach / Community Partnering

Document Completion Plan

Josh will be official mosquito and followup. Every meeting will check chart and make sure we’re on track with implementation!