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Board Resolution Implementing the New Membership System

Implementing the New Membership Program,
with revisions approved April 23, 2001


1. New member. A person may become a member of the cooperative upon:
(a) submitting a membership application in the form prescribed by the board of directors;
(b) paying $20 to be applied toward a membership account; and
(c) acceptance of the application by the general manager.

A person may submit a hardship petition to the general manager, who may agree to lower the initial $20 payment to $1.

At the member’s request, the member will be provided a second card in the name of a household member. Although the household member enjoys certain privileges of membership, they are not a member and thus are not allowed to vote or to run for the Board of Directors.

A copy of the cooperative’s bylaws and articles of incorporation will be furnished without charge to a member or prospective member upon written request.

2. Membership account. Each member shall have a membership account on the books of the cooperative. Membership accounts do not bear interest and are not refundable except upon the member's withdrawal from the cooperative. A membership account shall be fully paid when it has a balance of $200. No member is liable or may be assessed if a membership account is less than fully paid. That is, in the event of bankruptcy or dissolution of the cooperative, members are not required to pay in the difference between what they have already paid and $200. Members may pay into their membership accounts by making a lump sum payment of $200 or by paying in increments of $20 or more and applying their 2% discount (see 3, below). Final payments may be made in the appropriate amount, even if less than $20.

3. Member point of sale discount. Each member, upon presenting proof of membership in such form that the general manager may determine, shall be entitled to a 2% discount on all purchases of goods or services from the cooperative. Products not to be discounted are determined by the general manager. The discount shall be calculated at the point of sale. If the purchaser's membership account is not fully paid, all discounts shall be added to the membership account until it is fully paid. Food Stamps and WICs may not be used for this purpose. If the purchaser's membership account is fully paid, the member may direct to apply the discount in one of the following two ways: (1) to be contributed to the cooperative's charitable fund or (2) as a cash discount. Upon joining, the member indicates how they want their 2% discount used once their membership certificate is fully paid. The member may choose to change the use of their 2% discount at any time, by submitting the appropriate form.

4. Withdrawal as a member. A member may withdraw from the cooperative and may receive a refund of the balance in his or her membership account on the following terms:

A member may resign from the cooperative and terminate membership by giving written notice of resignation to the general manager. The member agrees to relinquish his/her cooperative membership card(s) upon application for termination. The resignation shall become effective without any action on the part of the cooperative. Membership accounts may be redeemed upon application and by approval of the board of directors. Withdrawal payments will be made quarterly by May 31 (for withdrawals filed by April 15), August 31 (for withdrawals filed by July 15), November 30 (for withdrawals filed by October 15), and February 28 (for withdrawals filed by January 15).

The board of directors may suspend or limit the redemption of membership accounts upon a determination that such suspension or limitation is necessary to protect the financial security of the cooperative. Membership accounts are subordinate to the claims of creditors. That is, in the case of bankruptcy or dissolution of the cooperative, creditors (i.e. the IRS, banks, suppliers) will be paid prior to membership accounts being refunded.

5. Offsets against membership account. The cooperative may offset a member's membership account for any debt of the member or person in her/his household to the cooperative. That is, bad checks and other debts to the cooperative (of the member or person in her/his household) may be deducted from a person’s membership account.

6. Inactive member. A member shall be deemed active if the member either has fully paid their membership account, or has within the twelve month period preceding the date on which active status is to be determined either (a) purchased at least $100 in goods or services from the cooperative, as shown on the sales records of the cooperative or (b) paid $10 into their membership account. All other members are considered inactive. If a member disputes the amount of purchases made during the preceding twelve months, the member may submit proof of purchases made by such member to the general manager, whose determination as to whether the member has made at least $100 in purchases during such period shall be final.

8. Transitional provisions.
The provisions of this resolution shall be effective as of June 1, 2001. As of that date, all existing membership equity accounts shall be member accounts as set forth in section 2 of this resolution. All members admitted after May 1, 2000 shall be deemed active members for one year from the date of admission to membership and shall thereafter be classified as active or inactive members as set forth in this resolution.

9. Special Status members.

  a. Associations or businesses may become non-voting members by negotiating an appropriate membership account amount, terms, discounts, and other rights and responsibilities with the General Manager.
  b. A staffperson may choose to become a member of the cooperative. The General Manager has discretion over staff member initial payments. The cooperative will match dollar-for-dollar up to $100 of staff investment in their membership account. Only staff who withdraw from membership after one year or more of membership in the cooperative are entitled to a refund of the portion of their membership account contributed by the cooperative. Staff are entitled to receive a 20% cash discount whether or not they are members. Staff who join receive the additional 2% member discount (i.e., their total discount is 22%) which is applied to their membership account until it is fully paid.
  c. Working members receive an 8% or 18% discount in addition to their 2% member discount. The latter is applied to the membership account until it is fully paid; the former is taken as a cash discount.

10. Special Status Non-Members.

  a. A seniors or disabled person may obtain a senior/disabled shopper card by submitting an application in the form prescribed by the general manager, with copies of appropriate documentation as required. This card entitles the person to obtain a 5% point of sale discount.
  b. A seniors or disabled person may choose to join the cooperative in order to obtain membership rights and privileges (e.g., to be a working member, vote, and obtain the 2% member discount). The 2% discount is applied to the membership account until it is fully paid. The 5% discount is taken as a cash discount. Seniors or disabled persons who are working members do not receive additive discounts; they receive simply the largest discount to which they are entitled.

11. Donations made to the cooperative’s charitable fund.
Donations made to the cooperative’s charitable fund will be disbursed to such organizations and in such amounts as approved by the Board of Directors. Those members contributing to the fund will be asked for their input. These donations are not currently tax-deductible for the member.

12. Annual report.
Members will receive an annual report of the total amount in their membership account, the total amount contributed to the cooperative’s charitable fund, and total earned in 2% discount. This report shall be show status as of the end of the fiscal year, and shall be mailed by September 30. Members will also be notified when their membership account is paid in full, and they will be reminded of the new use for their 2% discount.

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