Davis Food Co-op/Election 2009


  1. Davis Food Co-op election results as of 6/15/2009
  2. Running for the Board
  3. Democratic Engagement

Election page is up to date through 6/15/09
This wiki page will be updated as long as anyone edits it!

Davis Food Co-op election results as of 6/15/2009

These results were accepted by vote of the Board of Directors on 6/15/09. 838 ballots were counted in total, with 8,208 shareholders in good standing eligible to vote, so turnout was 10.2%.

Directors elected to three year terms:
Desmond Jolly – 588 votes
Julie A. Cross (staff) – 467 votes
Sam Citron – 347 votes

Elected to one year terms as Alternate Directorss:
Kevin Wolf – 344 votes
Teddy Consolacion – 187 votes

Declared candidates also receiving votes:
Zach Norwood – 115 votes
Michael Simpson (staff) – 111 votes

Proposition One – Additional Non-voting Shares FAILS
(required two-thirds of votes cast to pass, in order to amend [WWW]Articles of Incorporation)
Yes – 426 (57.18%)
No – 319 (42.82%)

Proposition Two – Staff Directors FAILS
Yes – 306
No – 468

Proposition Three – Alternate Directors FAILS
Yes – 311
No – 424

Proposition Four – Method of Removal of Directors PASSES
Yes – 696
No – 50

Proposition Five – Member Initiative PASSES
Yes – 455
No – 284

Proposition Six – Election Calendar PASSES
Yes – 621
No – 112

Proposition Seven – Termination of Membership PASSES
Yes – 660
No – 76

Proposition Eight – Elections PASSES
Yes – 639
No – 78

There's was a Davis Food Co-op election. Details were be published on-line, and the Voters Pamphlet is still available for download. There will also be cross-linking between this easy to edit & open page, and the restricted election.html page on the Co-op's official site. Here is the modified (on May 4, by the Board) 2009 Election Calendar:

Election Event 2009 date Bylaws specify…
Member Initiative Deadline Wednesday, March 11 30 days before mailing date of an already scheduled regular election ballot
Voters’ Pamphlet Deadline Friday, April 10 @ 9:55 PM 10 days before mailing date
Voters’ Pamphlet Mailing Date & Notice of Annual Meeting Tuesday, May 5 Between 21 and 90 days before Annual Meeting
Election begins Wednesday, May 6 When ballots are received in mail by shareholders
Annual Membership Meeting Wednesday May 20 As called by the Board
Last Day of Election Friday, June 5 30 days or later after mailing date (as specified by Board)
Ballots counted Monday, June 8 after noon (So there are two days of mail delivery after postmark deadline)
Results available Wednesday, June 10 5 days after close of election (Prelim. results posted here before 6/10)
Results accepted by outgoing Board Monday, June 15 Special meeting, 7 PM, Co-op Conf. Room

Running for the Board

You must be a Co-op shareholder in good standing to serve on the Board. If you're a member of a shareholder's household now, but don't own shares, you can run. If you're elected, you must purchase your own shares in order to serve.

For more information on eligibility, please read the [WWW]Candidate's Packet, "Yes, I want to be a Candidate..." (a PDF file). You will need to fill out a [WWW]Declaration of Candidacy form (a PDF file) to run.

Democratic Engagement

The wiki was heavily used for Q&A and debate in the 2008 election as a public forum by the candidates and general public. The [WWW]Co-op Election "Central" page links to this page, so this can be used the same way this year. You are encouraged to submit questions below, and perhaps candidates will respond. Please contact the elections committee through the [WWW]Co-op Election "Central" page if you need help editing or posting to this page.


Note: You must be logged in to add comments

2009-04-21 20:11:50   I would be happy to answer questions. I hope other candidates would be willing to engage in debate as well. I think the Davis Wiki should be utilized every election to increase democratic engagement, and so I was dismayed to see the Wiki taken out of the loop—or so it seemed, at first. I assumed this based on an e-mail from the election committee, on 4/20, stating that "the election committee has no plan to initiate a Q&A on the Davis Wiki. You are free to start one yourself if you like." In response to this, I thought, "well, last year there was a Q&A session undertaken by non-candidates and a flyer was sent out to members encouraging participation on the Davis Wiki. Why not this year? Even the board, after the election, stated unequivocally that the Davis Wiki should be used in the same fashion this election, given its success, so why should the election committees say the Wiki won’t be used?" I interpreted what was said in the e-mail as indicating there would not be a Q&A link-in with the Davis Wiki nor any flyer sent out, unless candidates initiate the process themselves. I then posted these concerns here on 4/21. The situation changed on 5/7, when it was indicated by the committee that a flyer will, after all, be sent out with a link to the Davis Wiki, and on 5/7 a PDF version of this flyer was e-mailed to candidates sporting a link to the Davis Wiki. This is a step in the right direction, despite its comparatively more laissez-faire linkage. I’ve learned, in addition, that perhaps Doreen, the present chair of the board, will post questions to the Wiki for all the candidates. I welcome her efforts. Hopefully we can take the 'self-help' principle seriously enough to make the Wiki active every election, but for future elections, I think it would be even better if some official infrastructure were in place to assure utilization of the Wiki or some type of forum for online debate. —Zach

2009-05-06 09:36:53   As one of the three candidates who attended the May Board Meeting on Monday (incumbent Kevin Wolf and new candidates Sam Citron were the other two), I wonder where the other candidates were? Running an ~$18 million business is fairly complicated, and it might be helpful for you to know what's going on. —JulieCross

2009-05-08 12:03:10   As of yet, I've not paid any attention to the co-op's annual election and management issues questions....Is there an overarching concern (like last years concerns about finanncial direction)? or is more of a nitty gritty run the company sort of election and year ahead of us? —RocksandDirt

2009-05-09 10:54:15   There are two pretty essential issues on the ballot for you to decide: if you want to permit some member to buy additional shares in the Co-op, and whether you want to prohibit Co-op staff running for election to the Board. I helped put both of those things on the ballot, because they are decisions reserved to the membership (rather than management or the Board.) Then I wrote the arguments against the propositions, because I think both of them are poor choices. (I won’t spend the bandwidth repeating those arguments here, since they’re on our web page and in the printed ballot.) You also have the opportunity to elect three Directors. I’m one of them, and my platform is the dull-but-essential: fiscal responsibility, adherence to governing documents and sensible, consistent governance. —JulieCross

2009-05-20   Hello RocksandDirt, The range of issues addressed in the proposals vary quite widely. Only the first three proposals out of eight contain arguments for and against (two are already mentioned above). I hope you are able to spend some time to familiarize yourself with them all and to vote. —Teddy Consolacion

2009-05-18 11:05:38   Writing as an individual Co-op member (not a representative of the Board), I would like to ask the candidates some questions in order to assist in my own voting choices and perhaps also help others in their voting choices. I would also like to acknowledge that I am the current Board President and have been on the Board for 4 years. My questions revolve around two major themes: Time and Open-mindedness. Here are the questions and what I mean by them.

1. Time

Are you willing and able to give the time it takes to do this volunteer work? How will you fit your Board duties into your schedule?

Based on my experience, I'd say this position requires 4 hours during the week of our meeting and then about 2 hours each of the other 3 weeks. We really need people who have some time in their schedules and have the willingness/desire to contribute in this way. That means not just coming to the monthly Board meeting but by doing other work such as: reading/responding to emails; producing written work such as policy revisions, motions, articles, opinions, and/or email correspondence; and participating in training sessions, retreats, task force meetings and member linkage activities. It's great to have a Director with a lot of experience and knowledge but that doesn't help us if you don't have the time.

2. Open-mindedness

Are you willing and able to stay open-minded (sometimes also known as non-judgemental)? What prior opinions do you have that might prevent you from being fully open-minded?

It's very important to be open to and respectful of other people's points of view. We need to hear all perspectives on an issue and be willing to compromise, cooperate and change our minds. We've all had to do it. In my experience, everyone on the Board has a valuable opinion, is very smart, cares a lot about the Co-op and is making the best decisions possible. Once you start asking questions first, you'll see that there are usually sound reasons behind most of what we do (though, of course, there's always room for improvement). No one person has all the answers or is the one that's going to fix everything. Also, because we use a style of governance called Policy Governance, it's important to be patient and open to learning a new way of doing things. Policy Governance is really different and takes a while to learn and gain skill with it.

Basically I feel that these are two important qualities in an excellent Director. It dosen't matter to me what your positions are on any issues. Whether or not you want a second store, no GMO's, or more commercial foods, we have a process that allows for all points of view and facilitates the best possible decisions. I only need to know if you are willing to commit the time needed and stay open-minded.

Doreen —Doreen

2009-05-18 15:21:19   Hi Doreen,

Excellent questions.


I fortunately have a fairly flexible schedule most afternoon and evenings. Ten hours per month is indeed a significant time commitment, but not one that is excessive for as worthwhile an organization as DFC.


Yes, indeed. I have no set agenda and simply desire to assist the Board in any way I can to make an excellent co-op even better. Naturally I would like to have an impact, but I believe it is important to listen before one speaks and to carefully consider all points of view, especially those that may differ markedly from my own. I readily embrace diversity of viewpoints and believe that good decision-making requires careful consideration of all relevant information and opposing points of view, as well as analysis of potential unintended consequences.

While I sincerely believe that I am open-minded and that none of my beliefs are set in stone, I do believe that we can do more to enhance member and community linkages, bring more value to coop shoppers and would-be coop shoppers, and to get better data to hone our strategic planning efforts. —SamCitron

2009-05-20   Hello Doreen,

Are you willing and able to give the time it takes to do this volunteer work? How will you fit your Board duties into your schedule?

I am familiar with the time commitment associated with Board duties, and I am fully willing and able to accept that at least an additional 10 hours of my month will be dedicated to them. Primarily, my evenings will be when I am able to attend to Board duties.

Are you willing and able to stay open-minded (sometimes also known as non-judgemental)? What prior opinions do you have that might prevent you from being fully open-minded?

I am always willing to listen and understand alternative perspectives from my own because it is one of the best ways for me to delve into the depths of any particular issue. By encouraging alternative perspectives from my own, I hope to create an open atmosphere where people can approach me and discuss any opinions I have. —Teddy Consolacion

2009-05-19 20:19:02   Regarding Proposition 2, which would prohibit members who are also staff from becoming directors: A rebuttal to the argument for.

First of all, this is clearly discriminatory, depriving a subgroup of members of a membership right. There is no problem this is solving, no specific cause noted,
only vague fears and allusions to poorly-run meetings.

The argument for this bylaw change cites possible conflict-of-interest. If we want to eliminate groups with possible conflict-of-interest, we could start with attorneys, businesspeople, carnivores, and keep going indefinitely. Why single out staff? There are policies to handle conflicts-of-interest we have been using for years. Each director signs a conflict-of-interest declaration, not just staff directors.

The argument includes three phrases in bold type, presumably the highlights or focus points. The board is an independent oversight body, with or without staff. With passage of this change, it would merely be independent of staff. The claim that they ultimately monitor their own performance… is false. The board’s only personnel evaluation is of the General Manager. In that case, the staff directors do not vote, however their discussion input is valuable, given their dual roles. It is easy to imagine situations where this could be heated, but in a well-run meeting, each can have a say, and move on, in cooperative democracy. Similarly, staff-based power struggles have no place in a well-run meeting. The problem there is not with staff, it’s with the board chair. Power struggles are certainly not limited to staff, it’s something encountered in all forms of governance by all kinds of people. This argument is using staff as a scapegoat for poor meeting-management.

As a former director and president during a time of much turmoil, including a store remodel, a change in General Manager, and the institution of Policy Governance, I worked with several staff directors. They volunteer to hours of extra work and meeting time. They bring a depth of knowledge of the store, the organization, and cooperative principles. They are a great asset to the board and should remain so. Please vote NO on Proposition 2.

I work at the Co-op and I was an alternate director 2007-2008. Here are my questions for candidates:

It seems that many people run for the board of directors when there are certain issues that they feel strongly about. There are many perspectives/interests to consider in an organization as large as ours and matters are often more complex than they appear at first. What guidelines would you have for yourself (and other directors) for advocacy around issues you feel strongly about?

Our Co-op Board uses Policy Governance. Here is a link to more information about this governance method: [WWW]http://www.carvergovernance.com. Which aspects of Policy Governance are you comfortable with? When might you feel tempted to bend the rules and how will you deal with such situations?

I think that a well-balanced board has members with diverse interests in the governance process. Some directors are especially interested in law and lead bylaws revision task forces, some are most interested in financial matters, some are interested in food policy, and some are passionate about member linkage, etc. What aspects of board work interest you most? Where might you provide leadership?

One of the most important tasks for directors is to remain linked to members whose interests they represent. Some methods of linkage include: studying responses to member surveys, facilitating focus groups, and consulting with key informants. It can be argued, however, that the responses derived in these ways are only representative of a subgroup of members who are willing to participate in these ways. How do we facilitate participation by members with varying levels of commitment, time, and experience? What methods of member linkage would you like to explore?

I don't believe anyone can claim to be equally linked to all members at the Co-op. People often have networks and circles of friends whose values and interests tend to be much like their own. I don't think this is problematic, as long as directors can step back and acknowledge when their own limited perspective is influencing the discussion, remain open to different views, and act in the best interest of the Co-op as a whole. A well-balanced board brings a variety of perspectives to the discussion. What subgroup of members might you feel most influenced by and accountable to? —AprilKamen

2009-05-21   Hello April,

What guidelines would you have for yourself (and other directors) for advocacy around issues you feel strongly about?

Having never served on the DFC BOD before, I do not have specific guidelines to offer for specific situations, but for myself, I do have two guidelines for contentious issues. First, respect is paramount. Communication is a difficult process in the best-case scenario, and issues that elicit strong emotional reactions are only going to be more complex to navigate. I believe that meaningful and productive communication can really only be achieved by being respectful of other perspectives. Second, balance is essential. Because directors are elected and represent the members, directors should act in the best interest of the members. With a diverse membership group as the DFC, "best interest of members" is a balancing act alone. In addition, the directors must also act to ensure the financial stability of the DFC. Thus, directors are always balancing the best interests of members with the best interest for the financial stability of DFC (which at times may be one in the same or at other times at odds) within the value systems of the cooperative principles. Truly a difficult challenge for all directors, and one that I am fully willing to meet.

Which aspects of Policy Governance are you comfortable with? When might you feel tempted to bend the rules and how will you deal with such situations?

I do not have a problem with the structure of Policy Governance and do not foresee myself wanting to change (or bend) the rules.

What aspects of board work interest you most? Where might you provide leadership?

I am interested in growing membership and member linkage. My background is in research psychology where I have designed studies, developed surveys, analyzed data, and summarized the results for varying audiences. I believe these skills can benefit the DFC BOD understand the barriers and incentives behind exercising their membership rights or getting more involved with the cooperative.

How do we facilitate participation by members with varying levels of commitment, time, and experience? What methods of member linkage would you like to explore? ...What subgroup of members might you feel most influenced by and accountable to?

Because self-selection is often a problem when it comes to surveys, the ability to infer that a sample (i.e., people who fill out the survey) reflects the larger population (i.e., all DFC members) may be questionable. One way to deal with self-selection is to randomly choose a sample of members (there are formulas to compute how many people are needed to reflect the population) and send a survey to their home. With an adequate response rate of random members, opinions and attitudes from this group should vary in levels of commitment, time and experience. I think that the type of information the DFC BOD want to examine should determine what methods are utilized. Surveys are great at gathering quick measures of attitudes ("trends") while focus groups are great at delving into the "why's" of whatever trends exist. As a director, I know that I am accountable and will always listen to the members' input. —Teddy Consolacion

2009-05-29 17:12:01   Answers to April's questions from Kevin Wolf, 758-4211

ADVOCACY What guidelines would you have for yourself (and other directors) for advocacy around issues you feel strongly about?

Hopefully board members care about issues and advocate for them. We owe thanks to Jack Young for working for over a year to bring the Non-voting Voluntary Share measure to the ballot. Julie is advocating against it. I am advocating for it. I like Doreen's description though of what makes a good board member - put the time in and be open minded. As a board member, I advocated for us to meet with the owner of the West Davis shopping center. After our meeting with him, I encouraged the board to not continue discussing the issue because the terms he offered were unreasonable.

Which aspects of Policy Governance are you comfortable with? When might you feel tempted to bend the rules and how will you deal with such situations?

I learned to like Policy Governance though my preliminary expectations weren't positive. PG done well and the board really provides the long term thinking and leadership that the organization needs. What I have learned is that management has not been as good as needed at writing the interpretations and benchmarks for the board's Ends Policies. The board does not write the interpretations and benchmarks. Without these being written clearly and with good measurements, the board will not be able to evaluate well how the General Manager is doing in advancing their vision and goals for the the business. In the last few months, the interpretations and benchmarks have been improving and I am hopeful that this problem will be resolved.

What aspects of board work interest you most? Where might you provide leadership?

I want to learn more about and become better at Policy Governance. If elected, I will be the board's representative to the international PG training this summer. I also want to help improve member linkage and would like to see all board task forces scheduled for regular monthly meetings with the membership invited to attend.

One of my skills is in helping groups reach consensus, or near consensus (see [WWW]http://wolfandassociates.com). I think that the board has worked well together this last year and I believe I helped with that process. I would like to continue doing that.

It will be helpful if you have the voters’ pamphlet before you while reading through my arguments. If you don’t have it, you can get it here:

[WWW]Voters' Pamphlet 09

No on Prop 1 (goes against the equalitarian spirit of [WWW]democratic control of equity, especially if the new class of shareholders gets dividends while the old class does not, that is, if the old class of shareholders no longer receives benefits proportional to their transactions, while the new 'over-class' does. My main concern is that this change will become a disincentive to expanding the membership base—we need to focus energy on expanding the normal class of shareholders, not allowing a certain elect group to compensate for dwindling membership contributions, or compensating for expansions beyond the means of regular membership investments. Some argue that voting no on this will "harm the Co-op" members—to that I say it will only take away a potential advantage for an elect group of shareholders—super shareholders—who can afford to make additional substantial investments, exploiting an opportunity to capitalize on dividend returns by stave-off interest from the renovation loan. But this move is not a general benefit for all members, any more than it would be a benefit for all Californians to scrap the welfare to work program to bail out our state's debt. Such a stratagem would solve short-term financial losses, thereby benefiting certain classes, but it would not benefit those most in need of work. In the same way, those members most in need of dividend returns—those who do not have disposable income for investments passed the $300 mark—will no longer get dividends, or be financially incentivized to make regular financial contributions. I’m also concerned that this new elect group of super shareholders will create a tacit powerbase that can push forward their own agendas, given their comparatively greater financial clout at the Co-op. All around, this goes against the spirit of member equality. There are alternatives for increasing capital investments from the membership, such as putting more time and energy into expanding the active membership base and how much they contribute, annually, as well as creating intra-shareholder fundraiser drives, when extra equity is needed for some membership-initiated change (not to mention avoiding changes to the store that outpace membership investments.)

Yes on Prop 2 (I’m provisionally in support of Proposition 2, because right now there is a gross imbalance of power between the staff and membership in terms of operational influence, and the board has systematically turned a blind eye to operational changes, even if those changes—listed in my open letter—are patently inconsistent with cooperative values and principles. Did you vote for renovation? If so, did “renovation” mean for you a disproportionate expansion of processed foods, additional open refrigeration, imported household goods, etc.? Did you lobby for an open freezer? How about the $2000 peanut-butter chocolate machine? What about the new operating hours and food buffets? These are all operational changes. Yet I’ve received e-mails from two different sitting chairs on the board stating, explicitly, that the board does not get involved with operations, and that operations fall under the purview of staff. But if staff are not responding to membership remonstrations while adding major additions to the store without membership oversight, who’s going to assure operations are in line with cooperative principles? Until the situation changes, I provisionally support removing staff from the board. Staff already exercises inordinate influence on operations and directorship without being held accountable for changes inconsistent with cooperative principles and values. Pragmatically speaking, staff board members represent managerial expediency more than membership opinion and cooperative principles. Some staff speak openly about ways to implement cooperative values, but in terms of pragmatic consequence, such speech is more rhetorical than actual. The actual changes to the store—the bottom-line reorientation and operational Transformation—are inconsistent with cooperative values, as i see it, and these changes speak louder than words. My position remains flexible, however. As said above, I only “provisionally” support Proposition 2, because I don’t think prohibiting staff directorship would be necessary if the Co-op reverted to its fundamentals, its basic identity as a Co-op and not a competition-oriented corporate-styled grocery. I would be the first person to lobby for staff directorship if the Co-op were functioning like Co-ops should.)

No on Prop 3 (This is not an uncontroversial change, as some candidates maintain. That the board unanimously supports it demonstrates complacency with the bottom-line reorientation. First, alternate directors get needed 'training.' Though the nature of this training should be more basic than it is now, some type of training is helpful. Second, and more importantly, alternate directors allow for greater diversity of opinion on the board. Getting rid of alternate non-voting directors disempowers rival positions, making the board more homogeneously minded. This is the last thing the Co-op needs now.)

Yes on 4 (seems to clarify and simply removal process)

Yes on 5 (makes it easier to organize member initiatives)

No on 6 (why make it harder to submit materials and initiatives by changing the deadlines?)

No on 7 (I'm skeptical of the “health concerns” stipulation in C—though I may be exaggerating this concern, I think it could be used to challenge health/safety of superworkers who are unwittingly not compliant with ‘health risks,’ a term that goes undefined. I’m all for clarification of this bylaw, but adding a new, undefined term is inconsistent with this end. If ‘health risks’ were defined, I’d say yes for this, but it’s not, as far as I’m aware. Does this mean I'm opposed to clarifying policies that may negatively impact the store? Not at all, so long as all terms are defined.)

Yes on 8 (more information is good here)

I’m open to challenge/debate regarding any of these props. Do let me know if any you hold differing views.

2009-05-31 10:51:13   A friend reminded me of the potential pitfalls of vote dilution raised last election, citing concerns that something similar could happen again this year. I'll rehash that for those who have forgotten. Whenever you can cast more than one vote, there’s a tendency for voters to use all their votes, leaving the election vulnerable to any group that concentrates their votes on a particular candidate. In a situation like this year's election, if everyone used their three votes, but a sizable, organized group only used one vote, this group would be guaranteed to field their candidate. To give a purely hypothetical example, if 40% of 500 voters voted for candidates A, B, and C, giving each 200 votes, and 35% voted randomly among A-G, while the remaining 25% voted just for A, giving him or her a concentrated 125 votes, then the outcome would favor A, because he or she would receive an overall total of 350 votes compared to the next best 200. Now since three seats are open, this is potentially less a problem, but Prop 2 changes the logic of how these three seats will be fielded. Even with this logic factored in, the vulnerability still exists, and Prop 2 itself is vulnerable to determination by voter bloc. Basically it boils down to this: anytime there is a concentrated bloc of votes in a system where people generally tend to use all their votes, especially if they aren't fully informed about competing factions, the outcome will favor the voter bloc. If people are concerned, they can always submit a new ballot, stating the date on outside of the envelope along with a note indicating that this new ballot "supersedes" the old one. I honestly don’t know enough about the odds involved, so I can’t be overly concerned. —Zach

2009-06-02 2:44:13   Here's a link to my [WWW]open letter regarding this election. —Zach

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