Chatham Marketplace

Our Mission • Our Managers • Our Board • What's a co-op? • What we believe • Find Us!

Chatham Marketplace Executive Limitations

GENERAL MANAGER’S CONSTRAINT 2-0

The general manager shall not cause or allow any practice, activity, decision or organizational circumstance which is either imprudent or in violation of commonly accepted business and professional ethics.

EMERGENCY MANAGEMENT SUCCESSION 2-1

In order to protect the board from sudden loss of general manager services, the general manager may not have fewer than one other executive familiar with board and general manager issues and processes.

COMMUNICATION AND COUNSEL TO THE BOARD 2-2

With respect to providing information and counsel to the board, the general manager may not permit the board to be uninformed. Accordingly, he or she may not:

1. Neglect to submit monitoring data required by the board in a timely, accurate and understandable fashion, directly addressing provisions of the board policies being monitored.

2. Let the board be unaware of relevant trends, anticipated adverse media coverage, material external and internal changes, particularly changes in the assumptions upon which any board policy has previously been established.

3. Fail to advise the board if, in the general manager’s opinion, the board is not in compliance with its own policies on Governance Process and Board-Staff Relationship, particularly in the case of board behavior which is detrimental to the work relationship between the board and the general manager.

4. Fail to marshal for the board as many staff and external points of view, issues and options as needed for fully informed board choices.

5. Present information in an unnecessarily limited or brief nor in an unnecessarily complex or lengthy form.

6. Fail to deal with the Board as a whole except when (a) fulfilling individual requests for information or (b) responding to officers or committees duly charged by the board.

7. Fail to report in a timely manner an actual or anticipated noncompliance with any policy of the Board.

PRODUCTS AND SERVICES 2-3

With respect to the products and services offered by the cooperative, the General Manager may not cause or allow a deviation from the Board’s stated priorities as described on our Ends Statement and Purchasing Policies.

Furthermore, s/he shall not fail to maintain and publicize to the public a Purchasing Policy and Services Statement for each department which is consistent with purchasing policies already generated by the Board or, in the absence of such policies, consistent with Board stated priorities.

This policy will be monitored annually by internal report.

TREATMENT OF STAFF 2-4

With respect to treatment of paid and volunteer staff, the general manager may not cause or allow conditions, procedures or decisions which are discriminatory, disrespectful, unsafe, unduly undignified, unnecessarily intrusive or which fail to provide appropriate confidentiality and privacy. Accordingly, she or he may not:

1. Operate without written personnel procedures which clarify personnel rules for staff, provide for effective handling of grievances, and protect against wrongful conditions.

2. Discriminate against any staff member for expressing an ethical dissent.

3. Prevent staff from grieving to the board when (A) internal grievance procedures have been exhausted and (B) the employee alleges either (I) that board policy has been violated to his or her detriment or (ii) that board policy does not adequately protect his or her human rights.

4. Fail to acquaint staff with their rights under this policy.

The board will monitor the personnel policies and procedures annually.

TREATMENT OF CONSUMERS 2-5

With respect to interactions with consumers, the general manager shall not cause or allow conditions, procedures or decisions which are unwelcoming, unsanitary, unappealing, discriminatory, disrespectful, unsafe, unduly undignified, unnecessarily intrusive or which fail to provide appropriate confidentiality and privacy.

TREATMENT OF VENDORS 2-6

With respect to interactions with vendors, or those applying to be vendors, the GM shall not cause or allow conditions, procedures, or decisions which are unfair, disrespectful, undignified, unnecessarily intrusive, discriminatory, capricious, deceptive, exploitative, unsafe, or that fail to provide appropriate confidentiality.

Further, without limiting the scope of the forgoing, he or she shall not:

1) Fail to implement the Purchasing Policy.
2) Use procedures that elicit information for which there is no demonstrable necessity.
3) Use methods of collecting, reviewing, or storing vendor information that fail to protect against improper access to that information.
4) Fail to establish with vendors a clear understanding of expectations.
5) Fail, where appropriate, to encourage long-term relationships.
6) Fail to engage in contracts or agreements with vendors that are mutually beneficial and provide for transparency and clarity in pricing.
7) Fail to pay vendors within agreed upon terms.
8) Fail to inform vendors of this policy.
9) Fail to provide a grievance procedure for vendors who believe that they have not been accorded a reasonable interpretation of their protections under this policy.

BUDGETING/FINANCIAL PLANNING 2-7

The General Manager cannot fail to employ financial planning and budgeting. The General Manager may not jeopardize either operations or the fiscal integrity of the organization.

The General Manager will work cooperatively with the finance committee in creating an Annual Budget according to the board calendar.

Accordingly, s/he may not cause or allow budgeting that:

1. Contains too little detail to enable reasonably accurate projection of revenues and expenses, separation of capital and operational items, cash flow, subsequent audit trails, and disclosure of planning assumptions.

2. Does not project income conservatively and does not constrain budgeted expenses within projected income levels.

3. Deviates from board-stated priorities when making allocations among competing budgetary needs.

FINANCIAL CONDITION

With respect to the actual, ongoing condition of the organization’s financial health, the general manager may not cause or allow the development of fiscal jeopardy or a material deviation of actual expenditures from board priorities established in Ends policies.

Accordingly, he or she may not:

1. Operate at a fiscal year-to-date net profit/loss of less than -7% of sales in year 1, breakeven in year 2, 1% in year 3, 1.5% in year 4, and 2% in year 5. To be updated after year 5.

2. Use any long term reserves.

3. Use restricted funds for other than their intended purpose.

4. Fail to settle payroll and debts in a timely manner.

5. Allow tax payments or other government-ordered payments or filings to be overdue or inaccurately filed.

ASSET PROTECTION 2-8

The general manager may not allow assets to be unprotected, inadequately maintained nor unnecessarily risked.

Accordingly, he or she may not:

1. Fail to insure against theft and casualty losses to at least 80 percent replacement value and against liability losses to the organization itself. After three years of operations, he or she may not fail to obtain insurance against liability losses to board members and staff in an amount greater than the average for comparable organizations.

2. Subject plant and equipment to improper wear and tear or insufficient maintenance.

3. Unnecessarily expose the organization, its board or staff to claims of liability.

4. Make any capital expenditure of greater than $15,000 without board deliberation and approval.

5. Make any purchase (a) wherein normally prudent protection has not been given against conflict of interest; (b) of over $1,500 without having obtained comparative prices and quality; (c) of over $10,000 without a stringent method of assuring the balance of long term cost and quality.

6. Fail to protect intellectual property, information and files from loss or significant damage.

7. Receive process or disburse funds under controls which are insufficient to meet the board-appointed auditor’s standards.

8. Fail to provide for two signatures on checks exceeding $10,000 with one of the check signers being the General Manager and the other a non-bookkeeping employee of their choice.

9. Invest or hold operating capital in insecure instruments, including uninsured checking accounts and bonds of less than AA rating, or in non-interest bearing accounts except where necessary to facilitate ease in operational transactions.

10. Endanger the organization’s public image or credibility, particularly in ways that would hinder its accomplishment of mission.

COMPENSATION AND BENEFITS 2-9

With respect to employment, compensation and benefits to employees, consultant, contract workers and volunteers, the general manager may not cause or allow jeopardy to fiscal integrity or public image.

Accordingly, he or she may not:

1. Change his or her, own compensation or benefits.

2. Promise or imply permanent or guaranteed employment.

3. Establish current compensation and benefits which:
A. Deviate materially from the geographic or professional market for
the skills employed.
B. Create obligations over a longer term than revenues can be safely projected, in no event longer than one year and in all events
subject to losses of revenue.

4. Establish or change retirement benefits so the retirement provisions:
A Cause unfunded liabilities to occur or in any way commit the
Organization to benefits which incur unpredictable future costs.
B Treat the general manager differently from other comparable key employees.
C Are instituted without prior monitoring.

• • • •
• • • •