Honest Weight Food Co-op Member-Owner Manual by Honest Weight Food Co-op

MEMBER-OWNER MANUAL

Revised January 31, 2021

The Honest Weight Food Co-op Welcome! Congratulations on completing Owner orientation at Honest Weight Food Co-op. When you bought an ownership interest, whether it was called a Certificate of Ownership (after January 2018) or a Share (before January 2018) you became an Owner and joined not only a local grassroots community, but a worldwide movement of people and organizations. Together, we promote healthy food and products, and community. For more than 40 years, the contributions of Member-Owners have been instrumental not only in sustaining but growing the Co-op–your for-profit, cooperative corporation. We, the family of Member-Owners, want your participation in the Co-op to be enjoyable and rewarding. This manual will provide you with information about the Coop’s history, guiding principles, day-to-day operations, and opportunities to participate in shaping our evolving community. We trust the manual will answer your questions and encourage you as fully as possible to contribute your time and ideas to maintain and develop the Co-op’s operations and governance.

TABLE OF CONTENTS 5

Honest Weight Food Co-op History

Member-Owner Rights and Benefits

Importance of Member-Owners’ Role in Governance and Policy-Making 7

Co-op’s Food and Nutrition Values

Keeping You Informed

Joining the Honest Weight Food Co-op

Purchase of an Ownership Interest

Honest Weight Ownership Cards

Orientation and Member-Owner Participation

Discounts at the Co-op

Owner Discounts

Member-Owner Discounts

Time Investment Opportunities at HWFC

Reporting for Your Time Investment

Managing Your Time Investment

Households

Interacting with the Public

Governing the Store We Own

Participating in Store Governance

Participating in Committees

Requesting Time on the Board Agenda

III.

Member-Owner Responsibilities and Expectations

II.

Honest Weight Food Co-op Mission Statement and Purpose

IV.

Bringing the Issue to a Membership Meeting

Special Membership Meetings and Referenda

Governance Review Council (GRC) Review

Petitioning Policy

General Guidelines

Petitioning Timeline

Petitioning for External Issues

General Co-op Policies

Co-op Conduct

Infractions and Loss of Good Standing

Minor Infractions

Cumulative Minor Infractions as a Major Infraction

Major Infractions

Appeal Process

Membership Meeting Conduct

Principles Adopted by the International Co-operative Alliance

Honest Weight Food Co-op Mission Statement and Purpose

We welcome all who choose to participate in a community which embraces cooperative principles, shares resources, and creates economic fairness in an atmosphere of cooperation and respect for humanity and the Earth. Our mission is to promote more equitable, participatory and ecologically sustainable ways of living. The Co-op is a member-owned and -operated consumer cooperative committed to providing its Member-Owners, Owners and the larger community with high quality natural foods and products for healthy living. As stated in our Bylaws [sections 100.1 – 100.10], Honest Weight was formed to bring people together through cooperative action in order: • to provide unprocessed, organic, non-GMO, locally-produced food and other household products for Member-Owners and Owners • to provide a forum for health and nutrition education • to support local, small-scale farming and producers and encourage sound ecological practices • to practice fair employment policies and promote cooperatives as a viable economic alternative, and • to provide opportunities for all Member-Owners to contribute talents and abilities in progressive community projects. For our full mission statement and statements of conscience, please see our website. Honest Weight Food Co-op History A cooperative is an autonomous association of persons united voluntarily to meet their economic, social, and cultural needs and aspirations through a jointlyowned and democratically controlled enterprise. The worldwide cooperative movement dates to 1844, when mill workers in Rochdale, England, formed the Rochdale Equitable Pioneers Society. The Rochdale founders developed a list of precepts that came to be known as the Rochdale Principles of Co-operation and which stress voluntary membership, democratic governance, autonomy and independence, and concern for the

community. These principles were endorsed by the founders of the HWFC in January 1976 when about 20 people conceived a pre-order natural foods buying club, working out of Sharon and Gary Goldberg’s basement. Once a month, Member-Owners placed their orders and took turns collecting, collating, and processing the orders. Success led the buying club to file a certificate of incorporation on April 29, 1976, taking its name from the motto of Toledo Scale Co.: “No Spring – Honest Weight.” In March 1977, the Board and Member-Owners voted to rent a storefront on Quail Street. During that year, the Co-op hired its first paid staff and established its food policy. Member-Owners of the Co-op agreed to sell to the public and sales tripled the first year. Between 1980 and 1986 sales continued to grow and in 1995 the Co-op moved to a larger space at 484 Central Avenue. The new, larger location, enhanced by the addition of an in-house deli and café in 1997, occasioned further growth in both sales and ownership. As the Co-op’s sales grew so did the Membership and the organization. In 2004 a strategic planning committee was formed to explore options and the Membership voted to build a new building at our current Watervliet Avenue location, which opened in 2013. As with any eco-system, challenge and crisis reveals the health of an organization: The healthier the organization, the more stable and resilient it stands in the face of disruptions or turmoil. Diversity and abundance among the individuals or members of an organization are major factors that contribute to this health in the midst of challenges. During our most recent challenge, in Fall 2015, HWFC faced a threat from what proved to be a minority voice within. Our Co-op survived and emerged stronger because a diverse and abundant set of voices came together in the highest attended Membership Meeting in our forty-year existence. Since that time, we have all worked together to keep HWFC as a functional co-operative, true to our founding and historical vision and purpose: a member-run and -operated cooperative. Our community proves that we are stronger together. In 2016, the Co-op redefined its management structure, establishing the CCO (Chief Cooperative Officer) to hold responsibility for daily management of the Coop. The CCO’s responsibilities explicitly incorporate the values and principles of

the co-operative movement into the CCO’s corporate title and duties, emphasizing the nature of the roots of HWFC as a Member-Owner-run cooperative. The Co-op also re-defined the Membership Manager, who runs the Member-Owner Program, as directly responsible to the Board of Directors, and then by extension, to the Member-Owners. More detailed information about the Co-op’s structure, operations, and governance in the HWFC Bylaws is available at the HWFC website and at the Customer Service Desk in the Co-op. B.

Member-Owner Rights and Benefits The Co-op values the equity all Owners invest. However, onlyOwners who are current in their time investment at the end of the previous calendar month are defined as Member-Owners under the Bylaws, and only Member-Owners may vote and receive the membership benefits described in the Member-Owner section below. As a Member-Owner, you have the right to vote at Membership Meetings and in referenda, vote for Board and Governance Review Council (GRC) candidates, seek election to the Board or GRC, and serve on committees. Member-Owners have final approval of discount and product margin policy, time investment requirements, monthly or weekly target discount levels, the Member-Owner Manual and Food and Product Manual, amendments to the Bylaws and Articles of Incorporation, annual operating and capital budgets, and unbudgeted cumulative major expenses that are 1 percent or more of the operating budget. Your monthly or weekly time investment also entitles you to a discount on your purchases. This discount depends on your target discount and time investment, as described below. KEEP IN MIND: Member-Owners receive time investment credit for participating in Membership Meetings. The Importance of Member-Owners’ Role in Governance and Policy-Making The Honest Weight Food Co-op is committed to participatory and democratic decision-making, and encourages all Owners and Member-Owners to see themselves as agents of change. Member-Owners may initiate and promote

change at the Co-op by various means. Member-Owners may communicate directly with the Board of Directors, present issues at Board meetings, and discuss issues at Membership Meetings. Member-Owners may participate in the Co-op’s governance bodies and operational committees, and vote at Membership Meetings. The standing committees of the Board include: Communications, Elections and Nominating, Finance, Membership, Nutrition and Education, and Personnel. Descriptions of the committees are in our Bylaws and on the Committees page of our website. Co-op’s Food and Nutrition Values The Co-op is committed to providing the most nutritious foods obtainable at the lowest price and to educating Member-Owners and the community about nutrition and health. The Co-op offers for sale in the store natural, whole, and pure foods. The Co-op is in the vanguard of the organic food movement, having offered organic products for sale since 1978. The Co-op was also among the early advocates for the adoption of organic standards for foods on a nationwide basis. The Co-op supports local growers and producers by offering their goods for sale in the store and has done so for many years. Priority is given to ordering, displaying, and selling food in bulk to protect the environment from excessive packaging and to conserve natural resources. We encourage all shoppers to purchase bulk products and to bring their own clean containers. Store policy requires that all containers be weighed and inspected for cleanliness. We are also committed to fighting the proliferation of genetically modified/ engineered (GMO) foods and to educating our shoppers about the environmental consequences of GMO crops and their prevalence in our food supply. You can find additional information about these issues in our Food and Product Manual. Consistent with our commitment to environmental concerns, the Co-op promotes recycling in a variety of ways. We strive to recycle all of our paper, cardboard, glass, and recyclable plastic products. Deli and Produce compost goes to local gardens. We sell milk in returnable glass bottles. We return clean egg cartons to local farmers. Packing materials are re-used by a local mailing business.

Member-Owners and other shoppers may return deposit bottles purchased at the Co-op, and paper and plastic egg cartons to the Customer Service Desk. Contact the Co-op to see whether additional items may be recycled. Due to space limitations, please do not bring household recycling items to the Coop. E.

Keeping You Informed We encourage you to stay up-to-date about Co-op issues and events. A great deal of information, including this manual, the Bylaws, and the Food and Product Manual, are available on our website at www.honestweight.coop. Printed copies are also available in the store. The Board and the Membership Manager communicate with Member-Owners through regular emails. A flier containing shopping coupons for use in the store is also available near the store entrance. Information relating to the Co-op and the broader cooperative community is posted on several bulletin boards in the store and is also available via digital and print publications. Now that you have purchased an ownership interest in Honest Weight, you may select the option to have notifications and publications sent electronically if you complete an Owner Email Consent form. All personal information will be used only within the Co-op, and will not be given to outside parties.

II.

Joining the Honest Weight Food Co-op

Participation is more than a cooperative principle—it is an indicator of ownership in the store that you have invested in. At Honest Weight Food Co-op, participation is the lifeblood that ensures we will continue to grow and prosper as a responsible and responsive community. We encourage all who believe in cooperative values and shop at our store to become Member-Owners and to become active in the operation and governance of Honest Weight Food Co-op. Purchase of an Ownership Interest Under our Bylaws, an “Owner” is anyone who owns a membership share, or a share of stock, a certificate of membership, or a certificate of ownership in Honest Weight. These terms are interchangeable. In this manual, we prefer to use “ownership interests.” You may purchase an ownership interest after attending orientation and remain an Owner; however, Owners are not eligible to vote and thereby participate in governance, which includes determining policies and practices that affect the daily operation of the store they own. Thus, an Owner who has attended an orientation may enhance the terms and benefits of ownership in HWFC by becoming a Member-Owner and committing to further invest in the business you own by fulfilling a monthly or weekly time investment at the Co-op. All Owners must be aware that: Timely payments are required until the Certificate of Ownership, or ownership interest, is paid in full. Payments may be made at any time by mail or at the Customer Service Desk. Current ownership interest payment information is accessible in the computer system whenever a Member-Owner checks in or out for a time investment. When you purchase an ownership interest in the Co-op, each adult (anyone age 18 or older) in the household regularly eating and using Co-op products is expected to also purchase an ownership interest. This understanding among Member-Owners ensures fairness by making the financial investment of Owners commensurate with the amount of food and other products purchased at a discount. In addition, collective investment creates capital that allows the Co-op

to work with smaller, local producers. The Co-op may redeem ownership interests when an Owner resigns from the Co-op. Redemption of a class A share, sold before January 2018, is automatic; redemption of any other membership share, or a share of stock, a certificate of membership, or a certificate of ownership is at the Co-op’s option. The Owner must submit a Certificate of Ownership Refund Request Form or a Certificate of Ownership Donation Form to initiate a Certificate of Ownership value refund or donation to the Co-op; otherwise, it will be held for three years and then forwarded by the Co-op to the NYS Comptroller’s Office -- Unclaimed Funds. Certificate of Ownership refund or donation request forms may be obtained from the Customer Service Desk. All Owners, including those who fulfill a time investment as Member-Owners, are entitled to pay by check without additional identification when making purchases at the Co-op and can write checks for up to $10 over the amount of purchase. An Owner whose check is returned for insufficient funds or other reason will be required to reimburse the Co-op in cash or with a money order plus any bank fees. If the Owner does not comply, they will not be entitled to a discount until the funds and fees are recovered. Owners are encouraged to become Member-Owners and to attend Board, Governance Review Council (GRC), committee and Membership Meetings. Meeting dates and times are posted on the bulletin board in the store, on the Coop’s website, and in regular email communication such as the Inside Scoop and Co-op Connections. Honest Weight Ownership Cards Each Honest Weight Owner receives a unique Owner number, contained on the Owner’s Honest Weight Ownership card. Honest Weight Ownership cards promote accuracy and integrity at the Co-op, and strengthen discount controls. Owners and Member-Owners are strongly encouraged to use their cards when checking in/out for time investments and/or paying for purchases. Discount privileges are not transferable and, unless otherwise arranged with Co-op staff, Owners must be present to receive their discounts.

Cards are mailed to Owners approximately a week after purchasing a Co-op Certificate of Ownership. If necessary, cards can be picked up at the Customer Service Desk. Orientation and Member-Owner Participation Attending orientation makes you eligible to become an Owner. Thereafter, you may become a Member-Owner by completing a weekly or monthly time investment in exchange for membership benefits. Member-Owners comprise the bedrock of the Co-op's organization. The Board of Directors, which is elected by Member-Owners, answers to the Member-Owners. Under the operational authority provided to Member-Owners in our Bylaws, Member-Owners propose and enact policies through the Board of Directors and, thus, along with Management and Employees, have responsibility for the store’s day-to-day operations. Becoming a Member-Owner means you commit to, and fulfill, an investment of time in the operation of the store you own by providing talents and abilities each month or week. In order to participate in the Co-op as a Member-Owner, you must have attended an orientation. At orientation, you learned about the Co-op’s history, principles, and store operations, and perhaps toured the store. Dates and times for orientation sessions are available at the Customer Service Desk and on-line at the Co-op’s website. Personal orientations will be scheduled for those persons who are unable to attend a regularly scheduled meeting. Member-Owners must complete a minimum of 3 hours per month plus 1 hour per month for each additional adult in the household. There is also a weekly time investment option. Hours must be logged one month in advance. If you are unable to complete your time investment in advance, you must discuss the matter with the Membership Manager. Hours need not be completed monthly, but may be accrued (banked). Any Owner who wishes to invest time as a MemberOwner in a department of the Co-op must first attend orientation. Opportunities to invest time may be available on a weekly or monthly schedule and should be arranged with a department. You may also seek help locating openings at any time after your orientation by contacting the Membership

Manager. Time investments may also be fulfilled by participating in Co-op governance, by serving on Board committees or on other projects overseen by the Board of Directors. For more information on Member-Owner opportunities, refer to the sections below: Discounts at the Co-op, and Member-Owner Responsibilities and Expectations. Also, see the Honest Weight website. Discounts at the Co-op 1.

Owner Discounts Owners who are current in ownership interest payments earn a 2% discount (or 5% for Owners age 65 or older) on purchases. Owners receive an additional 5% discount when they purchase products in our Local program. Not all local products are in this program. Produce and Meat Departments do not participate in the Local program. Member-Owner Discounts Recognizing that joint endeavors promote cooperative spirit, the Co-op has adopted a policy of encouraging participation by awarding discounts on store purchases to Member-Owners for their time investments. Member-Owners receive a discount as follows: • For the monthly discount, Member-Owners must invest 3 hours per month plus 1 hour per month for each additional adult in a household. For example, a two-adult household needs four hours per month, a three-adult household needs five hours per month, etc. • For the weekly discount, Member-Owners must invest 12 hours per month. Usually, a Member-Owner will invest 3 hours per week. One additional hour per week must be invested for each additional adult in the household. For example, a two-adult household needs four hours per week, a three-adult household needs five hours per week, etc. • If a Member-Owner’s hours bank contains less than the amount required to reach the Member-Owner’s target discount on the first of the month, the discount will automatically drop to the Owner discount of 2 percent. If a payment for an ownership interest is in arrears, there will be no discount for anyone in the household. Contact a Front End manager at

the Customer Service Desk if this occurs. Member-Owners fulfill a weekly or monthly time investment, accruing these hours to reach the target discount for the following month. However, a Member-Owner may apply newly-invested hours to the current month at any time during the month to obtain the target discount, and must notify the Membership Manager directly or via the Customer Service Desk with this request. While a Member-Owner may elect to apply newly-invested hours to the current month, this will provide the Member-Owner only with the current month’s discount from that day until the end of the month, but it will not be sufficient to confer voting rights nor eligibility to run for the Board or GRC for the following month. Additional hours must be invested for the following month’s discount and for Member-Owner voting and candidacy privileges (see Bylaws section 240.2). Member-Owners who do not achieve the target discount in a given month will still receive an additional 5% discount when they purchase products in our Local program. Not all local products are in this program. Produce and Meat Departments do not participate in the Local program. Member-Owners receive time investment credit for attending orientation once they complete their first scheduled time investment. Member-Owners receive credit for customer service training immediately. E.

Member-Owner Responsibilities and Expectations For our store to run successfully, Member-Owners must be competent and reliable when they choose to invest their time in the store. Time investments are designed and scheduled to ensure that the store is fully operational. Remember that, as a Member-Owner, you are helping to build a successful business and a thriving cooperative community. Member-Owners are encouraged to select and maintain a regular time investment in the same department. This results in greater efficiency and better performance. Member-Owners generally find their time more enjoyable when they commit to a regular time investment, as they develop a sense of

camaraderie and common cause with others who have the same time investment. Some people choose to cross-train in another department in order to provide backup coverage when the need arises. 1.

Time Investment Opportunities at Honest Weight Food Co-op A wide range of opportunities are available. Most Member-Owners choose to invest time in one of the store’s departments. These include: • Grocery • Bulk • Front End (cashiers, courtesy clerks) • Administration (Finance, IT, etc.) • Meat & Seafood • Housekeeping & Grounds • Education (services and classes)

• Produce • Deli • Cheese and Specialty Foods • Outreach • Wellness • Plants • Maintenance

You may also fulfill your commitment by participating in special projects such as mailings, writing for one of the HWFC publications, giving demonstrations, or other pop up opportunities. You may also suggest new projects that utilize your particular skills and that contribute to the operation of the store and promote cooperative values. A Member-Owner may also fulfill a time investment by participating in the governance of the Co-op by being elected to, and serving on, the Board of Directors or the GRC, or serving on committees, and participating in Membership Meetings. The standing committees of the Board include: Communications, Elections and Nominating, Finance, Membership, Nutrition and Education, and Personnel. Member-Owners can learn about current investment opportunities at the Customer Service Desk, on the Co-op’s website, and via email to the Membership Manager. Member-Owners should arrange time investments

with individual departments. You may also contact the Membership Manager for assistance. Information about special projects may also be publicized on the website, via HWFC emails, or posted in the store. Contact committees directly if you are interested in joining their efforts. Settling into a time investment opportunity may take a bit of time, and the goal is to find something that you will enjoy doing that benefits the Co-op. It's best to contact the department that you are interested in, or the Membership Manager, by phone, by email, or by coming to the store if you have questions about a time investment. Time investment opportunities are available based on the Co-op’s needs; Member-Owners are not guaranteed a specific time investment opportunity. The Co-op reserves the right to ask Member-Owners to discontinue specific time investment opportunities. Reporting for Your Time Investment When you first arrive at the store to fulfill your time investment, you may stop at the Customer Service Desk and check in at the computer which tracks your hours, or head straight to your chosen time investment opportunity. You may ask a Front End manager at the Customer Service Desk or other Co-op staff or Member-Owner to introduce you to your department contact. At the end of your time investment you will check out at the department or Customer Service Desk computer. Everyone is expected to treat each other with respect. As a Member-Owner, you will be given access to time investment opportunities of an appropriate nature, provided access to information relevant to perform the time investment activity you have chosen and related safety standards, and offered ongoing access to time investment-related information as needed. Member-Owners reporting for time investments do not park at the Co-op due to limited customer parking. Please park within close proximity to the Co-op. Exemption from off-site parking may be made in cases of health, mobility or safety concerns. Please talk to the Membership Manager about the possibility of a waiver. Off-site parking may not be necessary during certain time investments and when the store is closed to the public.

The dress code at the Co-op is casual, clean and neat. You should wear comfortable clothes appropriate for your time investment responsibilities. Closed-toed shoes are required during your time investment. Some departments may require specific attire based on health and safety regulations and these will be provided by the Co-op. Many time investment opportunities will require gloves or head coverings, for example. MemberOwners are required to wear a Co-op badge while fulfilling time investments. Member-Owners must remember that the Co-op is a public accommodation, serving a diverse population. Please avoid any clothing that could be considered disturbing or offensive to others. Similarly, please avoid wearing strong scents in consideration of people with sensitivities. 3.

Managing Your Time Investment Like many Member-Owners, you may end up completing more hours than the minimum you need each month to reach your target discount. In that event, extra hours are banked so that absences and vacations won’t affect your discount. If your weekly scheduled time investment falls on a holiday and the store is closed, the hours do not need to be made up. These hours will be entered into your bank. You may periodically take a break from your monthly or weekly time investment and rely on any banked hours to obtain your target discount. When you have depleted your bank of hours, you will revert to Owner status and to the Owner discount of 2%. In the event you take an extended leave of absence, the Co-op is not obligated to hold a time investment opportunity or time slot for you. When you return from an extended absence, you must complete the monthly or weekly hours needed for your discount to be effective the following month. However, you may place your account on hold by full calendar month by contacting the Membership Manager or by talking to a Front End manager at the Customer Service Desk, preferably before the 1st of the month.

In the event of sickness or disability, you must email the Membership Manager if you wish to name a non-Owner to shop for you. If you are injured during your time investment, please complete an Accident Report which you can find at the Customer Service Desk. In the spirit of cooperation and fairness, during a time-investment, all Member-Owners are expected to contribute to the best of their ability. Member-Owners are supporting the operation of the HWFC with their commitment If circumstances arise and you must cancel your scheduled time investment, we expect at least twenty-four hours’ notice. Be sure to learn your department’s policies and procedures regarding absences and use of substitutes. If an absence by a Member-Owner is deemed unexcused by their department, the department has the right to notify the Membership Manager, in writing, to start a documentation process. The Membership Manager will inform the Member-Owner of such documentation as soon as possible. Two unexcused documented absences within 6 months may disqualify a Member-Owner from continuing to invest time in that department for a period of 6 months. Chronic lateness that impacts the functioning of the department may be reported as an unexcused absence. 4.

Households A Member-Owner household consists of any and all Honest Weight Owners living together at one address and sharing in the consumption of the purchased products. Member-Owners who live at different addresses are not included in the same household. While the Co-op expects each adult within the household to purchase a Certificate of Ownership, the household may decide which Member-Owner(s) fulfill the household’s time investments. General rules governing households include: • Anyone fulfilling a household time investment must be an

Honest Weight Owner and must have attended orientation. • Children 14-to 18-years-old may fulfill time investments for parents/guardians who are Owners provided they are accompanied by parents/guardians who are at Honest Weight to fulfill a time investment. • Persons under age 14 are not covered by our insurance policies and should not accompany parents/guardians while they are investing time on Co-op property. Hours are transferable from one household to another under the following conditions: • Households transferring hours must use the appropriate form at the Customer Service Desk or contact the Membership Manager by email. • Hours may not be sold. • No more than 300 hours may be transferred by all Owners within a rolling 30-day period. • The Co-op reserves the right not to approve a transfer of hours. 5.

Interacting with the Public Proper treatment of customers is one of our highest priorities. All of our customers are valued contributors to the store. Your friendliness and courtesy encourage customers to make our store “their store.” MemberOwners should treat every customer, Owner, Member-Owner and Employee with respect, attentiveness, and cheerfulness. Strive to make shopping at the Co-op a pleasurable experience. Demonstrate professionalism and a sense of ownership whenever you are in the store or on HWFC business. Get to know Co-op customers and address them by name if appropriate after introducing oneself. The use of names gives customers a sense of belonging and acknowledgement. Offer your help gently and politely, with

“May I help?” without being asked, and wait and listen for the customer’s answer, especially when a customer declines your offer of assistance. Make an effort to be patient with others, even when they are abrupt or in a hurry. Education and communication will ensure the Co-op’s continued success. Familiarize yourself with the following information in order to assist customers efficiently and effectively: • how to buy a Certificate of Ownership of the Co-op • benefits of Ownership and Membership • general knowledge of product selection guidelines • location of Customer Suggestion Box • general product knowledge and product location When a customer asks for help locating a particular product, if possible, walk with the customer to the product’s location. If you are unable to answer a customer's question, seek out another Member-Owner or staff person, and, if at all possible, stick around to learn the answer! Knowledge is built up incrementally, so take these opportunities to learn as they arise.

III. Governing the Store We Own Our founding documents establish Honest Weight as a participatory and democratic Co-op. Our Certificate of Incorporation authorizes only “Certificates of Ownership” thereby heralding an expectation of Member-Owner involvement and participation in the operations of the store. Honest Weight’s Bylaws empower both the Board of Directors and the Membership at large to adopt policies that define our rules of operation and governance. Each Member-Owner of HWFC has the power to influence policy and operations, by participating in governance (Board and committees, Governance Review Council, Bylaws Panel, Membership Meetings) and operations of the Co-op. Every MemberOwner has the right to submit agenda items on the Board’s public meeting agendas. Member-Owners also have the right to submit an issue to the Membership through a referendum or Special Membership Meeting process. Because these latter two processes are expensive (in time as well as postage and reproduction costs) we recommend that Member-Owners and committees resort to these only if other avenues of attempted change have failed. Generally speaking, while the Membership has ultimate authority over HWFC as described in the Bylaws, the Board of Directors—which ultimately answers to the Membership—is the primary policy developer, working with Member-Owners, Management, and Employees through the Board’s ad hoc and standing committees. These Board committees draft recommendations for the Board’s consideration. Some decisions can be decided by the Board of Directors, but others require Membership approval. This document defines the ways in which HWFC Member-Owners can participate in crafting policies and obtaining Board and Membership support for their policy recommendations. Participating in Store Governance Member-Owners may initiate change in a number of ways: participation in committees (III.A.1), submit a Member-Owner item to the Board for inclusion on a Board meeting agenda (III.A.2), bring an issue to a Membership Meeting (III.A.3) or Special Membership Meeting or call for a referendum (III.A.4), request GRC review (III.A.5), or by petition (III.B).

Participating in Committees Member-Owners may join and invest time with an established committee which operates pursuant to a Board-approved work plan, as authorized by the Bylaws.

Requesting Time on the Board Agenda An individual Member-Owner or group of Member-Owners may submit an item which may be in the form of a petition to be added to the Board’s public meeting agenda.

This item must be submitted by 6PM three days prior to a scheduled public Board meeting and should include a brief written statement explaining the request. Failure to include a supporting statement may delay any Board action on the request.

Member-Owners submitting the agenda item should attend the Board meeting, and be prepared to explain the case for the policy change. We encourage Member-Owners to give the process time to resolve the issue. While a Member-Owner item is under active consideration with the Board (and/or one of its committees), Member-Owners are strongly discouraged from moving forward with a referendum or petition.

If a Member-Owner’s request is rejected by the Board and the Member-Owner is not satisfied with the Board’s decision, the Member-Owner may consider the options below.

Bringing the Issue to a Membership Meeting Honest Weight is required to hold at least four Membership Meetings every year. Typically, the Board of Directors sets the agenda based on regularly scheduled events such as approval of the budget, the election of new Board or Governance Review Council members, and other routine and relevant business. Instead of taking issues directly to the Board as identified in the previous section, Member-Owners may raise an issue for consideration directly to

the Membership. The Membership can then determine how best to proceed with the issue — by delegating it to the Board of Directors, to Management, to a particular Board committee, or by establishing an ad hoc committee of the Membership.

A Member-Owner may ask the Board for time on the scheduled Membership Meeting agenda (Bylaws section 342.4[a]). Advance time is required so that the Board can comply with meeting notice mailing requirements of Bylaws section 342.7. Adding agenda items based upon Member-Owner(s) request is at the Board’s discretion.

If the Board refuses the request for time on the agenda, the MemberOwner(s) may submit a petition as indicated in Bylaws section 342.4[a] with a brief description of the issue and reasons in support. The Member-Owner(s) statement will be distributed to the Membership with the mailing, which will advise Member-Owners to come prepared to discuss or vote on the issue.

According to our Bylaws sections 342.9 and 343.8, every meeting is required to include a 15 minute open community forum for MemberOwners to raise any issues. If Member-Owner(s) were not able to schedule time on the agenda, for whatever reason, or fulfill petition requirements, they may raise the issue during this time of the Membership Meeting agenda. If the item comes to the attention of the Membership in this manner, then the Membership cannot make a binding decision on the issue at that meeting (Bylaws section 342.9).

Special Membership Meetings and Referenda Member-Owners may also petition for a Special Membership Meeting and/or a referendum as provided for in Bylaws section 343. Governance Review Council (GRC) Review Any Member-Owner may request that any Board decision be reviewed by the GRC. The GRC may call a Special Membership Meeting without the need for a petition (section 3.2). See Bylaws sections 430 and 470 for more information on the GRC’s role and Membership’s ability to influence policy.

Petitioning Policy Open and timely communication is key to cooperative principles at HWFC. According to the Bylaws, Member-Owners have the right to petition each other regarding issues of concern to Member-Owners of HWFC (see Bylaws 330.7). The Board fully supports petitioning and facilitation of communication. 1.

General Guidelines In general, Member-Owners may exercise their right to petition by tabling on the HWFC floor and/or outside, by postal mail and by email. To facilitate petitioning, the Membership Manager will provide scheduling; space and furniture for both indoor as well as outdoor tabling on onsite; assistance with and visible posting of signage; access to photocopying; and, the means and support to quickly and consistently communicate with fellow Member-Owners about upcoming petitioning via any and all electronic, paper and in-store communications methods routinely utilized by the Board and Management of HWFC while maintaining and ensuring Member-Owner privacy. Petitioners will ensure there is minimal disruption to the operations of HWFC. Also in the spirit of cooperative principles, we recognize that HWFC Member-Owners may have opposing viewpoints on some issues. In that event, every effort will be made by the Board to respectfully ensure equal representation through petitioners’ tabling, or other forms of communication in terms of separate times and locations. Petitioning Timeline All petitions to be considered at a Membership Meeting must be included on the notice of the meeting’s agenda. By law, notice of Membership Meetings must be sent to all eligible voters at specified minimum times before the meeting. Petitioning timelines will vary based on whether the change sought by the petition relates to a Bylaws change, an item to be voted on at a General Membership Meeting, or a Member-Owner item for consideration by the Board. The Board must approve and the GRC must review Membership Meeting notices. This impacts the timeline for items

that require a Membership vote. Please see the following chart. When you submit your petition, take into account these deadlines and add sufficient processing time before the notice must be mailed. If you plan to petition to make a Bylaws change or to place an item requiring a vote on a Membership Meeting agenda, please contact the Secretary of the Board to determine the timeline involved. The success of a petition in large part rests on meeting deadlines. Please see Bylaws 342.4, 342.4[a], and 342.7. The table below outlines the general petitioning timelines: Petition Purpose

When to Submit Your Petition

Notice Mailing Deadline Per Bylaws

Item for Membership

At least 10 days; not more than 60

Vote at a regularly

days before the meeting

scheduled Membership Meeting

Notice must be approved

Item for Membership

by the Board, and must

At least 10 days for non-Bylaws issue;

Vote at a Special

be reviewed by the GRC.

at least 20 days for Bylaws issue; not

Membership Meeting

We suggest a courtesy of

more than 60 days before the meeting

2 weeks prior to the

for either

Notice mailing deadline.

At least 20 days; not more than 60

Change to Bylaws at a regularly scheduled

days before the meeting

Membership Meeting Change to Bylaws at a

At least 20 days; not more than 60

Special Membership

days before the meeting

Meeting

Petitioning for External Issues In response to a timely request, Honest Weight may extend tabling to groups who petition on behalf of issues that may be external to the Co-op but which relate to our mission. This courtesy extends only to the use of our

tabling space and not to any further assistance. The Management of Honest Weight sets the terms and conditions of tabling for external issues. People should contact the Chief Cooperative Officer to request time for tabling.

General Co-op Policies

A Co-op Owner in good standing will be guided by cooperative and ethical practices whenever helping or shopping at the Co-op. These values are embodied in the following policies: • Member-Owners must arrive in time to prepare for and fulfill their time investment at the assigned hour. • Member-Owners may not eat while fulfilling Co-op time investments. Eating not only violates health codes, but interrupts performance. Whenever a Member-Owner is scheduled for a 4-hour or longer time investment, they must take a 15-minute break. With approval, you may request a longer break and deduct it from your total hours. • Please do your shopping before or after your scheduled time investment. Shopping during a time investment interrupts performance and reduces your time investment. • Limit personal phone calls and texts to those that are urgent. Personal phone calls and texting interrupt performance and reduce your time investment. • Member-Owners who engage in prolonged personal tasks such as eating, cellphone use, socializing, or other activities during time investments will immediately be asked to clock out and/or will be referred to the Membership Manager. Rescheduling a time investment in that department may not be an option. • Cashiers may not check themselves out, nor may they check out any MemberOwners of their own household. A.

Co-op Conduct The Co-op is committed to maintaining an environment free of discrimination and harassment. We will not tolerate discrimination or harassment in any form. This includes but is not limited to discrimination or harassment on the basis of physical appearance, socioeconomic status, sex, race, color, religion, political beliefs, pregnancy, gender, citizenship, ethnicity, marital and parental status, disability, national origin or ancestry, creed, age, sexual orientation, gender

identity, gender expression, military status, domestic victim status, criminal history, or any status protected by law (each defined as a “Protected Category”). Please review the full Anti-Harassment Policy, which can be found on the HWFC website or obtained from the Membership Manager. Any Member-Owner who observes what may be harassing behavior has the right to report such suspected harassment to any manager, but due to their status as owners, all MemberOwners who observe what may be harassing behavior are required to report such suspected harassment to HWFC’s Membership Manager or any officer of HWFC’s Board of Directors. Additionally, information relating to the Federal Americans with Disabilities Act and the New York State Human Rights Law can be obtained from the Membership Manager. • Honest Weight Member-Owners, Owners, Employees and Customers have diverse life and employment experiences. In recognition of that diversity and as responsible business owners and employers, all Member-Owners are required to complete Co-op sponsored training in cooperative conduct. Such training will provide common understanding and terms of communityrecognized standards of conduct and mutual respect. • Abusive or rude language or actions will not be tolerated. Should such conduct occur, the Member-Owner will discontinue time investments entailing public and Member-Owner contact until this matter is resolved. This process will be handled by the Membership Manager and, if deemed necessary, the Board. B.

Infractions and Loss of Good Standing As stated in the Bylaws [310.4], a Member-Owner, like any other person, may be prohibited by Management from entering the store for engaging in unlawful conduct or other conduct violations relating to HWFC. Being prohibited from entering the store constitutes a loss of good-standing. The Member-Owner may appeal this action to the Board, which shall determine by a vote of two-thirds of all the Directors whether the conduct at issue warrants this action. Examples of such conduct are listed in section IV.B.2 (see below) of this Manual.

Minor infractions include but are not limited to: • Eating food directly from the Hot/Cold buffet or other actions prohibited by health codes • Unintentionally eating, drinking or using a Co-op product without paying • Excessive sampling from any department • Failure of Member-Owners to complete any required or scheduled M-O Co-op trainings • Parents not exercising reasonable control of children after they have been requested to do so A minor infraction will be explained to the Member-Owner by theMembership Manager. This conversation will be documented as an Incident Report by the Membership Manager and referenced in the event of further infractions. a.

Cumulative Minor Infractions as a Major Infraction If a Member-Owner’s conduct does not improve, their cumulative minor infractions may become a major infraction (see section IV.B.2 below). The Membership Manager will submit a major infraction report to the Board within five days of the Membership Manager’s determination of a major infraction, and this report may be appealed (see section IV.B.3). When the Membership Manager reports an alleged major infraction to the Board, the Membership Manager will inform the Member-Owner in writing to the most recent email and/or postal address on file. The Member-Owner may appeal to the Board (Bylaws 310.4). An explanation of the appeal process follows in section IV.B.3. In cases where the major infraction results from cumulative minor infractions, the Member-Owner will be considered innocent during the appeal process. Member-Owner privileges will not be withheld unless and until the appeal process is exhausted.

Major infractions include but are not limited to: • Cumulative minor infractions • Theft of Co-op funds or products, price switching, or shifting PLUs • Being impaired by substances (legal or illegal) and unable to perform • Verbal or physical abuse • Violence toward another person or physically toward Co-op property • Any violation of the law while on Co-op grounds A major infraction made by a Member-Owner will result in an immediate Incident Report to the Membership Manager and/or Management. The Membership Manager and/or Management will submit a major infraction report to the Board. This will result in immediate sanctions including suspension of Member-Owner benefits and, possibly, eviction from the store. The Member-Owner may appeal these sanctions. An explanation of the appeal process follows in section IV.B.3. The major infraction report to the Board will consist of a confidential, written report detailing the major infraction(s), and any sanction(s) imposed, including any documented minor infractions and the date(s) of the event(s), the circumstances surrounding the event(s), all those involved, and any actions taken by Management and/or the Membership Manager. Within five days of the Membership Manager’s determination of an alleged major infraction, they shall inform the Member-Owner in writing to the most recent email and/or postal mail address, that the Member-Owner has been reported to the Board for a major infraction and/or sanction. This letter will be copied to the Board. This letter or email to the Member-Owner shall detail the date and nature of the unlawful conduct/violation or major infraction, and the sanction. The letter shall highlight the Member-Owner’s responsibilities for requesting an appeal and include the step-by-step process described in this Manual below in section IV.B.3.

Appeal Process The notice of major infraction letter from the Membership Manager to the Member-Owner shall include the name of the Board President and Board Administrator’s email address (BoardAdmin-AT-honestweight.coop) to whom the request for an appeal should be sent, and the date by which a request for an appeal must be received. The letter shall inform the Member-Owner that another person may accompany them at the appeal. A Member-Owner has 30 days from the posted date of the letter and/or email within which to request of the Board President, in writing, an appeal of the sanctions. The Member-Owner’s email or letter mailed by post to the Board Administrator shall suffice as notice of their request for an appeal. The appeal process shall consist of an in-person meeting between the Member-Owner requesting the appeal and the HWFC Board of Directors, at a mutually agreeable time to all parties and to take place at HWFC. The appeal meeting shall also include the Membership Manager. This meeting shall take place as soon as possible after the receipt of the request for an appeal. Generally, it will occur on the date of the next regularly scheduled Board meeting, but at least 3 days, and not more than 45 days, after receipt of the request for an appeal. The Board shall determine by a vote of two-thirds of all the Directors whether the conduct at issue warrants the action taken by Management and/or the Membership Manager and to uphold, modify, or lift the sanctions. The Board of Directors and Membership Manager shall conduct a fair, impartial, and non-discriminatory process. At all stages of this process, the Board, Membership Manager, and Management will protect the confidentiality and privacy of the Member-Owner facing a sanction and requesting an appeal meeting. The Member-Owner, Membership Manager, and Management shall receive a written notice of the decision of the Board of Directors within seven days of the date of the appeal meeting.

Membership Meeting Conduct

Four times a year, Member-Owners of HWFC gather for general Membership Meetings. Occasionally, a special Membership Meeting may be called by the GRC or in response to a Member-Owner petition. Member-Owners are required to conduct themselves with civility and cooperation at all Membership Meetings (see Bylaws sections 342.9[a] and 343.9). • “Rules of Conduct” will be read by the facilitator at the beginning of each Membership Meeting. • Member-Owners present may request the Rules of Conduct to be re-read at any time during the meeting. • Member-Owners must adhere to time constraints and will express concerns with respect and composure. • Member-Owners will strive to limit themselves to two comments per meeting in order to allow everyone a chance to speak. • Member-Owners who act or speak without respect will be given notice by the facilitator. • Second notice by the facilitator will result in expulsion from the meeting.

Principles Adopted by the International Co-operative Alliance Definition: A co-operative is an autonomous association of persons united voluntarily to meet their common economic, social, and cultural needs and aspirations through a jointly-owned and democratically-controlled enterprise. Values: Co-operatives are based on the values of self-help, self-responsibility, democracy, equality, equity, and solidarity. In the tradition of their founders, cooperative members believe in the ethical values of honesty, openness, social responsibility, and caring for others. Principles: The co-operative principles are guidelines by which co-operatives put their values into practice. First Principle: Voluntary and Open Membership Co-operatives are voluntary organizations, open to all persons able to use their services and willing to accept the responsibility of membership, without gender, social, racial, political, or religious discrimination. Second Principle: Democratic Member Control Co-operatives are democratic organizations controlled by their members, who actively participate in setting their policies and making decisions. Men and women serving as elected representatives are accountable to the membership. In primary co-operatives members have equal voting rights (one member, one vote) and co-operatives at other levels are organized in a democratic manner. Third Principle: Member Economic Participation Members contribute equitably to, and democratically control, the capital of the cooperative. At least part of that capital is usually the common property of the cooperative. They usually receive limited compensation, if any, on capital subscribed as a condition of membership. Members allocate surpluses for any or all of the following purposes: developing the co-operative, possibly by setting up reserves, part of which at least would be indivisible, benefiting members in proportion to their transactions with the co-operative, and supporting other activities as approved by the membership. Fourth Principle: Autonomy and Independence Co-operatives are autonomous, self-help organizations controlled by their members. If

they enter into agreements with other organizations, including governments, or raise capital from external sources, they do so on terms that ensure democratic control by their members and maintain their co-operative autonomy. Fifth Principle: Education, Training and Information Co-operatives provide education and training for their members, elected representatives, managers, and Employees so they can contribute to the development of their co-operatives. They inform the general public-particularly young people and opinion leaders-about the nature of benefits of co-operation. Sixth Principle: Co-operation Among Co-operatives Co-operatives serve their members most effectively and strengthen the co-operative movement by working together through local, national, regional and international structures. Seventh Principle: Concern for the Community While focusing on member needs, co-operatives work for the sustainable development of their communities through policies accepted by their members.