1.0 POLICY TITLE: GLOBAL END
Accessible, quality housing, active and democratic citizenship and participation in the cooperative movement at a cost of shared volunteerism and justifiable expenses with co-op financial asset.

1. 1.1 Member residents will:
   1. 1.1.1 Actively participate in the co-op movement
   2. 1.1.2 Live in an intentional community
   3. 1.1.3 Be exposed to diversity
   4. 1.1.4 Live in safe and secure homes
   5. 1.1.5 Create an empowered environment
      1. 1.1.5.1 Promote and practice consent culture
   6. 1.1.6 Demonstrate social responsibility, ecological stewardship, and environmental sustainability

1. 1.2 Under-served communities will flourish through cooperative support

1. 1.3 Neighbors understand and appreciate cooperative culture
   1. 1.3.1 They feel respected by and respect member residents
   2. 1.3.2 See the co-op houses as an asset in the community

1. 1.4 The cooperative movement will:
   1. 1.4.1 Be a light shining in every current and alumni member
   2. 1.4.2 Be visible, attractive and awesome
   3. 1.4.3 End isolation in sub-cultures that suffer institutional oppression
   4. 1.4.4 Grow and become more diversified

2.0 POLICY TITLE: GLOBAL EXECUTIVE CONSTRAINT
The Executive Team shall not cause or allow any practice, activity, decision, or organizational circumstance, which is either unlawful, imprudent or in violation of commonly accepted cooperative administrative practice and professional ethics, or in violation of Cooperative Identity, Values and Principles.

2.1 POLICY TITLE: TREATMENT OF MEMBER-RESIDENTS
With respect to interactions with member-residents or those applying to be member-residents, the Executive Team shall not cause or allow conditions, procedures, or decisions that are unsafe, unclear, inequitable, unfair, disrespectful or unnecessarily intrusive.

Further, the Executive Team shall not:

1. 2.1.1 Use application forms that elicit information for which there is no clear necessity.
2. 2.1.2 Use methods of collecting, reviewing, transmitting, or storing resident information that fail to protect against improper access to the material elicited.
3. 2.1.3 Allow residents to be uninformed or misinformed about Cooperative Identify, Values and Principles, and their rights and responsibilities as cooperative members and as residents.
   1. 2.1.3.1 Operate without a written policy on member relations, including rights and responsibilities as cooperative members and as residents.

2.2 POLICY TITLE: TREATMENT OF HOUSEHOLDS
With respect to interactions with co-op houses, the Executive Team shall not cause or allow conditions, procedures, or decisions that interfere with house autonomy in quality of life/culture issues of the household.

Further, the Executive Team shall not:

1. 2.2.1 Interfere with the ability of a household’s members to make independent financial decisions that impact quality of life.
2. 2.2.2 Override the ability of a household to opt in to group purchases even when there are significant savings to be gained.

2.3 POLICY TITLE: TREATMENT OF WORKERS
With respect to the treatment of paid and volunteer staff, member-workers and contractors, the Executive Team may not cause or allow conditions, which are unfair, unsafe, undignified, disorganized, or unclear.

Further, the Executive Team shall not:

1. 2.3.1 Operate without written and consistently enforced personnel policies which clarify rules for all workers and provide for effective handling of grievances internally.
2. 2.3.2 Discriminate against any worker for non-disruptive expression of dissent.
3. 2.3.3 Provide for inadequate documentation, security and retention of personnel records and personnel-related decisions.
4. 2.3.4 Deter workers from grieving to the board when internal grievance procedures have been exhausted and the worker alleges that board policy has been violated to their detriment.
5. 2.3.5 Operate without an appropriate level of cross-training so that workers can provide basic information and service to member-residents.
6. 2.3.6 Fail to acquaint staff with the Executive Team’s interpretation of their protections under this policy.

2.4 POLICY TITLE: COMPENSATION AND BENEFITS
With respect to employment, compensation, and benefits to workers, the Executive Team shall not cause or allow jeopardy to fiscal integrity or public image.

Further, the Executive Team shall not:

1. 2.4.1 Promise or imply permanent or guaranteed employment to individuals.
2. 2.4.2 Establish compensation and benefits, which are internally inequitable or not in alignment with similar student cooperative organizations.
3. 2.4.3 Change their own compensation and benefits, except to be consistent with the package for all other employees.

2.5 POLICY TITLE: BUSINESS PLANNING AND FINANCIAL BUDGETING
Business planning and financial budgeting for any fiscal year or the remaining part of any fiscal year shall not deviate materially from board’s Ends priorities, risk fiscal jeopardy, or fail to be derived from a multi-year plan.

Further, the Executive Team shall not:

1. 2.5.1 Omit credible projection of revenues and expenses, separation of capital and operational items, cash flow, and disclosure of planning assumptions.
2. 2.5.2 Plan the expenditure in any fiscal year of more funds than are conservatively projected to be received in that period.
3. 2.5.3 Fail to plan an adequate reserve fund to facilitate the growth, repair, renewal or replacement of the co-op’s capital assets.
4. 2.5.4 Plan for the operating reserves to drop below three months or 25% operating expenses.
5. 2.5.5 Provide less for board prerogatives during the year than is set forth in the Governance Investment policy (3.8).

2.6 POLICY TITLE: FINANCIAL CONDITION AND ACTIVITIES
With respect to the actual, ongoing financial condition and activities, the Executive Team shall not cause or allow the development of fiscal jeopardy, a material deviation of actual expenditures from board priorities established in Ends policies, or financial accounting to be out of conformity with Generally Accepted Accounting Principles.

Further, the Executive Team shall not:

1. 2.6.1 Allow financial liquidity (the ability to pay our bills on time) or cash flow to be insufficient.
2. 2.6.2 Use any long term reserves except for purposes and amounts specifically released by the Board.
3. 2.6.3 Use restricted funds for any purpose other than that required by the restriction.
4. 2.6.4 Conduct interfund shifting in amounts greater than can be restored to a condition of discrete fund balances by certain, otherwise unencumbered revenues within 30 days.
   1. 2.6.4.1 Exception: Use funds to purchase up to $30,000 of refrigerators from Best Buy to be used in SHC properties until reimbursed in full by BWL . This policy expires February 28, 2018.
5. 2.6.5 Incur debt other than trade payables or other reasonable and customary liabilities incurred in the ordinary course of doing business.
6. 2.6.6 Allow late payment of contracts, payroll, loans or other financial obligations.
7. 2.6.7 Allow tax payments or other government ordered payments or filings to be overdue or inaccurately filed.
8. 2.6.8 Make a single unbudgeted purchase or commitment of greater than $7500 with the exception of emergency purchases. Unbudgeted purchases over $5000 shall not be made without timely notification to the Board.
   1. 2.6.8.1 Exception: Purchase $10,000 of lumber from The Wood Butcher to be used in SHC properties. This policy expires August 1, 2016.
   2. 2.6.8.2 Exception: Hunnicutt Plumbing costs paid from operating budget.
   3. 2.6.8.3 Exception: Exceed $100,000 budgeted amount by up to $77,695 for electrical, HVAC upgrades, and vacancies at 711 W Grand River Ave, East Lansing during Summer 2018. This policy expires September 1, 2018.
9. 2.6.9 Acquire, encumber or dispose of real property.
10. 2.6.10 Fail to aggressively pursue receivables after a reasonable grace period.
11. 2.6.11 Implement any new initiative without conducting a feasibility study.
12. 2.6.12 Allow house finances to be in a deficit situation.

2.7 POLICY TITLE: ASSET PROTECTION
Executive Team shall not allow cooperative assets to be unprotected, inadequately maintained or unnecessarily risked.

Further, the Executive Team shall not:

1. 2.7.1 Subject real property and equipment to improper wear and tear or insufficient maintenance.
2. 2.7.2 Unnecessarily expose the organization, its board or staff to claims of liability.
3. 2.7.3 Operate without proper risk management and appropriate insurance toward continuous operations, services and property.
4. 2.7.4 Allow unbonded personnel access to material amounts of funds.
5. 2.7.5 Allow inadequate security of cooperative premises and property and reasonable protections for member personal property.
6. 2.7.6 Make any asset purchase: (a) wherein normally prudent protection has not been given against conflict of interest; (b) without having obtained comparative prices and quality; © without a stringent method of assuring the balance of long term quality and cost.
   1. 2.7.6.1 Exception: emergency purchases.

1. 2.7.7 Allow improper access to data, intellectual property, and information or files to be unprotected from loss, theft or significant damage.
   1. 2.7.7.1 Allow improper usage of members’ personal information.

1. 2.7.8 Receive, process or disburse funds under methods that are insufficient to meet the GAAP standard for internal controls.
2. 2.7.9 Allow investments or operating capital to be held in insecure or uninsured instruments or unreasonably risked.
3. 2.7.10 Endanger the organization's public image or credibility.
4. 2.7.11 Allow lack of due diligence in contracts.
5. 2.7.12 Operate without an inventory of assets, updated annually, including an asset initially valued over $2,000 and noting its current condition.
6. 2.7.13 Allow institutional memory to be undocumented or not archived.

2.8 POLICY TITLE: EMERGENCY EXECUTIVE DIRECTOR SUCCESSION
In order to protect the board from sudden loss of Cooperative Management services, the Executive Director shall not operate without a written plan identifying at least one other named person familiar with Cooperative Management issues and processes.

2.9 POLICY TITLE: COMMUNICATION AND SUPPORT TO THE BOARD
The Executive Team shall not permit the board to be uninformed or unsupported in its work.

Further, the Executive Team shall not:

1. 2.9.1 Withhold, impede, or confound information relevant to the board’s informed accomplishment of its job.
   1. 2.9.1.1 Neglect to submit monitoring data required by the board (see policy on Monitoring Executive Team Performance) in a timely, accurate and understandable fashion, directly addressing provisions of board policies being monitored and including operational definitions and verifiable data.
   2. 2.9.1.2 Allow the board to be unaware of any actual or anticipated noncompliance with any Ends or Executive Limitations policy as soon as the condition becomes apparent, regardless of the board’s monitoring schedule.
   3. 2.9.1.3 Hesitate to advise the board if the board is out of compliance with its own board means policies, particularly in the case of board behavior, which is detrimental to the working relationship between the board and the Executive Team.
   4. 2.9.1.4 Allow the board to be without decision information required periodically by the board or let the board be unaware of relevant trends.
   5. 2.9.1.5 Present information in unnecessarily complex or lengthy form or in a form that fails to differentiate among information of three types: monitoring, decision preparation, and other.
   6. 2.9.1.6 Let the board be unaware of any incidental information it desires including anticipated media coverage, pending or credible threats of lawsuits and material internal changes, and quarterly financial statements.
   7. 2.9.1.7 Fail to supply for the consent agenda all items delegated to the Executive Team yet required by law or contract to be board-approved.
   8. 2.9.1.8 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.

1. 2.9.2 Withhold from the board and its processes logistical and clerical assistance.
   1. 2.9.2.1 Allow the board to be deprived of a workable, user-friendly mechanism for official board, officer, or committee communications.
      1. 2.9.2.1.1 Allow the Board to operate without the most recent version of the Board Policy Manual or Bylaws.
      2. 2.9.2.1.2 Allow insufficient archiving of Board documents.

3.0 POLICY TITLE: GLOBAL GOVERNANCE COMMITMENT
The purpose of the board, on behalf of our legal ownership (the people who hold shares in the MSU Student Housing Cooperative) and our moral ownership (the people who invest themselves for the common good, quality of living and expansion of the cooperative movement), is to see to it that the MSU Student Housing Cooperative (SHC) (a) achieves what it should, and (b) avoids unacceptable actions and situations.

3.1 POLICY TITLE: GOVERNING STYLE
The board will apply the Cooperative Identity, Values and Principles and govern with an emphasis on (a) outward vision rather than an internal preoccupation, (b) encouragement of diversity in viewpoints, © strategic leadership more than administrative detail, (d) clear distinction of board and chief executive roles, (e) collective rather than individual decisions, (f) future rather than past or present, and (g) proactivity rather than reactivity.

On any issue, the Board must ensure that all divergent views are considered in making decisions, yet must resolve into a single organizational position.

Accordingly:

1. 3.1.1 The board will cultivate a sense of group responsibility for integrity in governing.
2. 3.1.2 The board will direct, control and inspire the organization through the careful establishment of broad written policies reflecting the board's values and perspectives.
3. 3.1.3 The board will enforce upon itself whatever discipline is needed to govern with excellence. Discipline will apply to matters such as attendance, preparation for meetings, policy making principles, respect of roles, and ensuring the continuance of governance capability. Although the board can change its governance process policies at any time, it will observe them scrupulously while in force.
   1. 3.1.3.1 In accordance with this discipline, the board will only allow itself to address a topic after it has answered these questions:
      1. A. Whose issue is this? Is it the Board’s or the Executive Team’s?
      2. B. Has the board dealt with this subject in a policy? If so, what has the board already said on this subject and how is this issue related? If the board has already addressed the matter, does the board wish to change what it has already said?
      3. C. If the matter is several levels below board level, what is the broadest way to address this issue so that it is still under existing board policy? Does that policy suffice to deal with our concern?

1. 3.1.4 Continual board development will include orientation of new board members in the board's governance process and periodic board discussion of process improvement.
   1. 3.1.4.1 Assure an effective and sustainable governing culture that provides leadership over time.

1. 3.1.5 The board will allow no officer, individual or committee of the board to hinder or be an excuse for not fulfilling its governing commitments.
2. 3.1.6 Board meetings are for the task of getting the Board’s job done.
   1. 3.1.6.1 The Board will use its meeting time only for work that is the whole Board’s responsibility. The Board will avoid committee issues, operational matters and personal concerns, unless approved by a majority vote.
      1. 3.1.6.1.1 The Board, at its discretion, shall discuss any issue related to the operational side of the organization.
   2. 3.1.6.2 Meetings will be open to the member-residents except when executive session is officially called.
      1. 3.1.6.2.1 Executive sessions may be used to deal with confidential matters, generally dealing with personnel matters or legal or contractual issues. When possible, announcement of the executive session should be on the published agenda.
      2. 3.1.6.2.2 The Board may include or exclude anyone it chooses from executive session.
      3. 3.1.6.2.3 The Board will take no official minutes during the executive session.
      4. 3.1.6.2.4 The Board will come out of executive session and take official action in the public meeting.

1. 1. 3.1.6.3 The Board will seek consensus through discussion. The Board will then finalize and document decisions through the use of motions, seconds and majority vote. Abstentions from voting may only be done if the board member has a conflict of interest.
   2. 3.1.6.4 The meeting agenda will be determined by the Board President in consultation with the Board. It may be modified at the meeting prior to the approval of the agenda.
      1. 3.1.6.4.1 The Board will only discuss agenda items added at the meeting IF the Board agrees the item is a shared issue AND the Board has adequate background information to discuss the issue in an informed way.
      2. 3.1.6.4.2 The Board President will ensure that meeting agenda and supporting materials are delivered to the Board of Directors at least 48 hours prior to the next scheduled Board of Directors meeting. Supporting materials will contain, at minimum:
         • Minutes of the previous meeting, to be approved by the Board
         • Management & Monitoring Reports
         • Presentations of motions and discussion items to be addressed at the meeting with appropriate background material for an informed discussion
         • An agenda of all business to be conducted at the meeting including the date, time, and place.

3.2 POLICY TITLE: SHARED VALUES
The Board shall work toward establishing clarity in its values. Those values that have been explored, discerned and represented here shall influence the thinking of all other policies created by the board. These are the values that we believe:

1. 3.2.1 Diversity and Inclusion: The MSUSHC environment shall be appealing to all segments of society who need or want to live in an inclusive cooperative system and by the values of Cooperatives. Inclusion means either no barriers or barriers minimized to all people who desire our services and are willing to accept the responsibilities of co-op living.

1. Diversity involves inclusion, empowering the voice and participation of marginalized populations. Diversity includes race, ethnicity, national origin, sexual orientation, gender identity, religious preference, socioeconomic status, age, veteran status, family status, abilities, weight, political persuasion, fields of study, and first generation student status.

1. Intentional diversity and inclusion are important to co-op living. Cooperative living exposes its residents to a structured environment for learnings in self-sufficiency, democratic citizenship, collective interdependence and the struggle in how to live consciously with people who are not like us. Diversity and inclusion will not be achieved at the expense of physical or mental health safety of the residents.

1. To support this value:
   • The co-op may intentionally design a diverse or special interest environment with living/learning-related conditions.
   • Diversity will likely be achieved through intentional actions that go beyond word of mouth referrals.
   • Education toward diversity and safety for all residents is encouraged.
   • The co-op encourages each house to define house norms that value and create diversity and increase retention of house member diversity.

1. 3.2.2 House Autonomy: We value empowerment:
   • Of members to run their own households,
   • To make all decisions related to quality of life in the house,
   • To fail and to resolve consequences of poor decision-making.
   • We also value the role of MSUSHC to assure the long-term sustainability of the co-op.
2. To assure sustainability, we acknowledge the responsibility of the SHC to:
   • Oversee the business of the buildings, including the purchase of insurance, payment of taxes and mortgages
   • Assure appropriate capital improvements
   • Assure good financial management
   • Budget for the office entity and capital improvements
   • Assure reserves for future growth,
   • Assure quality administrative systems, and
   • Assure ongoing education of the members to optimize the experience of living in a cooperative.

1. Our common culture among the houses is bound by existing laws, municipal regulations, MSUSHC bylaws, Board-approved policies, and the Code of Operations. While each house defines its own unique identify, each house will contribute to the achievement of the Ends Policies of MSUSHC.

3.3 POLICY TITLE: BOARD JOB DESCRIPTION
Specific job outputs of the board, as an informed agent of the ownership, are those that ensure appropriate organizational performance.

Accordingly, the board has direct responsibility to create:

1. 3.3.1 The link between the ownership and the operational organization.
2. 3.3.2 Written governing policies that address the broadest levels of all organizational decisions and situations.
   1. 3.3.2.1 Ends: Organizational results expressed in terms of what good for which recipients at what cost to the Cooperative.
   2. 3.3.2.2 Executive Limitations: Limits on the unilateral authority of the Executive Team that establish the prudence and ethics boundaries within which all operational activity and decisions must take place.
   3. 3.3.2.3 Governance Process: Rules of engagement of the Board, among Board members, and with the member-residents as the “ownership”.
   4. 3.3.2.4 Board- Cooperative Management Delegation: How power is delegated and its proper use monitored; the Cooperative Management role, authority and accountability.

1. 3.3.3 Assurance of successful Cooperative Management performance.
2. 3.3.4 Fair, responsive and expedient processes for:
   1. 3.3.4.1 Appellate grievances promulgated by a resident or MSU SHC staff who have exhausted the internal grievance procedures. (See Appendix F)
   2. 3.3.4.2 Awarding Community Grants from the Board Restricted Reserves for special projects outside the reach of their normal community involvement.
   3. 3.3.4.3 Addressing concerns that fall under Article X of the Code.

3.4 POLICY TITLE: BOARD MEMBERS' CODE OF CONDUCT
The board commits itself and its members to ethical, cooperative, and lawful conduct, including proper use of authority and appropriate decorum.

1. 3.4.1 Board members must have loyalty to the ownership interests, unconflicted by loyalties to staff, other organizations, and any personal interest as a resident. Focus must be on the best interests of the Cooperative and the common good of member-residents.
2. 3.4.2 Board members must avoid conflict of interest with respect to their fiduciary responsibility.
   1. 3.4.2.1 There will be no self-dealing or business by a member with the organization. Board members will annually disclose potential or perceived conflicts of interest.
   2. 3.4.2.2 When the board is to decide upon an issue about which a member has an unavoidable conflict of interest, that member shall declare the conflict of interest and absent herself or himself without comment from not only the vote, but also from the deliberation.
   3. 3.4.2.3 Board members who wish to apply for full-time employment with the cooperative must first resign from the Board.
      1. 3.4.2.3.1 Exception: Marshall Clabeaux is hired for temporary full-time position Maintenance desk Admin and Tech while remaining as a Board Member from September 28, 2020 to March 31, 2021 to cover a decrease in maintenance personnel caused by the COVID-19 pandemic.

1. 3.4.3 Board members may not attempt to exercise individual authority over the organization.
   1. 3.4.3.1 Members' interaction with the Executive Team or with staff must recognize the lack of individual authority except when explicitly board authorized.
   2. 3.4.3.2 Member interaction with the SHC houses, the public, press or other entities must recognize the same limitation and the inability of any board member to speak for the board except to repeat explicitly stated board decisions or the officially approved minutes of the SHC.
   3. 3.4.3.3 Board members will not express individual judgments of performance of employees.

1. 3.4.4 Members will respect the confidentiality appropriate to issues of a sensitive nature.
2. 3.4.5 Members will be properly prepared for board deliberation.
3. 3.4.6 Members will serve on at least one committee for the SHC or be a liaison to an external entity during their board service.
4. 3.4.7 Members will pay board-established fines levied for inappropriate performance as a board member.

3.5 POLICY TITLE: AGENDA PLANNING

The board will follow an annual agenda which (a) explores and advances development of Ends policies and (b) enhances board performance through board education and enriched input and deliberation.

1. 3.5.1 The cycle will conclude each year on the last day of May so that administrative planning and budgeting can be based on accomplishing a one year segment of the board’s most recent statement of Ends.
2. 3.5.2 The cycle will start at the July Board meeting with the board’s development of its annual agenda, including its calendar and the issue/theme it agrees to explore that will lead to policy development.
   1. 3.5.2.1 Consultations with selected groups in the ownership, or other methods of gaining ownership input will be determined and arranged to be held in the third quarter of the calendar year.
   2. 3.5.2.2 Governance education and education related to the annual issue/theme will be determined and arranged in the third quarter, to be held during the balance of the year.

1. 3.5.3 Individual meeting agendas will generally follow the format below, structured around the Board’s job description:
   1. I. Approve agenda
   2. II. Consent Agenda
      1. A. Operational (Management construct)
      2. B. Board
   3. III. Board Education
   4. IV. Ownership Linkage
      1. A. Communication with the Ownership related to Board’s Annual Agenda
      2. B. Ownership Communication
   5. V. Policy Discussion
      1. A. Based on Annual Plan of Board Work
   6. VI. Assurance of Management Performance
      1. A. Receipt of Monitoring Reports; Challenges if any to Monitoring; Vote on compliance
      2. B. New Operational Worries (place holder)
      3. C. Next monitoring assignment (announcement)
      4. D. Board self assessment against Board means policies (according to the monitoring schedule)
   7. VI. Announcements
   8. VII. Items for the next agenda
   9. VIII. Review of assignments, if any
   10. IX. Establish talking points toward house transparency
   11. X. Approve minutes (in real time)
   12. XI. Adjournment

1. 3.5.3.1 Throughout the year, the board will attend to consent agenda items as expeditiously as possible.
2. 3.5.3.2 Additional agenda items must be submitted to the President at least 72 hours preceding the Board meeting.
3. 3.5.3.3 Operational monitoring will be included on the agenda for Board evaluation. This agenda item should be handled efficiently, however, if monitoring reports show policy violations or if policy criteria are to be debated, sufficient time will be allocated.

3.6 POLICY TITLE: OFFICER ROLES
Officers are annually elected to facilitate the work of the Board in its governing role. Officers may delegate their authority, but remain accountable for its use.

Accordingly:

1. 3.6.1 The President serves in a dual capacity for the Cooperative: As the chief governing officer, the President assures the integrity of the board's process and, secondarily, acts as spokesperson for the board to the internal organization and to outside parties. As chief executive officer, the President is engaged in the fulfillment of Executive Team performance.
   1. 3.6.1.1 The job result of the President, as chief governing officer, is that the board works as an effective team and is consistent with its own policies and those legitimately imposed upon it from outside the organization.
      1. 3.6.1.1.1 Meeting discussion content will be only those issues, which clearly belong to the board to decide, not the Executive Team.
      2. 3.6.1.1.2 Deliberation will be fair, open, and thorough, but also timely, orderly, and kept to the point.

1. 3.6.1.2 The individual authority of the President consists in making decisions that fall within topics covered by board means policies. The President is authorized to use any reasonable interpretation of the provisions in these policies.
   1. 3.6.1.2.1 The President is empowered to chair board meetings and co-chair the General Membership Meeting with the Vice-President.
   2. 3.6.1.2.2 The President may represent the board to outside parties in announcing board-stated positions and in stating chair decisions and interpretations within the area delegated to her or him.
   3. 3.6.1.2.3 As the leader of the Executive Team, the President shall work collaboratively and cooperatively with the Executive Director.

1. 3.6.2 The job result of the Vice-President is leadership as co-chair of the General Membership Meeting, in performance of Presidential duties in the case of any temporary absence and championing the orientation of new board members.
2. 3.6.3 The job result of the Secretary is access to accurate, up to date, and appropriately-archived governing documents, including minutes, Bylaws and the Board policy manual and successful election administration.
3. 3.6.4 The job product of the Treasurer is the development and monitoring of the board’s governing budget, assurance of astute financial insight during Board monitoring of financial policies of the Board, and orientation of the Board on cooperative finances in the service of fulfilling its high level duties on financial matters.

3.7 POLICY TITLE: BOARD COMMITTEE PRINCIPLES
Board committees are formed to help the board do its job, not to help or advise the staff.

Accordingly:

1. 3.7.1 Board committees reinforce and support the wholeness of the Board. In this role, Board committees are generally intelligence gatherers, framing issues, researching alternatives and bringing options and information for the Board’s consideration.
2. 3.7.2 Board committee expectations, authority and available resources will be carefully stated and may never conflict with authority delegated to the Executive Team.
3. 3.7.3 Board committees may not speak for the board and cannot exercise authority over operational workers.
4. 3.7.4 Committees will be used sparingly and ordinarily in an ad hoc capacity.
5. 3.7.5 This policy applies to any group, which is formed by board action, whether or not it is called a committee and regardless whether the group includes board members. It does not apply to committees formed under the authority of the Executive Team.

3.8 POLICY TITLE: BOARD COMMITTEE STRUCTURE
A committee is a board committee only if its existence and charge come from the board, regardless whether board members sit on the committee. The only board committees are those which are set forth in this policy. Unless otherwise stated, a committee ceases to exist as soon as its task is complete.

1. 3.8.1 The Visionary Committee is established as a standing Board Committee for the purpose of ownership linkage. It is responsible for researching significant cultural trends in the SHC and broader society. The Committee will:
   1. 3.8.1.1 Comprise of the President, Executive Director, and no fewer than 3 Board Representatives
   2. 3.8.1.2 Research and propose topics for the Board’s Annual Plan based on analysis of the Member Census, the Member Satisfaction Survey, and the concerns/values of the general membership
   3. 3.8.1.3 Hold SHC Town Halls to record concerns of the general Membership, as necessary.

1. 3.8.2 The Governance Revision Committee is established as a standing Board Committee for the purpose of reviewing SHC governance processes and structures. The Committee will:
   1. 3.8.2.1 Comprise of no fewer than 3 Board Representatives with one representative chosen as the Chairperson.
   2. 3.8.2.2 Inform the Board when the SHC’s Bylaws are not in alignment with the Board’s Policy Manual.
   3. 3.8.2.3 Propose referenda for Bylaws changes to be approved by the Board and voted on by the general membership.
   4. 3.8.2.4 Make suggestions to the Board relating to Board representation and apportionment.
   5. 3.8.2.5 Engage with cooperatives or alumni seeking representation on the SHC Board of Directors.
   6. 3.8.2.6 Recommend modifications to the SHC’s governance structure in light of any potential expansion of the SHC’s general membership.

1. 3.8.3 The Corporate Audit Committee is established as a Board Committee for the purpose of financial transparency. The Committee will:
   1. 3.8.3.1 Comprise of no fewer than 2 Board Representatives free of financial conflict of interest and the Corporate Treasurer of SHC.
   2. 3.8.3.2 Work directly with a third party of Certified Public Accountants who have conducted a fiscal audit to review their work for adequacy.
   3. 3.8.3.3 Review budget to actuals as presented by the Executive Director on a monthly basis.
   4. 3.8.3.4 Report back to the Board of Directors on their findings concerning the financial position of the SHC.
   5. 3.8.3.5 Use Policy Sections 2.4, 2.5, 2.6, & 2.7 as a guide for determining the level of fiscal stability and transparency in the SHC.

1. 3.8.4 The General Membership Meeting Committee is established as a standing Board Committee for the purpose of planning the semesterly General Membership Meeting. The Committee will:
   1. 3.8.4.1 Comprise of the President, the Vice President, and no fewer than 2 Board Representatives.
   2. 3.8.4.2 Set the agenda for the General Membership Meeting, which would include only those things which must be communicated to or involve all members of the cooperative.

3.9 POLICY TITLE: GOVERNANCE INVESTMENT
Because poor governance costs more than learning to govern well, the board will invest in its governance capacity.

Accordingly:

1. 3.9.1 Board skills, methods, and supports will be sufficient to assure governing with excellence.
   1. 3.9.1.1 Training and retraining will be used liberally to orient new members and candidates for Board service, as well as to maintain and increase existing board member skills and understandings.
   2. 3.9.1.2 Outside monitoring assistance will be arranged so that the board can exercise confident control over organizational performance. This includes, but is not limited to, fiscal audit.
   3. 3.9.1.3 Outreach mechanisms will be used as needed to ensure the board’s ability to listen to owner viewpoints and values.

1. 3.9.2 Costs will be prudently incurred, though not at the expense of endangering the development and maintenance of superior capability.
   1. 3.9.2.1 Each year, the Board, in the month of February will develop its budget for attendance at conferences and workshops, for third-party monitoring and organizational assessments, and ownership linkage activities including surveys, focus groups and other input mechanisms.

4.0 GLOBAL GOVERNANCE-MANAGEMENT CONNECTION
Because of the nature of Cooperative government and the organizational structure of the MSU Student Housing Cooperative, policies of the board shall reflect the term Executive Team, intending the inclusion of the elected President, the Executive Director.

The board’s primary connection to the operational organization, its achievements and conduct will be through its Executive Team.

4.1 POLICY TITLE: UNITY OF CONTROL
Only officially passed motions of the board are binding on the Executive Team.

Accordingly:

1. 4.1.1 Decisions or instructions of individual board members, officers, or committees are not binding on the Executive Team except in rare instances when the board has specifically authorized such exercise of authority.
2. 4.1.2 In the case of board members or committees requesting information or assistance without board authorization, the Executive Team can refuse such requests that require, in their opinion, a material amount of staff time, or funds, or is disruptive.

4.2 POLICY TITLE: ACCOUNTABILITY OF THE EXECUTIVE TEAM
The Executive Team, acting in the roles of Chief Executive Officer and Chief Operations Officer, are the board’s primary link to operational achievement and conduct, so that authority and accountability of staff, as far as the board is concerned, is considered the authority and accountability of the Executive Team.

Accordingly:

1. 4.2.1 The board, as a group, or as individual board members will never give instructions to persons who report directly or indirectly to the Executive Team.
2. 4.2.2 The board as a group will not evaluate, either formally or informally, any staff other than the individual members of the executive team, including the president and the executive director.
3. 4.2.3 The board will view Executive Team performance as identical to organizational performance, so that organizational accomplishment of board stated Ends and avoidance of board proscribed means will be viewed as successful Executive Team performance.

4.3 POLICY TITLE: DELEGATION TO THE EXECUTIVE TEAM
The board will instruct the Executive Team through Board-approved Ends and Executive Limitations, allowing the Executive Team to use any reasonable interpretation of these policies.

Accordingly:

1. 4.3.1 As long as the Executive Team uses any reasonable interpretation of the board’s Ends and Executive Limitations policies, the Executive Team are authorized to establish all further policies, make all decisions, take all actions, establish all practices and develop all activities.
2. 4.3.3 The board may change its Ends and Executive Limitations policies. If it does so, the date for compliance with the new policy will be stated. Interpretation and compliance data applies to the existing policy until the effective date stated for the new policy monitoring.

4.4 POLICY TITLE: MONITORING EXECUTIVE TEAM PERFORMANCE
Systematic and rigorous monitoring of Executive Team job performance will be solely against accomplishment of Ends and compliance with Executive Limitations.

Accordingly:

1. 4.4.1 Monitoring is simply to determine the degree to which board policies are being met. Data which does not do this will not be considered to be monitoring data.
2. 4.4.2 The board will acquire monitoring data by one or more of three methods: (a) by internal report, in which the Executive Team discloses compliance information to the board, (b) by external report, in which, an external, disinterested third party selected by the board assesses compliance with board policies, and © by direct board inspection, in which a designated member or members of the board assess compliance with the appropriate policy criteria.
3. 4.4.3 In every case, the standard for compliance shall be any reasonable interpretation of the board policy being monitored.
4. 4.4.4 All policies which instruct the Executive Team will be monitored at a frequency and by a method chosen by the board. The board can monitor any policy at any time by any method, but will ordinarily depend on a routine schedule as presented in Schedule A.