Proposed Bylaw Change #2
“Existing Article VIII of the Bylaws (Bylaw Sections 8.1 – 8.5) addresses “patronage dividends.” These sections provide, among other things, that net earnings of the Boise Co-op attributable to members’ purchases shall be allocated to members in proportion to their purchases; that nominal amounts that do not justify the expenses of distribution may be excluded from distribution; that net earnings may be reduced to create reserves for necessary business purposes; that up to 80% of the patronage dividend, if any, may be retained for capital purposes; and that no portion of any net operating loss shall be allocated to members, but losses may be carried forward to offset subsequent income from members.
Article VIII of the Bylaws is hereby amended by the addition of bylaw section 8.6, which reads as follows:
Section 8.6 — Failure to Claim or Redeem: The patronage dividend distributed to an owner (by any means, including as cash, as a voucher, or by credit redeemable at a cash register of the Cooperative) may be used for the purchase of goods at the Cooperative, redeemed for cash, or donated to the Cooperative. The portion of a patronage dividend distributed to any owner that is not claimed, used, redeemed or donated within 90 days of issuance date, or by the next June 30th from issuance date, whichever is later, shall revert to the Cooperative as a donation without further notice to the owner. Such cash portions of patronage dividends that are donated or that revert to the Cooperative as provided in this subsection shall be distributed and allocated to a tax-exempt charity as the Board may determine.
Reasons for this amendment:
In prior years approximately $40,000 of patronage dividends paid by the Co-op to members was unclaimed, and as a result the Co-op had to pay additional income taxes that exceeded the amount of the unclaimed dividends. The addition of Section 8.6 to the Co-op’s bylaws will permit the Board to donate unclaimed dividends to a charity and will also significantly reduce our income tax burden. The Boise Co-op Board recommends approval of this bylaw amendment.”
Proposed Bylaw Change #3
“Existing Bylaw Section 2.2, which currently reads as follows:
Section 2.2 — Admission. Applicants will be admitted to membership upon submitting required information on a prescribed form, paying a nonrefundable application fee, and purchasing or subscribing to purchase a share at a price and upon payment terms, if any, all as determined by the Board of Directors. The share purchase retirement may be waived in whole or in part for persons of low income. On or before admission to membership, each member shall be provided a copy of these bylaws.