WE ARE BECOMING A CO-OP!

In 2013, we will be transitioning from a private club (sole proprietor LLC) to a cooperative. We want to become a Community Owned Cooperative Grocery, owned by our consumer-members and our hard working staff-members. The new co-op will be one entity that will own Warehouse Cafe (our B&M cafe and market) and Know Thy Food (our online ordering service).

We have put together this FAQ section to help answer what this means for our valued consumer Member-Owners.

1. What does Member-Ownership mean?
2. How do I become a Member-Owner of the co-op?
3. Why do Member-Owners pay Membership equity?
4. How is Membership Equity different than Know Thy Food's annual membership fee?
5. Can I help the co-op formation by joining now or should I join later?
6. When will the transition be complete?
7. What will change once the business is a co-op?
8. Can I still shop online at knowthyfood.com/shop in 2013 even if I do not become a Member-Owner right now?
9. How can I get more involved?
10. I have more questions.

1. What does Member-Ownership mean?

Member-Ownership gives you:

  • part ownership of our co-op
  • a vote in elections and on important issues
  • the opportunity to run for a position on our Board of Directors
  • the opportunity to participate in our Volunteer Program (coming soon once we are incorporated as a co-op!)
  • discounts in the market on Member-Owner Appreciation days
  • Member-Owner benefits, such as access to Know Thy Food and other pre-ordering of food at discounted or near wholesale prices
  • profit sharing in the form of Patronage Refunds
  • the satisfaction of knowing that you are helping anchor this well-loved business deeply in our community for a long time to come! This business will not leave the community without the consent of the Member-Owners!

2. How do I become a Member-Owner of the co-op?

Becoming a Member-Owner is quick and easy, and you only pay one time! The cost of Membership Equity is $150 + $25 admin fee per household. A household is defined as one primary member, his/her spouse or partner, and all their children under the age of 21 living with them. Limited income households receive a 50% discount and may pay $75 + $25 admin fee. Limited income is defined as households receiving EBT (food stamps), unemployment benefits, living below 120% of fderal poverty level, or living on a small, limited income such as Social Security. Download our Co-op Membership Form and mail it or bring it in to our location (address below) with your payment. Be sure to also register for access to our online product catalog and shopping.

3. Why do Member-Owners pay Membership equity?

Membership equity is an investment into the business that makes you an owner. Like all businesses, co-ops need start-up capital. Co-ops capitalize by selling Membership equity (also known as shares), so they can purchases needed equipment and assets, and have sufficient operating capital for the start-up period. These shares are not considered income to the co-op and are therefore not taxable as income to the co-op. They are meant to be refundable should Member-Owners choose leave the co-op.

NOTE: Membership equity is always at risk and potentially not available for refund. We are planning for sufficient cash flow from operations and new memberships to support potential requests for refunds after the store has been open at least two years.

4. How is Membership Equity different than Know Thy Food's annual membership fee?

Since its founding in 2008, Know Thy Food has been (and still is currently) a private club with an annual membership fee (in 2013 the fee is $30). Revenue from these club membership fees is considered income and is taxable to the current LLC. These fees do not make members into Member-Owners. The fees are also not refundable to club members. While we transition in 2013, you may choose to become a Club Member or to invest as a Co-op Member-Owner.

5. Can I help the co-op formation by joining now or should I join later?

We encourage you to join the co-op today!
In fact, we are waiving the $25 admin fee for anyone who joins before the end of January 2013! Once we have 100 members, we will be electing a 12-member Board of Directors and taking legal steps to incorporate as a cooperative. Until then, your membership investment will be held safely in escrow, and will be refunded if we are unable to complete the transition in a timely manner. Joining later is fine, too, of course, but you can really make a difference by joining now.

6. When will the transition be complete?

Our goal is to complete the transition by the end of 2013 with appx 1,000 Member-Owners.

7. What will change once the business is a co-op?

Our cafe and market will always be open to the public, but once we become a co-op it is our intention to make our online food buying service, Know Thy Food, a Member-Owners-only benefit that will be run by members, for members. This is so we can continue serving our members with the same, low pricing structure. All Club Memberships will expire at the end of 2013 and will not be renewed. We will only accept co-op memberships once we are a cooperative.

8. Can I still shop online at knowthyfood.com/shop in 2013 even if I do not become a Member-Owner right now?

Yes!
Until the transition is completed, you can join (or renew) as a Know Thy Food club member with payment of the current club membership fee of $30. As explained above, this club membership fee is different from the Membership Equity investment and will expire at the end of 2013 once we have completed the transition to a co-op. You may choose to become a co-op Member-Owner at any time. During 2013, we will waive the $25 admin fee for all current KTF club members in good standing (ie who have paid the $30 club membership fee).

9. How can I get more involved?

Please attend our Steering Committee meetings, and consider running for our first Board of Directors. Interested members should review the qualities & responsibilities and complete the candidate application.

10. I have more questions.

Please call Rebecca at 503.544.5196 or by email at rebecca@knowthyfood.com with all additional questions.

WE WARMLY INVITE YOU TO JOIN OUR CO-OP AS A FOUNDING MEMBER! HELP MAKE OUR MARKET A SUCCESS!

Know Thy Food
at The Warehouse
3434 SE Milwaukie Ave
Portland, OR 97202

rebecca@knowthyfood.com

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