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Executive Sessions: What & Why?

Your Willy Street Co-op is heavily influenced by the seven cooperative principles as adopted by the International Cooperative Alliance. In fact, our bylaws expressly mention these principles as core to your Co-op’s purpose. One of these principles has to do with democratic member control and conducting business in an open and transparent manner. I encourage you to read the online Board minutes to get a sense of how seriously we take this principle:

As you work your way through this site you will get a sense of the topics your Board of Directors tackles on a monthly basis. Often-times, the topics are mundane, but sometimes the topics we cover are extremely sensitive and confidential. In the case of the latter we sometimes elect to go into executive session. BoardSource, an international governance thinktank, defines an executive session as:

“a useful tool for protecting and advancing the best interests of an organization. Executive sessions provide a venue for handling issues that are best discussed in private, for fostering robust discourse, and for strengthening trust and communication. Distinguished by their purpose and participants, executive sessions serve three core functions: (1) they assure confidentiality; (2) they create a mechanism for board independence and oversight; and (3) they enhance relationships among board members and with the chief executive.”

You will notice that your Co-op’s executive sessions meeting notes are not recorded on the Board website for your review. You may ask yourself “how does this square with the Co-op’s stated desire for conducting business in an open, transparent and democratic manner?” In those circumstances when your Board is faced with highly sensitive business issues such as legal, contract negotiation, personnel and/or crisis-related issues, it is usually in the best interest of the entire Co-op to go into executive session to maintain confidentiality as required by law and to further the Co-op’s long-term interests.

While executive sessions are a sometimes effective mechanism for Boards to discuss sensitive issues, your Board’s position on the use of executive sessions is that it is the exception rather than the rule. The Willy Street Co-op Board are stewards of your (our) Co-op. As Willy Street Co-op grows and becomes more complex, the issues your Board face also grow more complex. Having executive sessions as a safety valve for sensitive conversations is an effective—albeit sparsely used—tool in our governance structure. Let me know how you feel about this topic by emailing This email address is being protected from spambots. You need JavaScript enabled to view it..