Newcastle 2019 Governance Decision Making - 2 proposals
Animorph Co-op
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As outlined on the wiki, we came up with two proposals that were presented to the gathering at the end of day one, and further workshopped on the second day. There were no objections to the proposals hence we would like to put them forward to a vote by all members of CoTech.
Proposal One - Voting Membership of CoTech
This proposal puts forward the model of “Voting Shares”. A Voting Share is held by an individul when ALL of the following are TRUE:
- They are a member of their own co-operative
- Their co-operative is a member of CoTech
- Their co-operative contributes £1 per week for their individual voting share
If ratified, the proposal will come into effect on the 28th of February 2020. More details on wiki page.
Proposal Two - Voting Membership of CoTech
Making binding decisions involves two steps:
1. The Proposal Loop
2. Voting (Ratification / Binding)
The Proposal Loop step is an iterative process of refining a proposal so that it may be taken to Voting. Any individual member or group of members may put forward an idea to refine into a proposal and they may make use of any communication channel to do this e.g. sending out emails to interested parties, collaborating over forums, etc. Once the individual or group is happy that their idea has matured into a meaningful proposal that requires a binding decision they inform CoTech that they wish the proposal to be discussed at a Monthly Meeting call (which are held remotely). The task of Monthly Meeting (as it relates to the proposal) is to engage with the proposal and decide if it is mature enough to send to a vote, or whether it needs to be iterated further. A mature proposal will embody the SMART Principles.To be taken to Voting the proposal needs to be seconded by any voting member of CoTech who was not involved in making the proposal. The purpose of this seconding is to provide a minimal check on proposal readiness before it goes to Voting -- if nobody will second the proposal perhaps it needs more engagement and iteration.
Voting occurs using the Loomio platform. A vote on Loomio is created which links to the proposal details and members are informed via appropriate channels. A proposal is subject to the rules of the constitution. To pass -- a two thirds (67%) vote in favour of the proposal is required. Once a proposal has passed the Loomio poll becomes the documentation of the decision. Any actionable items outlined in the proposal should be assigned appropriately for implementation.
Once the second proposal is ratified, the two-step process will be valid for all votes. The outcome of voting on the first proposal will imply how the voting occurs on Loomio.
Again, more details on wiki page and in the minutes
Please have a say, your vote matters!
One vote per co-op please!
Chris Croome (Webarchitects Co-operative) Wed 18 Dec 2019 3:44PM
If we have the number of shares / membership tied to the number of FTE workers or the number of employees (or however we agree to count worker member numbers) in a co-op then I'd suggest that we should consider not having block voting (where a co-op with 8 workers can have one member casting 8 votes) — one vote per worker member of a CoTech member co-op seems to me like it might work...
Mark Simmonds (Co-op Culture) Wed 18 Dec 2019 3:59PM
Co-operatives UK has a weighted voting system at General Meeting relating to the no. of members of the member co-op. Not a direct relationship. The votes are cast as a block.
I'd maybe suggest that you differentiate between
decisions that would normally be made at a general meeting (fiddling with the DNA or core mission of the co-op) - this needs to be defined in the governing document and may be constrained by law (eg %age required to pass a proposal)
decisions of directors - where there is generally a duty to work towards consensus and whilst you can skew the makeup of the Board, you cannot skew the voting weight; and
-
other more operational and less mission critical stuff, where you can do pretty much what you want, including delegating decisions to sub-groups
In the case of no.2, if you have no separate Board of Directors and operate as a collective, you may still need to decide whether a meeting/decision is a general meeting or a directors meeting - you have different duties in law as a member or as a director - ie as a member you can vote in your own interest, whereas as a Director you have a legal duty to vote in the best interest of the co-operative (in this case CoTech).
It's complicated and my experience is that groups in this situation tend to create complicated over-engineered solutions to problems that never manifest.
Shaun Fensom Wed 18 Dec 2019 4:17PM
But, just to be clear @Mark Simmonds (Co-op Culture & Platform 6) and @Chris Croome (Webarchitects Co-operative) - I don't think anyone is suggesting linking the number of votes to the shareholding (which, after all is how capitalist companies work), but rather to the number of subscriptions paid. The fact that these subscriptions are then tied to individual worker members brings us back to solid co-op ground. I assumed that meant these votes would not be cast as a block.
I note that there is a slight danger of us coops disappearing down the same old ‘never-mind-the-content, what about the structure?’ rabbit-hole that we like so much. Apologies to @Animorph Co-op (who just want to get on with it) for my contribution to this. But hey, it's an interesting discussion....
Mark Simmonds (Co-op Culture) Mon 16 Dec 2019 6:05PM
Not a formal CoTech member, but happy to advise on governance issues as a coop development worker.
Josef Davies-Coates Sun 12 Jan 2020 3:03AM
I agree, but I think it should be "at least £1 a week", i.e. ideally more. Especially given this is going to in effect be the fund.
And even though I know it would/ will be reviewed anyway, I also think that we should agree a time frame within which it definitely will be reviewed (say, after 6 months - 1 year) just in case the potential risk of larger co-ops dominating does become an issue (I agree lack of engagement is more likely problem).
I think I'd quite like the idea of capping total number of votes if that does become a problem to be formally part of the proposal too, just in case.
Chris Lowis (Go Free Range) Mon 13 Jan 2020 11:53AM
I'm not sure how best to engage with this - but we (Go Free Range) are definitely in favour of light-weight decision making via the monthly call, or loomio votes when necessary for changes to the constitution. We're also keen on the idea of everyone contributing what they can to the fund as a way of giving CoTech the ability to make more things happen. The idea of "associate members" seems like a good reflection of what is currently happening in practice.
Chris Lowis (Go Free Range) Mon 13 Jan 2020 11:55AM
It's a little bit hard to vote on the proposals as they stand, because it's not quite clear what happens to members who decide not to contribute, and also under what circumstances votes occur in proposal two.
Graham Wed 15 Jan 2020 1:09PM
My reading - for what it's worth - is that no-one wants to see any co-op that is a current member of CoTech removed from membership because they are not making a financial contribution. Hence we end up with a de facto two-tier membership, with decision-makers being those individuals within co-ops that are making a financial contribution, and non-decision-makers being everyone else. I don't see an issue with this, on the assumption that any individual who is working in a CoTech member org can choose at any time to make a financial contribution and by so doing participate in the decision-making processes.
What I'm not clear on is whether that financial contribution can be made directly by the individual/s without the express consent of their co-op, and whether that's an issue or not.
I'm also of the view that as CoTech matures and begins doing more interesting things collectively and has more resource with which to do those things, then more member co-ops will choose to participate financially.
Animorph Co-op Wed 15 Jan 2020 6:15PM
@Chris Lowis (Go Free Range) What has been emerging in this conversation could indicate the direction of our further work at the coming gathering that is workshopping the two-tier membership, one of them not requiring financial participation.
When we put the proposal together we hoped to start simple, discover potential challenges (such as large financially contributing co-ops having potentially too much voting power) and iterate further to address them.
Proposal two covers all the decisions, the monthly call never had sufficient quorum to vote anything through. Hence we proposed to use the call as a workshopping platform for honing the proposals before they are put forward.
@Graham We assumed the co-ops will contribute on behalf of their members.
Mark Simmonds (Co-op Culture) · Wed 18 Dec 2019 3:14PM
Shares in a co-operative typically do not confer additional voting rights - it's one member one vote irrespective of shareholding. You don't even have to have shares of course (depending on your legal form).