Hypha 2020 Annual Members Meeting - June 13-14, 2020
These are draft minutes from our initial AGM.
Agenda
This AGM will celebrate our previous accomplishments while allowing us to check in on milestones and set a course for the year ahead both personally and collectively. There will be advance notice and planning so we all come prepared for the meeting. The time will be a mix of structured and unstructured with a casual vibe. There will be social events that grow our feelings of connectedness to each other and our neighbours. We will end the weekend more excited than we started.
- Expected Outcomes
- Pre-AGM
- Session I - Year in Review and Key Business (aka Members’ Meeting) A. Welcome, format, and process B. Previous year, decision-making, & values: good member C. Bylaws and amending articles D. Elections E. Team-building activities
- Session II - Key Governance Decisions (aka Directors’ meeting) A. Welcome, format, and process B. Elections C. Passing key resolutions
- WRAP UP FOR TONIGHT!
- Session III - Strategy Session A. Welcome, peer recognition wake-up B. Context C. Ideation D. Share-back E. Wrap up and Awards
- Appendix - AGM Explainer
- Appendix - Peer Feedback
- Appendix - Annual Resolution of the Board
- Appendix - Strategic Ideation Notes
Expected Outcomes
- Bylaws adopted (I, II)
- Approved language for amending articles of incorporation (I, II)
- Upcoming directors for board elected (I)
- Strategic plan and high-level OKRs for 2020-2021 developed (III)
- Peer feedback process implemented (I)
- Sign-off on materials that will eventually move into handbook (e.g., “good member”, director role descriptions) (I)
- Sharable artefact that captures the spirit of the event (like a radical zine, poster, or playlist) (I)
Pre-AGM
Time Required: 0.5-1 hour
- Review agenda.
- Read draft bylaws. Do you have questions? Anything confusing?
- Read draft articles of incorporation amendment. Do the “objects” make sense?
- Check out our AGM explainer. Any parts that remain unclear? comment!
- Complete the “How prepared do you feel for the AGM?” check-in.
Indicate when you have completed the above on Loomio: https://loomio.hypha.coop/d/yb9A78UV/pre-agm-tasks
Session I - Year in Review and Key Business (aka Members’ Meeting)
Length: 3 hours
Chair: Dawn Timekeeper: Benedict Scribe: Patcon
Time | Length | Description |
---|---|---|
00:00 - 00:15 | 15mins | A. Welcome, format, and process |
00:15 - 01:00 | 45mins | B. Previous year, decision-making, & values: good member |
01:00 - 01:15 | 15mins | Break! |
01:15 - 01:55 | 40mins | C. Bylaws and amending articles |
01:55 - 02:10 | 15mins | D. Elections |
02:10 - 03:00 | 50mins | E. Team-building activity |
A. Welcome, format, and process
- How this works, role of members v. board meeting
- Elections and voting, other processes
- members can’t technically change bylaws. often board votes on recommendation made by members.
B. Previous year, decision-making, & values: good member
-
Excitements for coming (fiscal!) year
- garry. …!
- b. end of long day. eager to discuss finaaaance
- elon. more money. more projects.
- patcon. new ways of working together in remote world.
- udit. puzzle pieces coming together.
- yurko. excited for culmination and MONEY. new challenges.
- dc. eager to be done “setting up”. SOAR LIKE BIRDS INTO FUTURE.
-
Previous Year reports (5-7 mins each):
- presentation: https://docs.google.com/presentation/d/16U9nxEXJ7JW7TNqMRgkKfVkfmnvVStKKB1NwkVbkMac/edit#
-
Business Development
- OKR lens
- O1: intro deck, brand book, website, outreach strat.
- v2 website in coming months
- outreach: social media. co-op priorities: tech ecosys neighbors. COVID-19 initiatives. building infra.
- O2: leads + opportunities: $50,000/$150,000
- hit $30,000 of $150,000+
- covid’s fault :)
- O2: 3 projects above $5,000
- reeeeaally close
- O3: know where to focus. gauge member interests.
- re: projects: infra-folk.
- projects that help us work together
- O4:
- dc: win rate?
- CRM: 39 in process opportunities.
- Opportunities: $27,900/ $442,025
- in progress 9% (3)
- won: 12% (5) 27,900 [6% of potential revenue]
- lost: 36% (14) 192,000 [43% of potential revenue]
- lost by inaction: 43% (17) 117,125
- #future $2,000 expense budget from finance
- O5: shorten lead-to-proposal time. reduce pipeline overhead. identify minimum opportunity size that gets formal process.
- reduce time to assess member interest
- increase capacity to triage early leads quickly
-
Infrastructure
- maintain virtual office. reproduce infra.
- this year
- designed and deployed vOffice
- tool research
- find needs
- subscribed to tools.
- Initiatives
- BBB. expanded BBB/jitsi reach. monitoring++. covid-19 support. data policy.
- external project cooperation: meet.coop
- started approaching clients
- OKRs
- underlying: how to work together
- O1: …
- O2: internal outreach improvements. co-learning sessions. co-working sessions. (not full success, but process)
- O3: deploy infra. most work to do.
- upcoming:
- migrate to hypha-owned resources (not personal donated ones)
- work with other aligned co-ops/orgs
- roadmap/timeline for infra deploys
- PAID work
- register hypha as autonomous system number (ASN) for holding IP blocks
-
Operations
- spun out in early 2020
- 15 issues closes. OKRs. handbook. roles. covid.
- in proess: hiring. health+safety.
- map existing tasks, new roles. help WGs identify and address pain points in how they work.
- OKRs
- O3: become effective remote org. hardest to measure this one.
- upcoming: health+safety. compensation+pay policy: pay rate differences; referenced in biz plan. OKRs and peer feedback. time-tracking++.
-
Finance (Finance Statements)
- accomplishments
- new $$$ accounts: bank, transferwise, opencollective (future incoming flows), paypal (incoming), …
- new CRA accounts: 3 types: income tax, payroll, and HST.
- payroll process setups
- payments
- pay wages+expenses
- pay contractors
- invoice clients and collect
- can receive: CAD, USD, EUR, GBP
- …
- tools & guides
- calculation spreadsheets: timesheets. incoming vs expenses, forecasts
- …
- misc
- figure out nonprofit, vacation pay, HST status
- COVID subsidies
- found: accountant and bookkeeper
- OKRs: most green soon or now
- how much did hypha make?
- ~$30,000 (trending up)
- 81% in wages
- 11% operating costs
- how much time are we spending?
- client work = 514 hr. distributed: <2wk/each on client projects.
- time spent by project
- 2000h total
- on internal projects?
- overview
- $14,000 in wages. $7/h averages
- 5/7 members on payroll
- tracking hours inconsistently
- how to we measure against bizplan?
- below, but not order of magnitude off. 50% off projections.
- budget
- …
- upcoming
- file corp income tax
- document responsibilities between professionals and create new roles
- …
- implement financial controls
- explore credit and financing
- accomplishments
-
Discussion
- dc: budget guidance. different from request. why? bl: just an estimate. rough projection.
- dc: budget not place for scarcity mindset. e.g. higher marketing + education budget. budget for solidarity work.
- pc: not sure how is most appropriate to budget for growth.
- yj: not sure whether someone can budget for deficit.
- uv: perhaps premature? very unspecific.
- yj: can’t spend money you don’t have.
- pc: perhaps can budget money you don’t yet have, to encourage growth
- bl: need an investment mindset
- dc: budget guidance. different from request. why? bl: just an estimate. rough projection.
-
PARKED Decision-making (10 mins)
- learning consensus: “Consensus decision making is a creative and dynamic way of reaching agreement between all members of a group. Instead of simply voting for an item and having the majority of the group getting their way, a group using consensus is committed to finding solutions that everyone actively supports, or at least can live with.” from: https://www.seedsforchange.org.uk/consensus#what
- Decisions are recorded as resolutions that are voted on by members (example language: “Be it resolved that… (BIRT) the bylaws below relating to the transaction of the affairs of (insert name of corporation) be passed.”)
- Ideally, we will decide discussions and pass resolutions by consensus, if not possible, it goes to a vote that has to pass by a simple majority.
[BREAK]
- Making a good member (15 mins)
- Prompts:
- How do you feel accomplished or that you have completed a task?
- What are the things you do before you come to a meeting?
- What do you need to (effectively) make a decision together?
- When do you feel like you’ve collaborated with hypha members well, what did you do?
- What this is / what this isn’t: IS: - Skill-based, looking at individual capacities - “We” and “us”-focused (“I think this will help us work better together”) ISN’T: - List of working group responsibilities (we have those: https://handbook.hypha.coop/working-groups.html - Managerial (“I think that others need to do…”)
- Examples:
Self-Management is the art of autonomously recognizing what needs to be done, combined with the initiative to work cooperatively, in order to best meeting the collective needs of yourself and the cooperative.
Careful listening, summarizing and synthesis help us reach a good knowledge and understanding of what everyone needs, and find solutions everyone can accept. Put simply:
- good listening enables us to hear what others are saying;
- summaries help remind us of the key points in the discussion and check we have the same understanding;
- synthesis is the skill that allows us to draw together different views and ideas to form one proposal that works for everyone.
- Prompts:
- Discussion:
- How do you feel accomplished or that you have completed a task?
- dc: helpful when someone else confirms. checks on list.
- bl: …
- pc: social cues. sometimes hard to know myself. checklists when async.
- gi: between checklist and social cures. used to be checklist, but now not really. don’t really think of things being “done”. rely on others to know that things are done. sometimes rely on artefacts; making something. to make passing. e.g. a deck or a sculpture.
- uv: gi++. all work = perpetual draft. think about snapshots. deliverables = snapshots. known internally when it’s done when i can take time/weekend off. don’t know if explicitly aware something’s done, more a way i feel.
- bl: snapshot = something shared and socialized. i’m not the only one who knows. when someone else can take over.
- el: when i finish a task and i’ve shared the knowledge.
- yj: perfection is the enemy of progress. hard time to get to final stage. seeking approval of others to understand completion. gi++. get pulled between tasks a lot. Completed when I close the issue.
- What are the things you do before you come to a meeting?
- dc: 15 min before doing review. reviewing old notes and tasks. if not, takes awhile to warm up.
- uv: we’ve done better in smaller meetings than bigger. cadence more rapid. better at setting context when smaller. Get better at setting context upfront before discussion.
- bl: +1 (2 ppl peerings have been productive for me, 3 max)
- uv: prep work important. but how do we deal with it when we don’t, because sometimes we don’t.
- yj: rushing to get to the meeting in one way or another. often trying to get outstanding things done.
- gi: hate meetings and try to avoid, but if can’t, want them to be meaningful. humblebragging about meetings is overrated.
- coworks != meetings
- el: check if there are tasks to do. if cultivating, make a pad.
- What do you need to (effectively) make a decision together?
- bl: if we can effectively put things in their place in advance (e.g. github issues)
- commitment that everyone reads before, to spend time productively
- bl: if we can effectively put things in their place in advance (e.g. github issues)
- When do you feel like you’ve collaborated with hypha members well, what did you do?
- pc: being synchronous, with prep in advance ideal. if not prepped, then just working side-by-side, even not collab.
- dc: cowork. prep in advance. knowing we’re working together makes it easy.
- bl: peering with clear context and objective
- yj: sync work is most productive. (Getting hang of async)
- themes:
- dc: not everyone can be prepped. summaries and synthesis to give shape. cowork+peerings as alternatives.
- confirmations from one another
- pc: different formats for confirmation
- bl: i feel confirmations can be async if ppl commit. (boo meetings)
- experiment with meeting formats
- process for starting meetings
- process for feedback/closure
- bl: large meetings should be just triage, passing to smaller groups
- How do you feel accomplished or that you have completed a task?
C. Bylaws and amending articles
-
Review of bylaws, discussion items (25 mins)
- Members / Board split
- can make decision that all members must be on board, but haven’t done that here
- can have up to 20 on board
- AGM is main mechanic for member actions, elections
- board has to have meetings too
- bl: how frequent? at least once/year.
- CONSENSED: to change from quarterly to annual
- director vs member
- directors can be officers
- not all directors need to sign
- prez and sec usually sign. this is us.
- directors have liability
- pc: temp check on all members being directors?
- 3 , 1 and 2 mid (1 abstention?)
- uv: -1 bc doesn’t feel it should be enforced, but yes encouraged
- 3 , 1 and 2 mid (1 abstention?)
- dc: without being officer, very incremental step up to director from member.
- dc: easy to amend later. no rush.
- Decision-making at meetings
- CONSENSED in support 7
- On dissolution, money goes to co-op development
- dc: feels like the most complicated part
- dc: took strong line toward building co-op movement. aligned with CWCF.
- proposal = indivisible reserve bc we’re non-share capital co-op. only tiny step for us.
- if wound down, never gets divided to members. disbursed to co-ops.
- CONSENSED in support 7
- Patronage returns
- act is inconsistent on this
- share capital is allows
- non-share capital is ambiguous
- nonprofit housing co-op restricted
- bl: e.g. we have profit some year. calculate member loan interest. if dc uses home as office, and members did unpaid work: directors can decide to pay member. if still positive balance: 6.4 determines how spent. individual member’s capital accounts incl. uncompensated labour can take from this.
- CONSENSED in support: 7
- act is inconsistent on this
- Operations verus Governance
- ..
- Model resolution:
Be it resolved that (BIRT) the bylaws below relating to the transaction of the affairs of Hypha Worker Co-operative Inc. be passed.
- voted in loomio
- Members / Board split
-
Review of articles (15 mins)
- Objects and relation to Bylaws
- Model resolution:
Be it resolved that (BIRT) the amended articles of incorporation for Hypha Worker Co-operative Inc. be adopted.
- voted in loomio
D. Elections
- Discuss board model
- Call for nominations to the board
- dc nominated elon
- accepted
- dc nominated udit
- accepted
- udit nominated garry
- garry declines
- EVERYBODY ACCLAIMED
- dc nominated elon
E. Team-building activities
- Launching Peer feedback (30 mins)
- Group “peer celebrations” (10 mins)
- Process description (5 mins)
- Breakouts (20 mins)
- Website walk-along (15 mins)
- Each person: 3 minutes driving
- Your turn: share screen, take over from the last person, can click to follow links or enter a new site in the address bar / search, narrate the scenes on your walk
- Seed topic: Getting lost on the internet (in a familiar neighbourhood)
- Each person: 3 minutes driving
- Lunch prompt: Go for a 15 minute or less walk outside [if safe] and try to get lost or take a new route within 5 minutes of leaving your home.
[LUNCH BREAK]
Session II - Key Governance Decisions (aka “Directors’ meeting”)
Length: 1 hour
Chair: Yurko Timekeeper: Dawn Scribe: Benedict
Time | Length | Description |
---|---|---|
00:00 - 00:15 | 10mins | A. Welcome, format, and process |
00:15 - 00:30 | 15mins | B. Elections |
00:30 - 01:00 | 35mins | C. Passing key resolutions |
A. Welcome, format, and process
- How this works, role of members v. board meeting
- Elections and voting, other processes
- before, we only have President and Secretary
- did nothing much different from other Officers so far
- now adding Treasurer and Vice President
- pc asked about whether we want to add these
- dc: we approved it in the Bylaws
- pc asked about whether we want to add these
- dc recommends President and Secretary to step down and we do nomination and treat as discussion
- revisit some wording in bylaws and articles of incorporation amendment
- before, we only have President and Secretary
B. Elections
-
Discuss current officers
- Benedict steps down as Secretary
- Yurko steps down as President
-
Call for nominations for positions
- President
- nominations:
- Udit (declined)
- Yurko (accepted)
- Dawn (declined)
- Patrick (declined)
- Elon (declined)
- Benedict (declined)
- nominations:
- Vice President
- nominations:
- Dawn (declined)
- Patrick (accepted)
- nominations:
- Secretary
- nominations:
- Benedict (accepted)
- Elon (declined)
- nominations:
- Treasurer
- nominations:
- Udit (accepted)
- Elon (declined)
- nominations:
- President
-
one person ran for each Board position and all were acclaimed
- President: Yurko
- Vice President: Patrick
- Secretary: Benedict
- Treasurer: Udit
C. Passing key resolutions
- Bylaws
-
3.1 Annual Meeting […] accepting financial statements and any auditor’s report thereon, appointing the next auditor, and for the transaction of any other business, which may properly be brought before an annual meeting of the members.
- revised and approved language
-
6.4 Allocation of Net Income, Surplus, and Loss […] 50 percent shall be charged against the general reserve account, unless this exceeds the reserve account balance, in which case the full balance of the reserve shall be charged, and
- revised and approved language
-
6.4 Allocation of Net Income, Surplus, and Loss […] the remainder shall be charged against the individual member’s capital account, in proportion to each member’s share of labour patronage.
- discussed assignment of losses
- approved policy and language
-
- Amending the articles of incorporation
-
to a co-op development fund, a federation or another co-operative organization as shall be identified by a resolution of the Co-operative
- copied over from bylaws to articles of incorporation amendment
-
- Formal directors resolution (see appendix)
- VOTED unanimously passing of the bylaws
- VOTED unanimously passing of the articles of incorporation amendment
- Drafting of resolution
- how many signers shall we need? Currently:
-
Any one director or officer of the Co-operative is authorized to sign all documents and perform such acts as may be necessary or desirable to give effect to the above resolution.
-
- pc: reconsider later?
- how many signers shall we need? Currently:
-
VOTED unanimously revised signing policy to:
- 3a. The Secretary, and one other director or officer, of the Co-operative are required to sign all resolutions.
- 3b. Any one director or officer of the Co-operative is authorized to sign all documents and perform such acts as may be necessary or desirable .
WRAP UP FOR TONIGHT!
- Vote on who should win our 🏆 co-op awards 🏆
- Add some positive peer recognition (anonymously) below (we’ll start our session with them tomorrow!):
- 🏅 I appreciate when [member-owner] did …
- 🏅 I value how [member-owner] …
- 🏅 I respect the way that [member-owner] …
- 🏅 … [your own]
Session III - Strategy Session
Length: 1.5 hours
Chair: Udit Timekeeper: Udit Scribe: Dawn
Time | Length | Description |
---|---|---|
00:00 - 00:15 | 5mins | A. Welcome, peer recognition wake-up |
00:15 - 01:00 | 15mins | B. Context setting: Values, trends, and thematic areas |
01:00 - 01:30 | 20mins | C. Break outs: Thematic ideation |
01:00 - 01:30 | 30mins | D. Share backs |
01:00 - 01:30 | 10mins | E. Wrap up and Awards |
A. Welcome, peer recognition wake-up
- 🏅 I appreciate when Elon and Yurko made fixes on short notice to make things work
- 🏅 I appreciate when Dawn and Patrick created summaries from parsing binders of legal text
- 🏅 I value how Dawn catches all the blind spots and loose ends while steering us away from rabbit holes
- 🏅 I value how Yurko secretly has practical knowledge about everything in finance and infrastructure
- 🏅 I respect the way that Udit listens and considers everyone’s perspective in a meeting
- 🏅 I admire how Udit and Garry contribute without asking the attention of others
- 🏅 Yurko, for his pragmatism and keeping things cheerful
- 🏅 Dawn, for her care in creating spaces for us to flourish
- 🏅 Ben, for stepping forward and pushing us to do better +1
- 🏅 Elon, for his dedication and willingness to grow with us +1
- 🏅 Garry, for his eye and inviting us to be rad together
- 🏅 Patcon, for his openness and spirit of generosity
- 🏅 I appreciate how Udit provides foresight and vision with a commitment to drawing everyone in according to our values
- 🏅 I value how Garry brings siiick design skills and careful attention.
- 🏅 I respect the way that Benedict is committed and dedicated to the sustainability of this collective endeavour
- 🏅 I appreciate how Elon will quickly jump in to get stuff up and running again
- 🏅 I appreciate how Yurko has a little bit of knowledge about everything that gets us very far!
B. Context
- We’ll talk through slide deck
- …
- pc: brainstorm on maybe-future OKR: help X many micro businesses move to being small businesses (5+)brainstorm on maybe-future OKR: help X many micro businesses move to being small businesses (5+)
C. Ideation
Breakout Ideation Pads:
- Pod 1: dc, yj, uv https://hackmd.io/MHm9vtX3QjKq4fV5FHphmg?edit
- 3 different ways to be bad at money
- no knowing how to ask, how to invoice, or how to stop
- where at now? publishing working more. scanning to price fairly. $$$ for mission work. build solidarity economy we can circulate in. pitching e2e projects with infra component. how to activate neoliberal tech money.
- more communities: housing affordability. electoral reform. just transition. acorn, 350. The Leap.
- COVID. remote work.
- follow the money. follow trends in gov money.
- partnering with current orgs good at grants! +100 pc
- taking work we’ve already done, and repackaging.
- projecting outward that we’re ready for bigger grants (public facing)
- low-hanging: how to start co-ops. little webapp.
- uv: increasing circulation. think long-term when money comes back.
- bl: not everyone starting with $1000 so could pay more.
- tie community infra like bbb to inbound business potential
- 3 different ways to be bad at money
- Pod 2: bl, gi https://hackmd.io/hxqWWVV6Tfa2UR_opL55IQ
- bl: how do we be neighbourly by getting paid?
- gi: what does it mean to be neighbourly?
- COVID. C4C. Aether. Handbook. public artefacts. working in co-op movement. foodsters united.
- sales+marketing = neighbourly?
- goals
- establish what neighbourly means in co-op? vs sales+marketing-drive group
- what’s different? neighbourly vs salesy?
- goal: what does it look like to engage co-op members in neighbourly activity? with co-op support
- types of neighbours
- dweb, civictechto, cwcf
- what are boundaries?
- gi: geographic. great lakes region. civictechto.
- bl: virtual. cwcf, dweb.
- enspiral? diglife? maybe more nebulous and less in common. lack of access?
- education institutions?
- quartermaster
- goal: establish boundaries and priorities of neighbours
- e.g., lawfirm saying “first consultation is free”
- we pitched our solidarity rate with CWCF that gets here
- how to empower members: discuss in all-hands? something else?
- uv: what about spaces to be neighbourly?
- dc: sowed seeds in mailing list. sassafraz.
- dc: hamilton region outreach
- commonknowledge folks reached out! UK tho
- pc: SERENDIPITY and future unexpected run-ins are a precondition to having a neighborly vibe
- dc +1. events. mozfest.
- “the idea of neighbours at a distance .,… there are political precidents: cosmolocalism; internationales, labour federations sorta stuff like this, confederalism (maybe less this)”
- Pod 3: pc, el https://hackmd.io/rPvt2Zg_QeWwtraw_hvqtA
- “MORE DESIGN THINKING”
- pcc launches, thinking strategic about partners, local support, …
- tech support coop (1 member in Toronto)
- event presence
- community safety models to address brutality
- helping business understand coop model, open source hardware and software
- “sick work for who?”
- “is sick work the opposite of getting paid?”
- dc: maybe sick-ness is going in an inverting it
- e.g. like going into non-unionized workplaces
- uv: entryism, alibi-ism. motive to change.
- dc: models of collective participation. internationales. solidarity and relationships at distance.
- dc: infectiousness
- pc: take highest paying job possible (to hell with mission alignment), and split it between ppl in a sneaky way. use the balance of time on mission work.
- bl: don’t like the model bc of impact to brand, member time split, singular dep, and are we actually paying ppl fairly with half a salary?
D. Share-back
Highlights:
- End-to-end Projects*
- Publishing more
- Repackaging / revisit COVID resource
- Alternative coop dev models – daisy chain
- Definitions of neighbourly? – priorities, boundaries, transitions*
- Paid for solidarity work
- Working/responding to the opportunities of this moment (ppl in streets and ppl stuck in homes)
E. Wrap up and Awards
Held awards ceremony! Results shared and after the event available on our office bulletin board
Appendix - AGM Explainer
Articles of Incorporation contain the key elements of a co-op’s structure and are filed with the provincial government.
Bylaws supplement the Act and the provisions of the Articles. They are adopted and enforced by the co-op internally (by the board of directors and membership), but they must not contradict the mandatory provisions of the Act or of the Articles.
Policies are internal guidelines and standards that a co-op uses as a framework to guide the day-to-day activities and decision-making processes of its members, board, employees and volunteers. For Hypha these are contained in our handbook.
Decision-making at the AGM:
- We have an official chair of the meeting
- Decisions are recorded as resolutions that are voted on by members (example language: “Be it resolved that… (BIRT) the bylaws below relating to the transaction of the affairs of (insert name of corporation) be passed.”)
-
Voting requires enough of us are present to be confident that we have buy-in on decisions (“quorum” we are proposing 60% or 5/7 members)
- Each person gets a single vote only for themselves, you can not vote for someone not present (“serve as a proxy”).
- It will be by open ballot (i.e., we all see the results) for general business and, if needed, by secret ballot (i.e., only the chair of the meeting will see the results) for board of director positions
- Ideally, we will decide discussions and pass resolutions by consensus, if not possible, it goes to a vote that has to pass by a simple majority (50%+1 of those present, so 4/7, 3/5, 3/4). For particular issues where we cannot reach consensus, some identified in bylaws or ones arising, any member may request (by making a special motion with specific rules) that the resolution be decided by a majority of two-thirds (so 5/7, 4/5, 3/4).
- For 2020 AGM we will use Loomio to record these decisions.
- Depending on the decision, before/after decisions are made by the members, some have to be adopted by the board of directors also passing a resolution
Governance is about the oversight, strategic planning, decision-making, and financial planning of an operation.
Different models (ways of framing it so that the parts and processes make sense) to think about governance:
Three key things that make [co-operative governance] function: “working well together, creating a successful view of the future, and building legitimacy” (from Governance in Co-operatives course prepared by Co-operatives First and Centre for the Study of Co-operatives).
Four pillars to address gaps and strengthen owner relationships and democratic practices
- Teaming: successfully working together to achieve common purpose.
- Accountable empowerment: success-fully empowering people while at the same time holding them accountable for the power granted.
- Strategic Leadership: successfully articulating the cooperative’s direction/purpose and setting up the organization for movement in this direction.
- Democracy: successfully practising, protecting, promoting, and perpetuating our healthy democracies.
Management is about the routine operational decisions and administrative work that makes the operation function.
Appendix - Peer Feedback
Today:
-
(Already) Collectively draft good member chat
-
Solicit peer recognition (shoutouts to members) for public sharing
- 🏅 I appreciate when [member-owner] did …
- 🏅 I value how [member-owner] …
- 🏅 I respect the way that [member-owner] …
- 🏅 … [your own]
Ranked voting 🏵️🎖️💪🏼:
- 🏆 The Early Bird: Who’s always first to the video call?
- 🏆 The Private Concert Award: Who spends the most time rocking out to music on a co-work session or a call?
- 🏆 Loud Typist Award: Watch out, because you can hear this member-owner’s keyboard from the back of the room!
- 🏆 The New Hobby Award: For the member-owner who is always trying something new, from crocheting to Rosetta Stone.
- 🏆 The One Liner: This person always has the perfect quip — whether it’s in a meeting or the chat.
- 🏆 The Matrix Maestro: No matter when you ping this member-owner in chat, whether they’re in a meeting or dead asleep, somehow, they manage to respond in 0.2 seconds.
- 🏆 The Notetaker: You know if you zone out in a meeting, this member-owner has your back with their perfect notes!
- 🏆 The Nomad Award: You’ll find this person searching for inspiration in new places–you never know where they will be joining the call from. They’re always looking for the perfect place to get some work done.
- 🏆 The Calender Colour-coder: Every spare second in this member-owner’s day is catalogued according to their calendar. (Or don’t — they probably like their own!)
- 🏆 The Coach / Pep-talker: When you need a pep talk, this member-owner is there to get you back in the game. Get them a whistle!
Credit for award names to https://www.signupgenius.com/business/funny-office-awards-trophies.cfm
-
Pair / pod folks for feedback (have a random distribution below)
- 5 minutes to reflect on work over last year and areas to identify:
- at least 1 thing you did well
- 1-3 things you’d like to improve
- choose what to share with your partner
- before you start, review this handout on feedback: https://www.seedsforchange.org.uk/feedback.pdf
- discuss with your partner!
- try to identify how to take action around addressing what you want to improve
- periodic check-in (at quarterly calls)
- record these personal feedback and actionable approaches, you will check in with your peer around the next OKR meeting
- 5 minutes to reflect on work over last year and areas to identify:
Random peers: (dc, yj, uv); (bl, gi); (pc, el)
Process: roll 7 dice using https://www.random.org/dice/?num=7, work left from right and assign, skip once you have 3 then 2 of a number, re-roll if necessary
name | number |
---|---|
dc | 2 |
pc | 3 |
el | 3 |
bl | 5 |
yj | 2 |
uv | 2 |
gi | 5 |
Appendix - Annual Resolution of the Board
# ANNUAL RESOLUTIONS OF THE BOARD OF DIRECTORS
**Resolution(s) in writing** of the board of directors of Hypha Worker Co-operative Inc. (the "Co-operative")
from the meeting of the directors held by electronic means on this 13 day of June, 2020.
**BACKGROUND:**
1. For the first annual meeting of the members the directors have put forward bylaws and an amendment the articles of the co-operative to vary the provisions in its articles to better align its worker and non-share capital status.
2. Two new directors have been elected to the board.
**IT WAS RESOLVED THAT:**
1. The directors of the board unanimously put forward the bylaws for adoption by the membership.
2. The directors of the board unanimously adopt an amendment of the articles for adoption
3. [ ] of the Co-operative is authorized to sign all documents and perform such acts as may be necessary or desirable to give effect to the above resolution.
4. The following individuals are appointed and confirmed as officers of the Co-operative for a term of one year or until replaced:
Yurko J: President;
Patrick Connolly: Vice-President;
Udit Vira: Treasurer; and
Benedict Lau: Secretary
Dated in the Province of Ontario on the 13 day of June, 2020.
__________________________________ :lock_with_ink_pen: [digital signature][sigfile-[director]]\
[Director Name]
__________________________________ :lock_with_ink_pen: [digital signature][sigfile-[director]]\
[Director Name]
__________________________________ :lock_with_ink_pen: [digital signature][sigfile-[director]]\
[Director Name]
<!-- Links -->
[sigfile-[director]]: resolution-XXX.md.[director].asc
Appendix - Strategic Ideation Notes
Ideation Toolkit
Example goal: Collaborate with Great Lakes Region Coops.
Example strategic initiative: Host a meet and greet with other cooperatives in the Great Lakes region to discuss possibilities of collaboration and ways we can support each other.
Trends
Trend 1: Growing adoption of digital technology; cost and tech literacy are barriers Trend 2: Canadians are concerned about their security and privacy Trend 3: Declining trust in most tech companies Trend 4: Feelings of vulnerability and social inequity driving Canadians toward coop models Trend 5: Desire to secure worker’s rights and livelihoods as we transition to post-carbon/sustainable economies COVID-19 + Protests against Police Brutality: What will be the long term effects? How can we help?
Hypha AGM Themes
- Secure more projects
- Do more infra client work
- Showcase and publish our work
- More financial control and better tracking
- Find budget to invest in meaningful ways
- Be neighbourly on the DWeb
- Build with other coops
- Collaborate more as a team
- Respond to the needs of our community during crisis
- Demonstrate our commitment to our values
Goals and Initiatives
- Hiring and HR - individuals and skills we want to grow with
- Workflow and processes - streamlining our work
- Infrastructure - tools, automation, our virtual office
- Partnerships and collaborators
- Service and product offerings
- Budgeting and tracking
- Investments
- Personal development and learning
Brief
With your pod, generate a list of possible goals and strategic initiatives within your assigned focus area - incorporating the trends and surfaced themes.
Come up with 5+ ideas in 20 minutes.
Strategic Ideation - 1
Pod 1: dc, yj, uv Focus area: GET PAID!
Ideation Area…
- Publishing our work more
- (dc: we’ve had positives from this)
- yurko: valuing yourself and you’ll get more work
- Value ourselves accurately/appropriately:
- Scan for rates among our collaborators/cooperators
- Find ways to make money doing mission driven work
- Long term: circulate money within our solidarity economy and hope that it comes back to us also
- Invest in developing ourselves as a coop developer (pcc etc.)
- Pitch on end-to-end projects (e.g., that might be more design/dev focused) that have a small infra component
- Access stupid neolib money - pitch ourselves as responsible tech company, build on qm work
- Pitch ourselves into the community scene: mesh bike trailer flags and being at street festivals – sow the seeds for later projects
- Communities:
- Just Transition
- Housing Affordability – ACORN
- Courage Coalition
- Remote work strategies
- Follow the money! Pay attention to gov money
Strategic Ideation - 2
Pod 2: bl, gi Focus area: BE NEIGHBOURLY!
Ideation Area…
- bl: how do we be neighbourly while getting paid?
- gi: what does it mean to be neighbourly?
- gi: what have we done that is neighbourly?
- covid solidarity
- covid connect
- working for c4c for $32.50 an hour
- aether hourly rate
- handbook, publicly facing artifacts, sharing our work openly
- sharing with those who asks about them
- signalling with the co-op movement, in turn many of those groups engage (e.g. SEIZE, Foodster)
- we end up spending time engaging and doing free consultation if needed (coordinate learning group with Foodster, digital coaching for CWCF)
- “sales & marketing” and neighbourly work gets blurred
- GOAL: Establish what neighbourly means, and the boundaries of what this means in the co-op. Prioritize neighbours
- GOAL: Understand what is a “neighbourly approach” vs. “sales approach”, what are the process and outcomes differences
- GOAL: Establish practices that empower co-op members to engage in neighbourly activity
- Types of neighbours:
- DWeb
- CivicTech
- CWCF
- Meet.coop
- What are the boundaries of neighbourhood
- bl: who’s a neighbour to you?
- gi: the geographic communities, Great Lakes Region (CTTO, Foodters)
- harder to classify DWeb and CWCF (bl: we term those virtual neighbours)
- bl: is Enspiral and Diglife neighbours? (harder to classify!)
- there’s less in common
- degrees of neighbours?
- lack of access to enspiral (transient, we agree in their leadership)
- gi: educational institutions, esp. locally
- including george brown blockchain (know folks there)
- bl: is Qm or Aether a “closer” neighbour? Internet Archive?
- gi: the geographic communities, Great Lakes Region (CTTO, Foodters)
Strategic Ideation - 3
Pod 3: el, pc Focus area: DO SICK WORK!
Ideation Area…
- co-op development. supporting new people to start co-ops. inventing new models for co-op development where we get paid to kickstart. alignment over a co-ops success, bc we only get paid if they do.
- supporting movements with digital facilitation. so they can make decisions without getting together in giant groups. polis? loomio? training.
- work with aligned orgs. other co-ops. ppl who have same mindset.
- work with freegeek
- work with ppl out side tech
- work with hacklab
- platform co-ops that support local small business – foodora competitors, uber, skip the dishes.
- supporting ppl directly tied to these communities and educating them on possibilities of co-ops
- pursue gov procurement policy support for co-operative vendors
- working with larger impactful clients
- more design thinking contracts. using strategic foresight skills.
- support launch of [local] platform co-ops (ish) projects for:
- polis
- video conferencing
- food delivery
- bike courier
- dinner ordering
- NOT airbnb
- taxi
- SSB
- mastodon
- support local food co-ops with tech services
- do work with with techsupport.coop member in toronto
- start finding opportunities through non-traditional advertising (demonstrations, swag at events)
- re: police brutality. advocate for co-operative models in community safety conversations. E.g. whitebird clinic’s CAHOOTS in Eugene Oregon: https://whitebirdclinic.org/services/cahoots/
- projects that strengthen democracies
- help small businesses like cafes understand co-op model (will they survive even?)
- support contracts for office wifi (open source hardware, software)
- co-op for running safe events