2021-04-14 Hypha Worker Co-op Board Meeting - April 14, 2021

Time: 5:00-6:00pm ET
Location: https://link.hypha.coop/calls
Attending: bl, el, yj, dc, pc (after vote)
Cultivator: dc
Notetaker: bl

Agenda

Item	Time (min)
Resolution on Amended Articles of Incorporation	20
Discussion on Initiative Transition Plan	40

Notes

• We have 4 of 6 directors present, quorom

Resolution on Amended Articles of Incorporation

• VOTED unanimously and 4 of 4 directors present approved an amendment of the articles for incorporation with the following changes:

Article 15 is amended from:

15. Special provisions, if any, are:
    • The primary object of the co-operative is to provide employment to its members.
    • It is a condition of membership that, except in certain circumstances prescribed by the regulation under the Co-Operative Corporations Act, a member must be employed by the co-operative.

To:

15. Special provisions, if any, are:
    A. The Co-operative shall be carried on without the purpose of gain for its members and any profits or other accretions to the corporation shall be used in promoting its objects.
    B. The directors shall serve as such without remuneration and no director shall directly or indirectly receive any profit from their positions as such, provided that directors may be paid reasonable expenses incurred by them in the performance of their duties.
    C. Upon the dissolution of the Co-operative and after payment of all debts and liabilities, its remaining property shall be distributed or disposed of to a co-op development fund, a federation or another co-operative organization as shall be identified by a resolution of the Co-operative.
    D. The primary object of the Co-operative is to provide employment to its members.
    E. It is a condition of membership in the Co-operative that, except in certain circumstances prescribed by the regulations under the Co-operative Corporations Act, a member must be employed by the Co-operative.”

• Next steps:
  • Sign resolution https://github.com/hyphacoop/organizing/pull/447
  • Update documents for submission:
    • Updated cover letter https://docs.google.com/document/d/1uoZZi-NZugBVThh-GGD8PIqzxfxQsPdPot7jBVFeAR0/edit#
    • Updated amendment form https://drive.google.com/drive/folders/15tLb8oCYzy9FfCeOZ0xTVNTauJ-HKabT

Discussion on Initiative Transition Plan

• Had discussion about upcoming initiatives, worked from Initiative Transition Plan: https://miro.com/app/board/o9J_lVt9EFQ=/
• bl: do we need to propose existing WG spends?
  • dc: no, only if there are new spends WGs need to ask for
• dc: “core biz activities” get brought into initiatives (e.g. Finance)
  • dc: Over time can carve things out from WG and frame as initiatives (in ops as well)
  • bl: OC from Finance, annual tax from Finance
• bl: if I propose a role, should there be a budget tied to the labour? (e.g. OC)
  • dc: new initiatives should have a time budget (hours to start)
• bl: take from financial statement the categories for Finance spreadsheet

  Income
  - Projects
  - Miscellaneous (categories from statements?)
  Expenses
  - Projects (client projects)
  - Wages
  - Operating (hybrid of WGs and "initiatives")
      - Bizdev
      - 5 WGs
      - OC
      - Meet.coop
      - 
  

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