I have known various people at GreenNet for a long time (back in the days when Sheffield didn't have a pop, Windows didn't ship with TCP/IP and to get online I used a 14.4k modem and a long distance phone call to them) and I agree they would be great to have on board and they are a good fit practicaly and ethically, however the email to the contact list from GreenNet said:

We have recently been investigating (with www.hced.co.uk) about whether to formally become a coop, and have mapped out the next steps.

Shouldn't we wait for them to actually be a co-op? In the meantime it would be great to see them at Wortley Hall etc.

@asimong @sionwhellens apologies - could you add which CoTech member you're voting on behalf of when voting please?

Calverts!

I have history with GreenNet (further back even than @chriscroome) and there is a deep irony in their joining CoTech. But that is old old history and if anyone is interested (which I doubt) it's for the pub. So, I'm voting yes.

Very happy to support this proposal but am a bit confused if they are not yet a coop. I'm not one for sticking to tight rules / regs but "Co-operative Technologists (aka CoTech) is a network of co-operatives that sell tech/digital services."

Are we saying that acting co-operatively is enough to be defined as a co-op?

Can anyone clarify this for me otherwise I don't see how we can agree to this given our current definition of membership?

Thanks!

Yep, indeed, if they are not formally a co-op according to the House of Companies, at least they need to work as a co-op (1 person = 1 vote, fair distribution of capital ownership [if any], etc.)

An organisation that can hang together for 30 years through 'cooperation' is a coop in everything but domain name IMHO.

But, as Aaron notes, the CoTech definition is quite clear so it would be difficult to agree currently.

(Meantime, if anyone from GreenNet has a tent and would like to join 'us' - CoTechies & G.splinters in field in Kent weekend commencing 22/07 let @andyrcroft know :) )

As this is a public discussion, GreenNet have asked if they can come and add some clarification. I'll approve their account on Loomio.

Just a reminder when voting - please say which CoTech member org you are voting on behalf of. There are a number of people here with accounts who are not CoTech members. See this decision for details.

I should also note we do currently have

If you are already part of a tech co-op (or an organisation that is practising cooperative principles and in the process of formally becoming a co-op) then we’ve already tried to find you to invite you to the network.

on our join page.

Hi all,

Thanks for your enthusiastic consideration of our membership.

GreenNet has been operating on cooperative type principles since before 1990, but have not yet become a formal coop, as Chris wrote above. Our site explains as follows:

“A collective organisation is one in which a group of people work together on the basis of equal benefit to all. There is no hierarchical structure, the organisation is jointly operated, with all staff members having equal decision-making powers, and equal responsibility. In the case of the GreenNet collective, staff members do not benefit from GreenNet's profits, or have any shares in GreenNet. GreenNet is owned by the GreenNet Educational Trust (GET), a registered charity (registered charity no. 1037080), so it is not strictly a workers' co-op, but functions similarly. Any profit made by GreenNet goes directly into GET towards the implementation of projects”

We reckon that satisfies the first part of the criteria, and our work on transforming into a formal coop with HCD should quite neatly satisfy the second part. We can provide more details on that if needed?

Hi Ed, has GreenNet formally endorsed the ICA Co-operative identity, values & principles?

I'd also be interested in the process you are going through -- have you agreed that you will become a co-op or is this an option you are evaluating?

Hi Chris,
As far as I know, GreenNet haven’t endorsed the ICA values and principles, though we have done a lot of work with the ICA over the years.
The Rochdale principles are a core part of our operating values though, we just haven’t taken the step of publicly committing to them.
We have made a collective decision to become a co-op, yes. I'd be happy to explain what we'd need to do to get there if you're interested, briefly that would be to form a new co-op which would buy out our NFP collective.
I hope that clarifies matters! :smiley:

Hi Ed, would it be too much as ask that GreenNet endorses the 7 principals? It is one of the criteria for a .coop and in the same way that you can buy a .coop while in the process of registration etc I think it makes sense to encourage organisations that in the process of becoming a co-op to join CoTech.

I don't see why not!
That would be a compulsory part of the process of becoming a co-op in any case, which we have already committed to.

@shaunfensom what would it take for you to change your mind?

I've voted against because I want to use CoTech's power to incentivise GreenNet to conclude their deliberations and take action promptly to become a 'proper coop' and a strong member of CoTech.
The cooperative movement is greatly weakened in my view by organisations behaving like cooperatives but not actually being cooperatives. I creates confusion and grey areas. We should be promoting a strong and clear position. Don't get me wrong - -having GreenNet as a member of CoTech will greatly strengthen CoTech and add an enormous amount of value, and I can't wait for that day to come. They just need to be a proper co-op first.

Ed, do you have a timescale for when you will formally become a co-op? Have you started your registration process or are you still at the stage of agreeing what legal form you will take etc?

Hi Chris, Would it help if we got someone from HCD to confirm that we've engaged them to work with us on our transition?
We certainly assumed that we fit CoTech's stated criteria pretty neatly:

"a tech co-op (or an organisation that is practising cooperative principles and in the process of formally becoming a co-op)"

Ed, it isn't that I don't believe you it's just that I know hard it is for established organisations to change their legal form, there is a, co-op in everything but name, near me in Sheffield, Lembas, they are fab but haven't quite got there yet and have spent a lot of time on their legal form over the years, I guess I'm a little concerned that you might not get there in the end and it seems that @graham2 and @seanfenson have fears of this nature as well...?

Hi Chris. Thanks for clarifying. We are indeed in the process of formally becoming a co-op, but it's true that nothing in the future is certain.

We're quite grateful for all the help we have received from the co-op community as we navigate this process. We have found that changing the trading arm of a charity into a workers co-op is not straightforward, which is why we're currently seeking advice on how to do so in a way that satisfies the requirements of the Charities Commission. If anyone else has experience or expertise regarding such a change, we'd be interested in learning from your experience.

@edmaw I don't have any direct experience of what you are going through, however my suggestion would be to consider a multi-stakeholder model, our co-op and the New Internationalist and several others use the Somerset Rules which are based on the seven principals and allow great flexibility in the structure of the organisation, so for example the charity (and even clients) could have a set amount of say in the running of the co-op even though the workers have the majority.

The New Internationalist has a rule that the management committee has to be 75% workers and that is the only difference between employee members and readers / subscriber members. Our co-op might well have adopted something as simple as that if we had thought of it, but our rules are structured so that workers have 50% of the votes, clients and partners have 25% and investors have 25%.

Hi @chrischroome, we have indeed considered the multi-stakeholder model. However, even in that case the charity's ownership would be effectively diluted compared to the present situation (100% ownership). That would likely be considered a transfer of charity assets and there are strict rules about such things. So, I think we're really looking for a cheap or pro-bono charities lawyer at this point in the process!

HCD may already be accessing the expertise at Cooperatives UK on cooperatives and charities. If not, I'd strongly recommend that you contact them. They'll provide some advice and guidance free of charge, but will need to paid for the technical stuff. The legal office is very knowledgeable on both cooperatives and charities.

I agree with @graham2 (GreenNet need to move out of the grey area)

However, in answer to @chriscroome (what would make me change my mind) I would make a couple of points:

1. There is no legal definition of a co-op under English law: there is no particular legal form that you must adopt to be a co-op. There’s the Co-operative Society form (previously I&PS), but you don’t have to adopt that to be a co-op. There’s also the definition of a common ownership enterprise in the 1976 Industrial and Common Ownership act. But again that only offers options for being a co-op. Unless they've changed it, all that is required to be accepted by Cooperatives UK as a co-op is: a) accept the ICA values and principles, b) apply them. So in a sense, all GreenNet needs to do is that.

2. That said however, I think that having certain legal forms, a charity for example, may be an obstacle to applying the principles. It is arguably possible to engineer a co-op out of a share company (done that) and I imagine it is possible to do with a charity, but that would require some expert attention I think.

That is why I agree with @graham2

@shaunfensom said:

*Unless they've changed it, all that is required to be accepted by Cooperatives UK as a co-op is: a) accept the ICA values and principles, b) apply them. *

That seems like a reasonable requirement and one that is compatible with what we have on the join CoTech page, "an organisation that is practising cooperative principles" (though it might be clearer if "cooperative principles" was a hyperlink to the ICA co-operative principals).

The Webarchitects Co-operative vote is being cast as Disagree on this proposal, with the hope that (a) GreenNet are able to come to Wortley Hall in November and (b) GreenNet are able to endorse and apply the co-operative principals as soon as possible so that this vote can be changed to an Agree.

@chriscroome "....with the hope that (a) GreenNet are able to come to Wortley Hall in November"

Or even sooner, very much sooner, next week at Co-Tech summer camp 21/22/23 July

Hi,

We have reached a consensus of all members of the GreenNet collective that we ascribe to and apply the ICA co-operative principles in our operations. As stated earlier, we are still working on changing our legal structures, but we are committed to working as a worker co-operative in accordance with the ICA principles. So, an exciting step for us!

The votes per co-op were:

| CoTech Member                | Vote     |
|------------------------------+----------|
| Outlandish                   | Abstain  |
| Agile Collective             | Agree    |
| dtc innovation               | Agree    |
| Webarchitects Co-operative   | Agree    |
| Go Free Range                | Agree    |
| Fairmondo UK                 | Agree    |
| Cetis LLP                    | Agree    |
| Calverts                     | Agree    |
| Blake House Filmmakers Co-op | Agree    |
| wave                         | Agree    |
| Gildedsplinters              | Disagree |
| MC3                          | Disagree |
| CBN                          | Disagree |
| Open Data Services           | -        |
| MediaBlaze Hosts             | -        |
| Animorph                     | -        |
| Small Axe                    | -        |
| We Are Open Co-op            | -        |
| TABLEFLIP                    | -        |
| Open-ecommerce               | -        |
| media co-op                  | -        |
| Founders and Coders          | -        |
| Co-operative Web             | -        |
| Chapel Street Studio         | -        |
| Altgen                       | -        |
| Glowbox Design               | -        |

@shaunfensom @felixwave - could you tell me which CoTech member co-op you were voting on behalf of?

@chrislowis my vote on behalf of CBN

For the record, our vote (Agile Collective) can be changed to Agree following some (albeitlimited) discussion within the coop. Sorry for being able to change our vote before the deadline.

Thanks everyone - I'll post a summary of the proposal soon.

GreenNet are awesome so it'll be great to have them as members of CoTech at some point! :)

BTW @edmaw you might want to get in touch with Co-operative College because I think they recently went through a similar(ish) process...

The text above is easier to read on the proposal's page

Thanks to Ed Maw and @chrislowis for guiding this proposal through. I'd be interested in joining a discussion about membership criteria. From my point of view it's definitely not about joining Co-ops UK and getting a certificate - there are lots of certificated co-ops that are not very co-operative and vice versa. In this case, it does seem problematic that GreenNet is owned by an external organisation.

Perhaps one way of clarifying membership criteria is to run the proposal with a slightly different proposed member. For example
Folk Labs (http://www.folklabs.com/about-us/) are what we might consider a micro-co-op - two business partners that run the company as a co-op but don't have a certificate.

Would anyone object to Folk Labs joining without first getting a certificate? Should they add a page about "how to join our co-op" to their site? Anything else they should do?

Thanks @chrislowis for conducting the poll and raising the issue.

I was one of the people voting against. @harryrobbins is right that being a co-op is not about being a member of Co-operatives UK or having a certificate. Also, as I have already pointed out, coops can take many different legal forms under English law. English law doesn’t define what is needed to be a coop.

We, on the other hand, do have a strict rule of membership. At the risk of re-opening an old debate, Brighton Digital Exchange:

Is a Co-operative Society under the 2014 act
Is a member of Co-operatives UK
Is 100% owned and controlled by its members

But is not allowed to join CoTech.

Whatever the intention of GreenNet (and their determination to become a co-op is indeed inspiring), the acid test is whether they apply the 7 principles. Arguably they do not meet Principle 3 because of their ownership. Trust-ownership models are not generally viewed as being co-ops (and indeed there is a long tradition in the worker-coop movement of opposing employee benefit trusts as a model).

So, I think we are being inconsistent.

At the risk of raking up old ground CoTech is an organisation for co-ops that are "owned and controlled by their workers". GreenNet is controlled but not (currently) owned by its workers, whereas Brighton Digital Exchange is neither owned nor controlled by its workers.

There are other organisations that are for all organisations that subscribe to at least some co-operative principles such as The Federation.

Yep agree with this and with @chrislowis suggestion in the outcome message that we put Greennet's application on hold. I voted a bit hastily in favour which doesn't really reflect well on me as a supposed expert on coop governance. I agree with the current criteria for membership (i.e., the formal identity of worker coop as the minimum requirement). I suppose that groups and individuals with a clear direction of travel to being worker-majority owned and controlled coops could participate in CoTech Community, if not the decision-making here.

@harryrobbins BDX doesn't have any workers. But the point has been debated and agreed that CoTech is for worker coops: my intention was not to reopen that debate rather to point to the inconsistency.

I don't know what the "certificates" are or who is handing them out?

I think that agreeing and following the ICA Co-operative Principals has to be the minimum requirement for an organisation to be considered a co-op?

Sorry I have just re-read this thread and realised that the certificates @harryrobbins was making reference to are the ones that Co-operatives UK sends to their members each year?

This is also key:

"Co-operatives are businesses owned and run by and for their members. "

https://ica.coop/en/what-co-operative

I doubt that the GreenNet Educational Trust owns Green Net Limited as it had a turnover of less than £500 for the year to 30th April 2016? Who owns Green Net Limited?

Hi,

Thanks to everyone for their kind words and suggestions. It does seem like it would be good for CoTech to review the membership criteria, given the discussion within this thread and the info on the CoTech website.

In any case, we're going to try to keep working on our transformation into a co-op. We'll follow up on some of the suggestions that have been made here as we navigate the process of changing our legal status.

To answer @chriscroome's question, currently GreenNet Ltd is the trading arm of the GreenNet Educational Trust (GET) and is wholely owned by the trust. GreenNet Ltd's accounts are completely separate from GET's accounts. In theory, GreenNet Ltd currently exists in order to make profit and donate it to the charity. However, the charity has been rather inactive lately, while GreenNet Ltd has not had any big year-end surpluses to donate to GET.

Also, agree with @sionwhellens and @chrislowis suggestion and change my mind (after the event)

Just reflecting that this looks a bit weird in the context of discussion under the consensus thread that anything with no blocks passes. The suggestion that Greennet's application is held for a while is not a bad one, but it has not been put as a proposal. Where's the consistency of process here? I hope it's not a case of the "Tyranny of Structurelessness"!

According to the proposals on the other thread, Greennet should now be accepted as a member. But then I'm opposing that other proposal, though I am in favour of Greennet joining now.

Confused? I am.

I agree, particularly now Developer Society has been agreed.

@asimong @felixwave my understanding is that the various proposals about how we make decisions all got variously blocked and disagreed with and no one felt comfortable progressing those discussions. It seems reasonable to that proposals with no disagrees and no blocks are considered to have passed, so I've been progressing on that basis - e.g. there was one abstain on the Developer Society vote and the co-op explicitly said it was an abstention due to being happy to defer to others as opposed to being a 'very minor disagree'.

I happen to know that some of the co-ops are very keen to leave Wortley Hall with a decision making process/agreement in place. That has the potential to create an 'inner group' who sign up to a fairly clear structure, etc. and an 'outer group' who prefer things to be more vague. Lots of groups (including Outlandish and Enspiral) have this kind of model, which I don't think is necessarily a problem.

FWIW GreenNet is not actually owned and controlled by its workers while Developer Society is, so I don't think we've made any inconsistent/wrong decisions based on the current criteria. Let's help GreenNet liberate themselves from their owners.

Thank you for your clarification and I agree completely. Just one small observation, the owner is the charity, the board of the charity are the workers, messy but it does not seem to have the inherent oppressions by non-workers. Anyway, I hope this conversation helps stimulate GN's efforts to become a w-coop.

Oh, I see. I hadn't followed that properly. I thought charity had spun out some sort of co-op, rather than the co-op spinning out the charity as a way of asset locking itself. We don't make life easy for ourselves do we? Hopefully we can bottom this out if Ed comes to Wortley Hall.

I'm in agreement that, as outward form, a proposal with no blocks and no disagrees is passed. On the other hand, I wouldn't be happy if a proposal is immediately passed with disagrees in place, even if there are no blocks. But the deeper point I was trying to make is that a consensus decision-making process is about much more than the counting "votes". The point of taking a "disagree" position should be that the person who disagrees enters into direct discussion and dialogue with the proposers, in an attempt to revise or reframe the proposal so that the disagreement is transformed into agreement.

If a proposal is passed with disagrees in place, it seems to me no more than good sense, as well as good consensus practice, that time and effort must have been expended on improving the proposal to bring more people into agreement. Exactly how much time and effort — and what the process is — I would have thought should be the subject of consensus decision like any other.

As I recall, at the point at which GreenNet applied to be considered for membership, there was no legal cooperative entity although there was the intent to create one. the rationale for temporarily denying membership was to spur them on to get their cooperative act together. I thought, and still think, that this was a good decision. And I very much look forward to voting in favour of their membership soon.

As for the inner group/outer group structural model for CoTech, I've always been a fan of that approach, as it offers a lot of flexibility and multiple agendas.

Hi all,

At the CoTech Gathering, a number of representatives from CoTech member coops sat down with Ed from Greennet to discuss their rejected application last year to join the network.

After some initial recapping of events and Ed restating who Greennet are, why they want to join and what is hindering them from becoming a worker owner and controlled cooperative, a proposal was made and using the consent process we worked through a number of critical concerns before passing the proposal.

A detailed, and hopefully accurate, account of what happened can be found on the Wiki.

For simplicity’s sake,I’ll restate the proposal here:

We accept Greennet as a member of CoTech providing they resolve the issue of worker ownership and control by becoming a coop within 2 years. CoTech will provide support to enable them to do this, by offering Sion Whellens skills and expertise and by supporting an application to Solid Fund to get funding to help them with the legal costs.

Moving forward, we have agreed to use a thread on the forum to keep members updated of progress.

According to the constitution, member decisions are supposed to be made on Loomio so I am happy to open a new proposal to ratify this. We have a good number of member coops in the room during this process so it feels both solid and with the blessing of the network but thought I'd raise it here for transparency's sake.

Thanks for putting this up, Aaron.

My sense is that the decision should be ratified on Loomio for a couple of reasons:

1. So that the constitution remains a meaningful document.
2. Because being in the room, at the right time, should not be a pre-condition on participation in decision-making. This is important for a distributed coalition like CoTech. But it is also important for accessibility and equality. There are a lot of reasons why someone may be able to be physically present at a meeting: care responsibilities, the cost of attendance, an inaccessible venue, parental leave, intermittent health problems etc etc. The ability to be present is not distributed equally - so these remote forms of participation remain important, I think.

This is not a judgement on GreenNet - I would happily vote for them to be admitted - but I would also like CoTech's processes to be as transparent, predictable and accessible as possible.

Thanks @jacklord totally appreciate what you say. I'll start the proposal forthwith!

@sionwhellens happy to discuss in the new year. I feel responsible given I threw you under that particular bus! I know you like a challenge :-)

sorry for the statis on this, I have had a very busy end and beginning of year.

@pauledevans the proposal states "We accept Greennet as a member of CoTech providing they resolve the issue of worker ownership and control by becoming a coop within 2 years." Does this not allay your concerns?
The vibe of the proposal and of members that met at the last meetup was to try to be inclusive where possible and encourage and help potential members who needed it.

According to the Constitution, a proposal "passes if there are no 'disagree' or 'block' votes". I'm raising this in case you are not aware of this. Would you be able to provide further clarification on your reasons for disagreeing and provide a way forward e.g an amendment to the proposal that you would then be happy with.

@aaronhirtenstein I'm content to abstain if that unblocks things.

In terms of my thoughts, it's about semantics. If CoTech is a coop for coops, then that's clear and straightforward. But if what we're saying is it's a coop for coops, and those aspiring to- and admiring of coop shapes, than that's different. As someone who was a director/owner of an ltd which converted, I know these things take time. Looking back over the thread - and forgive me if I'm misreading what's happening here - there was the same vote 2 years back which was similarly blocked then. At that point they were also making a commitment to convert (see Chris Croome, July 12). I would ask why that didn't happen then, and what guarantees they can offer that they will this time around.

But as I say, I'm content to abstain to unblock, if the same vote is reopened.

hi @pauledevans thanks for the quick reply, I take your point and can see why you would doubt if this will happen given the recent history. There were two main constraints for Greennet in getting this pushed through, beyond the fact that their situation is complex and there is no straightforward resolution. One is that they have a limited amount of time to commit to doing this, and the other is it will cost money to get the right advice. The proposal aimed to address this by providing expertise (Sion) and an avenue for raising some funding (SolidFund); by setting a deadline we also felt that this would encourage a proactive approach to changing. It may not be possible to change, in which case they will gracefully withdraw but part of our remit is to help grow the tech coop sector and so the members present this was a good approach in keeping with the spirit of CoTech. I hope that alleviates your concern, and if you are happy to abstain pending further evidence, that would be appreciated by Greennet and CoTech (I think!).
I hope we can meet in person at the next meetup in Sheffield, Thursday 25th - Friday 26th April?

I understand the complexity and cost point, having been involved in stepping through them myself. I would disagree that the best way to encourage and grow the coop sector is simply to allow groups to become members regardless of their actual legal status. But on the spectrum of issues that I care enough about to block, this doesn't feature - particularly given that I'm behind that growth agenda.

Still: content to abstain.

I agree @pauledevans that it should be for co-ops and not people who are somewhat co-op-curious.

In this case my understanding is that CoTech is ruling that GreenNet is a co-op, but one with a problematic issue in their legal documents that needs to be resolved.

My understanding is that a charity owns a (possibly controlling) share of GreenNet but that it does not exercise its control or extract income. To me this is quite different from, for example, them having private shareholders.

@harryrobbins thanks for clarifying, that is also my understanding and the reason we felt it was an acceptable exception.

@pauledevans thanks for amending your vote, I hope we will hear good news on this in the not too distant future... and hope to meet you in the flesh soon!