# 202X-MM-DD Hypha Worker Co-op 202X Annual Members Meeting - Mmmm DD, 202X ☀️🛰️ **Status**: [_These are draft minutes from our initial AGM._] ## Agenda and Contents - [Background and Intent](#Background-and-Intent) - [Expected Outcomes](#Expected-Outcomes) - [Pre-AGM](#Pre-AGM) - [Session I - Year in Review and Key Business (aka Members Meeting)](#Session-I---Year-in-Review-and-Key-Business-aka-Members%E2%80%99-Meeting) A. Welcome, format, and process B. Previous year C. [OTHER BUSINESS] D. Elections E. Team-building activities - [Session II - Key Governance Decisions (aka Board meeting)](#Session-II---Key-Governance-Decisions-aka-Directors%E2%80%99-meeting) A. Welcome, format, and process B. Elections C. Passing key resolutions D. [OTHER BUSINESS] - [WRAP UP FOR TONIGHT!](#WRAP-UP-FOR-TONIGHT) - [Session III - Retreat Session](#Session-III---Strategy-Session) A. Welcome, peer recognition wake-up B. Context C. [OTHER BUSINESS] E. Wrap up and Awards - [Appendix - AGM Explainer](#Appendix---AGM-Explainer) - ## Background and Intent _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 At the end of this annual members meeting (which includes a board meeting and retreat), we will establish: - - - ## Pre-Retreat _Time Required: X hours_ To ensure the sync time we have together is productive, we are asking all meeting attendees to do the following before the meeting: 1. Review [**agenda**](#). 1. Check out our [**AGM explainer**](#). _Any parts that remain unclear? comment!_ 1. 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/#](#) ## Session I - Year in Review and Key Business (aka Members Meeting) _Length: 3 hours_ _Cultivator: ..._ [If needed] _Scribe: ..._ [If needed] _Timekeeper: ..._ [If needed] | Time | Length | Description | |---------------|--------|--------------------------------------------------| | 00:00 - 00:15 | 15mins | **A.** Welcome, format, and process | | 00:15 - 01:00 | 45mins | **B.** Previous year | | 01:00 - 01:15 | 15mins | Break! | | | | | | 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 ### B. Previous year --- [BREAK] --- ### C. ### D. Elections - Discuss board model - Call for nominations to the board ### E. Team-building activities --- [LUNCH BREAK] --- ## Session II - Key Governance Decisions (aka “Board meeting”) _Length: 1 hour_ _Cultivator: ..._ [If needed] _Scribe: ..._ [If needed] _Timekeeper: ..._ [If needed] | 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 ### B. Elections ### C. Passing key resolutions ## WRAP UP FOR TONIGHT! - Vote on who should win our [🏆 **co-op awards** 🏆](https://loomio.hypha.coop/d/NjmwJz4Q/agm-resolutions/1) - 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_ _Cultivator: ..._ [If needed] _Scribe: ..._ [If needed] _Timekeeper: ..._ [If needed] | Time | Length | Description | |---------------|--------|--------------------------------------| | 00:00 - 00:15 | 5mins | A. Welcome, peer recognition wake-up | | 00:15 - 01:00 | 15mins | B. Context setting| | | | | | 01:00 - 01:30 | 10mins | E. Wrap up and Awards | ### A. Welcome, peer recognition wake-up ### B. Context ### C. ### E. Wrap up and Awards ## 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.