As a worker co-op, Loomio is collectively owned by its members, who are all equal shareholders in the Cooperative and hold the responsibilities of business co-owners.
Members are the ultimate decision-makers for Loomio. While we often delegate decision-making, such as to directors, coordinators, and leaders of work areas, all mandate traces back to the members.
Two important principles inform our decision-making processes: anyone affected by a decision should be able to participate in making it, and a person’s influence over a decision should be in proportion to the degree to which it affects them.
When decisions are made by a smaller group, they will take active steps to maintain their mandate from the wider group, and to operate transparently.
The members commit to creating and maintaining the culture of Loomio, doing their best to ensure it stays in line with the kaupapa (principles and ideas which act as a base or foundation for action).
This sometimes means making hard choices. In the worst-case scenario, this might involve asking someone to leave if their behaviour is undermining the principles that the co-op exists to promote. As members, we take responsibility for ourselves, each other, and Loomio as stewards.
Approach: You’ve woven yourself in with an inquiring attitude. You are flexible and responsive to the needs of the co-op.
Commitment: You’ve been making regular contributions over a sustained period of time. The bigger Loomio vision matters to you, and you’re committed to furthering it into the future.
**Skills:**You bring a particular skill set and perspective, adding a special contribution that we value immensely. You’re continuously learning and generously sharing your skills with others.
Values: Your values match the values of Loomio. We’re proud to imagine you representing Loomio to the world.
Communication: You have actively engaged in the stewardship of Loomio, bringing your knowledge and experience to the collaboration and decision-making that guide Loomio as a whole. Your communication inside and outside the group is open, respectful, and honest.
Co-op members set the strategic direction and are expected to keep sufficiently up to date to participate in a meaningful way. It’s important that we’ve all got the context for well-informed decision-making.
The Loomio Cooperative Constitution is the legally-binding document that precisely defines the rights and responsibilities of membership. The constitution can only be changed by a special resolution of members (90% agreement).
Cooperative members have all the responsibilities of owners and shareholders, as well as being the core working staff.
- Creating and maintaining the culture of the Loomio co-op
- Set and maintain the strategic direction, organisational purpose, vision, and values
- Mandate and hold to account the planning process, deliverables and coordination
- Participate in organisational decision-making, online and in meetings
- Attend members meetings (physically or remotely), or figure out a way of keeping up to date otherwise
- Keep up to date with coordinators’ reports and Board meeting notes
- Keep up to date with financials, and understanding the risks and opportunities involved in decision-making
- Attend annual/quarterly planning sessions and Loomio retreats where possible
- Appointing Board members, and approving their pay rate
- Vetting and approving new co-op members (recommendations to the Board)
- Participating in the Loomio stewardship system
- Approving major transactions (as defined in the Constitution)
- Approving an amalgamation of the coop or appointing a liquidator
- Approving Board recommendations on making a distribution to shareholding members
- Give notice to the directors of a matter they want raised in the Board
Distribution of surplus
“Surplus” is what’s left of annual revenue after operating expenses and certain other financial commitments have been met. Membership may entitle you to a share of future distribution of surplus revenue, if and when the Board and Members decide together that surplus will be distributed.
We determine what proportion of the surplus is reinvested into the co-op, what proportion is directed to socially beneficial projects outside of Loomio, and what proportion is distributed to co-op members. Being a member makes you eligible to receive the distribution, but does not mean any distribution will necessarily be made.
We track unpaid work in the co-op with a system called Loomio Points. This applies to members and non-members alike, and is separate to distribution of surplus. Membership status does not affect Loomio Points.
The first step toward membership is getting employed by the co-op, according to the Employment Process. Working on Loomio on an ongoing basis, in a long-term agreement with the co-op, puts you on the membership pathway. (We also work with short-term contractors who are not on the membership pathway).
Working for the cooperative is called "transacting", according to our constitution. This technical term is important to ensure Loomio is owned by its worker-members. The decision point about membership comes after someone has worked with the co-op approximately 1 year.
**1: Confirm eligability **
Worked ("transacted") in the last 12 months, and is likely to work in the next 12 (as determined by the individual and the employment panel)
Worker is committed to fulfilling member responsibilities
2: Invitation decision
Coordinators and the worker's steward gather eligibility data and facilitate a decision process on Loomio with all members.
The members decide to extend and invitation to membership to the worker.
3: Board confirms eligibility
The Loomio Board of Directors is responsible for making sure that the shareholding of Loomio is held by eligible worker-members who meet the criteria set out in our constitution. The Board confirms this for specific individuals at the recommendation of the members.
4: The worker accepts the invitation
Becoming a member must be a mutually agreed decision between the individual and the cooperative, and people take the commitment seriously. If someone does not wish to take on the responsibilities of membership, they may choose to go on working for the co-op as a non-member.
5: Share issued
The Board officially issues a share in the cooperative to the new member, making them an equal co-owner with the other members.
6: Onboarding & Celebration
The new member is welcomed into the Member's group, and their new responsibilities are explained. They will now participate in the Members Loomio group, attend Members meetings, and take on stewarding others.
Someone may cease being a member for the following reasons:
- The Member decides to resign (and become a non-member worker or leave the co-op entirely)
- The Member is no longer eligible (due to no longer being employed or not meeting their member responsibilities)
The Board regularly reviews membership eligibility, about every 6 months, to make sure membership remains aligned with the policies we have agreed and criteria set out in our constitution.
If a member goes on extended leave (for health or other reasons), a discussion happens with them, their steward, and the coordinators about their ability to fulfil member responsibilities while away. If the leave is temporary, they may opt to abstain on decision-making or nominate a proxy, and still fulfil basic responsibilities such as signing required shareholder paperwork. If this is not possible, they will step down as a member and give up their share.
As a worker cooperative, membership and workership are intimately linked. It's against the principle of a worker co-op to have owners who are not workers. While we allow flexibility in many cases, ultimately if someone is not employed by the co-op they cannot remain a member.