Employees on the Board of Directors

Cooperatives of all kinds are overseen by a board of directors elected by the co-op’s member-owners. The board of directors is the body formally responsible for the cooperative – responsible to the member-owners and the co-op’s purpose, as well as to outside legal and social institutions.

Contrary to governance practices among most public corporations as well as most other cooperatives, many food cooperatives allow employees to be elected to the board of directors.  Here is an article summarizing of some of the issues raised by this practice: "Should Co-op Staff Serve as Directors?"  One of the most important of these issues is recognition that employee directors, like other directors, represent the owner-members as a whole (rather than representing employees or some subset of owner-members) when fulfilling their director duties. Consequently, when employees are eligible to be nominated for election to a co-op’s board of directors, they are subject to vote by the full member-owner base like other candidates.

Background

Linked below under Related Content is an excellent summary by an attorney:  "Duties and Responsibilities of Cooperative Board Members," by Kathryn Sedo (1986).

There are many articles and wikis written for the board of directors in the Library of the present site, where you can also search by more specific board issues – from orientation to meeting minutes to management reports and more.