• About Us
• Home
• Coming Events
• Member Co-ops
• Contact Us
• Join Us
• Press Reports
•  
• Workers Co-ops
•  
• What is a Worker Co–operative
• International Co–op Definition
• To Start or Not
• Incorporating
• Decision Making
•  
• Getting Involved
•  
• Research/Reports
• Invest in Co-ops
• Co-op Links
• Worker's Own
• Photo Gallery
• CMS Login

Incorporating A Worker Co-operative

Worker co-operatives are usually incorporated under provincial co-operative legislation, typically called the Co-operative Associations Act, and its regulations. The Act details the registration and reporting requirements. It makes provision for one member/one vote, limited return on capital, limited liability, patronage dividends, audit requirements, dissolution and procedures for incorporation. Federal incorporation is also possible, but only where the co-op carries on business in more than one province. When you are ready to incorporate, contact us as we have useful templates to help you with your incorporation documents and bylaws."

The Legalities

One advantage of incorporation is the limited liability it provides its members - that is, members are not individually responsible for the co-op's debts beyond the amount of shares for which they subscribed.

It is also quite simple to incorporate as a co-op. Usually two documents must be submitted to the Registry. (Which government department varies depending upon jurisdiction.) The first is the Articles of Incorporation, which include the name and objectives of the co-op, the number and type of shares subscribed for by each member, and confirms the limited liability. The second document is the co-op's bylaws. Though model bylaws are available, a new co-op can modify these bylaws to suit their own circumstances as long as they abide by the Act and Regulations.

Bylaws

Bylaws are the "constitution" of your co-op. They tell members exactly what their rights and responsibilities are so to help avoid misunderstandings or conflict. Members' participation in identifying common goals and understanding the co-ops bylaws are vital first steps in your co-operative education. A good set of bylaws includes: The date the fiscal year ends Membership rules, including duties, eligibility, financial contributions, and termination What each member can expect in return for contributions (how profits are to be shared, the interest to be paid on shares, what investment will be returned upon leaving the co-op) When meetings are held and how they will be conducted How many seats are on the board of directors, their duties and how they are elected How the bylaws may be amended Dissolution procedures

Changing the by-laws typically requires a 2/3rds majority vote of the membership. Any changes to your co-op's by-laws must generally be filed with the Co-op Registrar in the jurisdiction where your co-op is incorporated.