The Democratization of Decision-Making

[What follows is a reprint of an article originally published in the Business section of "The [London] Observer," on May 25, 2008. N.B. All of the references are to the British experience, but they are just as relevant to corporations and co-operatives in the US. I then include my e-mail about the article to Ruffin Slater, General Manager of Weaver Street Market Co-operative.]

"You might not immediately think of the TV show Who Wants To Be A Millionaire? as a cutting-edge guide to business decision-making. But consider the panicky moment when contestants have to reply to a question to which they don't know the answer. Should they: a) phone a friend; b) eliminate half the answers to leave a 50-50 chance; or c) ask the audience? The final answer, Chris, is c): the combined insights of many make an appeal to the audience a much more reliable joker than a call to the brainiest, most supportive individual friend.

Now think of a corporate chief executive making decisions - in effect, answering questions about the future. Like a Millionaire contestant, he or she will be able to call the answers in some cases, intuit in others - and quite often, with only partial knowledge about an uncertain future, will just have to guess. In that case, our chief will probably call in 'experts' (consultants) or consult one or two like-minded colleagues on the board. Unfortunately, to their unfailing discomfiture, experts are not only often not right, they are nearly always outgunned by a large enough group of non-experts. (In a small way, it has been shown that the best-informed people in a company are usually smokers - because the shivering huddle outside the entrance is a random sample from different departments who would never normally meet and trade information.)

So, unlikely as it sounds, breadth trumps depth. Take, for example, the experience of giant US electrical retailer Best Buy, which has just bought half of the retail business of our own Carphone Warehouse. Unhappy with the way its sales forecasts were working out, Best Buy ran experiments inviting a broad range of employee volunteers, armed with a bare minimum of historical and current information, to estimate future sales performance. In each case, the crowd was around 99 per cent accurate, substantially better than the supposed 'experts' - the sales teams that traditionally compiled the figures.

Management Innovation Lab co-founder Gary Hamel notes that it's near impossible for a tight group of senior executives to foresee all the consequences of big, complex decisions. This is why so many projects - for example, merger and change programmes - go off the rails. Even senior executives admit they get a quarter of their big decisions wrong, a proportion that their underlings would probably double. To broaden the basis of decision-making, Hamel suggests that firms should set up an internal 'market for judgment', a virtual stock exchange giving workers the opportunity to trade securities based on big new projects which would pay out only if those projects were successful. In such a scheme, the price would clearly reflect employees' estimates of the likelihood of success.

The wisdom of crowds (identified in James Surowiecki's book of the same name) suggests that the democratisation of decision-making is not a matter of woolly liberalism - there is a strong economic, practical and political justification. Put bluntly, it could help avert corporate disasters and smooth the path of big changes. If the crowd had been consulted on the likely outcome, would Northern Rock [a British bank, bailed out by the British Government, as a consequence of its exposure to the US sub-prime mortgage mess] have relied on the money markets so long, or the investment banks have pushed securitisation of sub-prime mortgages to such elaborate extremes?

As well as making for more robust decisions, putting the crowd to work could help eradicate another widespread corporate ill: chronic lack of engagement. In its latest global survey, Towers Perrin finds that just 21 per cent of employees around the world are positively engaged with the organisation they work for, in the sense of being willing to go 'the extra mile' to make it a success. Fully 44 per cent are disenchanted or positively disengaged, while a further 42 per cent are 'enrolled' - meaning well-disposed but not to the extent of providing the discretionary effort of the fully engaged.

And that makes a difference: TP calculations show that firms with the highest proportions of engaged employees sharply outperform those where engagement is lower. Perhaps the key factor in engagement is making people feel that they matter; and that includes respect for their qualities, and using those qualities, particularly their intelligence, to the full. Surowiecki writes: 'The only reason to organise thousands of people to work in a company is that together they can be more productive and more intelligent than they would be apart.' The bigger the decision, the more important it is to bring the collective intelligence to bear - and the more likely, alas, that most companies do the opposite, holding discussions behind closed doors and announcing courses of action only when there is no going back.

But in theory and in practice, hierarchy is not a solution to problems of cognition or co-operation. In the words of management researcher Warren Bennis, reflecting on the strength of 'great groups': 'None of us is as smart as all of us.'"

simon.caulkin@observer.co.uk

*******

"Hey Ruffin,

In light of our recent exchange, I thought that you might be interested in this linked article from "The [London] Observer," about the democratization of decision-making in modern-thinking corporations.

It seems to offer some support for my notion that one is more likely to encourage an increase in productivity from workers if they feel that they 'own' the big decisions or the big changes that are necessitating the improvement in productivity, rather than relying on 'reactive' and remote devices, such as exhortation or mystery shipper programs.

I think it fair to add this point, that it is important that the enrolling of the workers be pro-active rather than passive. Which means active debate, with worker input having a discernible impact on the resulting decisions, as opposed to passive gathering of feedback, following a manager-controlled presentation.

Do you think this is fair?"

*******

To set all of the above in context, you might find it interesting to read about the John Carver Policy Governance Model for Corporate Boards.

Weaver Street Market Co-operative adopted this Model for its own Board precisely to allow for democratization of its own decision-making.

An explanation of the Model can be found here, with a commentary upon its application for commercial corporations here.

Then, ask yourself if you feel that the Model, as applied by WSM today, is fully meeting the intended ambition of democratization of its own decision-making.

Better still, ask the Board (board@weaverstreetmarket.coop) or the General Manager (ruffin@weaverstreetmarket.coop).

WSM Co-operative Debt (B)

[What follows is my e-mail to Ruffin Slater, General Manager of Weaver Street Market Co-operative, in response to his e-mail to me, seeking to allay my fears about the level of WSM Co-operative Debt - $6 million. To date, Ruffin hasn't provided an answer...]

"Hey Ruffin,

First, let me apologize for running out on your birthday celebration last evening. It wasn't personal!

I still find it a little uncomfortable to sit for long periods [I'd just had an operation on a hernia!]. You may have noticed me popping out a couple of times during the meeting. After two hours, I was ready to find a more comfortable position for 'downstairs'!

There's not too many of us who want to bandy about the milestone of 50, but you have achieved it with style and elegance!

Thank you for taking the time to respond to my concerns about the co-operative debt in such detail.

I know that these matters are not lightly entered into, and I'm sure that you, Operations and the Board have thought long and hard about taking out the loans, and the reasons for so doing.

I can't say that, at this stage, my concerns are all that ordered. They are visceral as much as anything else. And they reflect what could be seen as a very selfish and narrow base: the people who are workers and worker-owners in Southern Village and Carrboro, who express their concerns to me.

But, you know, I'm not sure their anxieties are all that narrow and selfish.

After all, it is the central account of worker-owner money that is used in main part as collateral for these loans.

It is the sweat of the workers that goes to paying back these loans.

And it is the dividends of worker-owners which get cut to make room for the interest payments on the loans each year (the discount to consumer-owners isn't affected...).

I've heard much about how these loans are buying a future which will eventually reap dividends in...well...increasing the dividends!

Frankly, I think I'd be more impressed if there were more evidence that workers and worker-owners had had their consent sought for the loans, and for the reasons behind the loans in the first place.

This isn't just some artificial, intellectual discourse. As we write, workers are being asked to work ever harder, and be ever more productive. And the gripe at the 'shopfloor' level is 'why'?

Workers see managers (and I will use these words) haranguing and harassing workers daily to outreach more, to respond better, to be more productive.

Yet, they wonder why their breakroom has only one computer, when two were offered. They wonder why this much vaunted 20% raise over three years is not the clear-cut cost-of-living increase they thought it would be. But instead includes their own increased productivity.

There's a lot of talk about the philosophy of 'what is a co-operative?' But the people I talk to, particularly the new employees, say (and I'm being frank), 'hey I joined 'cos co-ops are more relaxing places to work - it ain't all about the dollar - and I get to have a say in where we're going.'

Well, what they're saying now is, 'what the heck is the deal, did we become Food Lion overnight? And, just when do I get to vote on something? Speak out? What, and risk my pay raise or my promotion...?'

I'll be blunt, if WSM were boldly to state to its workers that we had debt of about $6 million (?); that they weren't going to be given a chance to discuss it; that it was having a major impact on their dividend; that it meant they were having to work to find about $300,000 in interest a year (?); and that no, they couldn't vote on future plans, or have a worker-owner program to channel their concerns; then frankly, I think there would be a storm that would make the Food House issue look like a tickling contest.

I'm not being negative. I'm all for planning and future and growth. But when, in such great part, it is built upon the sweat and the finances of our workers and our worker-owners, then is it not right that we should have more say in the decision-making - before we are asked to pick up the tab?

Isn't it fair, at least, that we should be better informed of what is happening? With perhaps more information accompanying the Dividend Statement each year - along lines I have already suggested, and which are contained in the Elections Task Force Summary?

Isn't it fair that we should be given a regular opportunity to engage in meaningful discussion with those making these decisions, through a revived worker-owner program, more open forums (which are themselves staged in a fashion which overcomes workers' fears about speaking up)?

I know there is a point of view that puts all of this down to 'just Geoff.' But the fact is that there is a depth of feeling at the shopfloor level that is concerned that decisions are being made without proper worker input; that is worried about what these decisions mean for co-operative values as they affect workers; that doesn't like the lack of quid pro quo when it comes to asking us to work harder; that doesn't understand what happens to worker-owner money; and frankly doesn't trust what operations is doing with that money.

And then I and they discover that all of this expansion, which has been presented in such glowing terms, actually means we have to work harder and receive less. And all the while, no-one asked or asks us anything meaningful to do with the expansion and our money and sweat which is being used to finance it.

It is happy employees who make for a happy and profitable co-operative, not expansion and loans, that do not have the consent of the workers.

I say again: what is done is done. But if you really want a more productive co-operative, to help see this expansion through to the greatest possible success, isn't it time to make a real effort to bring the workers on board, and let them share in the process - as it is being made - and in its rewards?"

WSM Co-operative Debt (A)

[What follows is the e-mail which Ruffin Slater, the General Manager of Weaver Street Market Co-operative, sent to me after I queried the level of WSM Co-operative Debt at the May Meeting of the WSM Board.]

"Hi Geoff,

Here is a little follow-up information about the concern you raised about the loans at last night’s board meeting:

1. The board has specific policies to protect owner investment. One of those policies (2.6 #6) limits the amount of debt the co-op can take on. The co-op is required to maintain a ratio of debt to equity of less than three to one. At the end of March, that ratio was two to one. When the loans for the Hillsborough store and Food House are finalized, the ratio will go up to about 2.6 to one, which is still within the threshold of the policy.

2. Like all owner investment, worker owner share investment is at risk. Workers owners have invested an aggregate of $45,000 in WSM through our purchase of $500 shares--about 1.5% of the co-op’s total equity of $3 million. Banks loans already have the first claim on our assets. The new loans get in line behind the old loans, but still ahead of the owners in the extreme event the co-op should have to dissolve.

3. WSM has always had debt. In the early years, the debt to equity ratio was over 100 to one. The lowest the debt to equity ratio has ever been is about one to one. A three-to-one debt to equity ratio is pretty standard among businesses of our type.

4. The board has a policy (2.6 #10) to keep the co-op competitive and entrepreneurial while protecting long term stability. The Food House and the Hillsborough store initiatives are guided by that policy. Those initiatives are part of a multi-year business plan to address the changing competitive environment. The board’s decision last night to take out loans for those project was a the final step in implementing a decision that was made much earlier when the business plan was reviewed and accepted last June.

5. Although the loans are large, about 30% of the funds are going toward ownership of our space in Hillsborough which will prove very economical in the long run, and about 25% of the funds are a short-term loan that we don’t have to pay back (in effect, it turns into a grant.)

Thanks,

Ruffin"

What is a Co-operative?

[What follows is the Introduction to "Tasty Platypus," a 'blueprint' for improving the democratic structures of Weaver Street Market Co-operative, which I submitted to a Task Force of Owners of WSM, on which I served from January to March 2008. The Task Force had the remit of considering new rules for WSM Board elections and devising strategies for increasing voter turnout by stimulating Owner interest in the affairs of WSM.]

"A quote (slightly amended) from an article that was presented to us earlier in our process:

'The premise that a Co-operative consists of a group of people coming together to solve common problems [associative definition of ‘Co-operative’] has shifted to the concept that Co-ops can be organizations that simply supply goods and services to individual consumers to meet individual needs.'

I think both viewpoints exist in Weaver Street Market Co-operative (WSM). I think the frustration that expresses itself in WSM from time to time is reflective of a clash between those two viewpoints.

Simply put (and bluntly so), the first viewpoint says that we are a social Co-operative first. We have decided to be a Grocery Store. The Store is subservient at all times to the Co-operative.

The second viewpoint says that we are a financial Co-operative first. Everything is subordinate to the financial bottom line. Once we get that right, then we can hand out checks to social causes. Over-simplified. But it will do.

I think both viewpoints can and should co-exist.

I believe that “long-run economic success and long-term democratic processes” can and do complement each other.

I believe that, as we move to be a larger, multi-unit organism that we need to re-discover the informal intimacy we had when we first began 20 years ago, and that can only be done by formalizing the democratic processes, and by keeping decision-making as close as possible to all employees and owners.

Another quote:

'As Co-ops grow larger, it becomes more and more challenging to maintain the “associative” side of the Co-operative. Many Co-ops are experimenting with ways to compensate for their larger size in order to remain more participatory and democratic.

Some of these include: wider sharing of responsibilities and skills, developing a member relations committee or team, providing Co-op education, rotating leadership tasks, discussing business imperatives and a variety of ways they can be met, and articulating and following a Co-operative vision.'

If we are agreed that it would be in the best interests of our Co-op that we allow the “associative’ or the democratic or the social side of the Co-op to ‘catch up’ with the financial or economic side, then it follows, as night follows day, that the economic or financial side will have to ‘give up’ some of its ‘power.’

No one likes to give away control. No one likes to be told they have to pause and consult before taking decisions. No one likes to be told that they may not be able to keep all the resources to themselves – that they may have to share. So, there will be tension. And there has been. Even during the time of this current Elections Task Force.

It will simply require that we all exercise those values which, frankly, we should want to be the hallmark of our new economically and democratically successful Co-op going forward, and which, conveniently, you can find listed as the values in which we want to find our new election processes grounded.

*****

On this last note, let me just set out below two paragraphs I drafted for myself at the beginning of our deliberations on values.

It had been my intention to submit them. But then, you guys got the ball rolling, and the need never arose.

What we ended up with covered everything I wanted – and so much better! And that has pretty much been my experience with all of you throughout this process – I thank you:

'I want a Board election process that is equitable, transparent and accessible; that is conducted according to the generally-accepted norms of election propriety, without inappropriate or irregular interference from any entity or individual inside or outside of our Co-op; that leads to a Board which is recognized as the pre-eminent decision-making authority within our Co-op, to which any and all entities and individuals within our Co-op are fully accountable, and which is itself democratically accountable to the ownership of our Co-op.

I want strategies for improving voter turnout which maximize the opportunity for owners fully to access and to be meaningfully involved in the primary decision-making processes of our Co-op.'"

WSM Election Task Force

In January of 2008, the Board of Weaver Street Market Co-operative convened a Task Force of its Worker-Owners and Consumer-Owners to consider new rules for Board elections and strategies for improving voter turnout by stimulating increased Owner interest in the affairs of Weaver Street. I served on that Task Force.

In addition to participating in wide-ranging discussions on all aspects of Weaver Street, both as a grocery store and as a co-operative, I submitted a 'blueprint' for improving the democratic structure of Weaver Street. That document is entitled "Tasty Platypus," for reasons that would only be apparent if you'd been there - so, next time, make sure that you are!

The Task Force's Preliminary Summary, and the Minutes of all of its deliberations may be accessed here.

Return to "Informal Intimacy" (II)

[What follows is the second in a series of e-mails, sent by me to Jacob Myers (one of our two incumbent Worker-Owner Directors, and Board Chair of Weaver Street Market Co-operative these past 4 years), following the Board Election of 2007. The e-mails accompanied publication of "Informal Intimacy," my perspectives on the business and co-operative future of Weaver Street.]

"Dear Jacob,

Thank you for your time and effort in compiling the second installment of the tally of voting figures for the recent Board election. I set out those figures, together with the first installment, at the end of this e-mail.

I think it is fair to say that the combined figures further underline the points I made in my submitted discussion document, "Informal Intimacy," and in the first of my e-mails on "The Role of the WSM Board."

I have some more thoughts to offer. But before I do, let me repeat what I have already said: that I am not attempting to be tendentious. I merely want to engage in an open, honest and 'co-operative' conversation about how we might be able to improve the operations of both WSM the grocery store and WSM the co-op.

And I stress 'open.' I have made no secret to you that, while I am keeping this conversation within the 'family' that is WSM, I am giving my thoughts fairly wide distribution within that family, because I believe that open communication and transparency are the life breath of any democratic institution.

I have also made no secret of the fact that nothing that I am saying should be construed as undermining the legitimacy of the recent Board election results. Both Lori and James know that they have my fullest and most active support. Indeed, I look forward to their participation in this conversation about the future of WSM.

Wondering whether a system can be improved is not to say that the results produced by the system as it is at the moment are other than totally valid.

Some may think that what I am saying is criticism of the management of WSM the grocery store. Nothing could be further from the truth. "Informal Intimacy" makes quite clear that I have nothing but admiration for the excellent job that management do in making WSM the grocery store a success. Indeed, my document goes to some lengths to offer creative ways in which WSM the co-op can support management in their efforts further to improve on that success.

What I wonder, however, is if recognition of and plaudits for that very success are sometimes less than forthcoming, not least from the workforce, because it is perceived, rightly or wrongly, that management, whether by design or by default, exerts an inappropriate influence over the affairs of the co-op, and in particular, over the choice by workers of their representatives on the Board?

Might it not make everyone a winner if we set up an immediate process which would make clear to everyone that we all want the greatest success for the grocery store; but that the grocery store is separate from the co-op; that the Board runs the co-op, and is clear as to what are its functions; and that workers and management are both entitled to representation on the Board, but representation that is separate?

And might the latter not best be achieved by the immediate and visible formation of a transparent Board task force, as I have suggested, rather than some less visible, and more amorphous, 'review,' at some undefined point in the future?

My last point by way of preamble (or would that be ramble? Sorry. But I believe these points are important to the democratic health of our co-op). And so, my last point is this: I am no-one special. I'm just a Worker-Owner who cares enough to put his thoughts down for others.

And so, to the figures. If we add all of the figures together, we arrive at the following:

Lori 37 (W/O 31 + C/O 6)

Geoff 32 (W/O 8 + C/O 24)

Emily 20 (W/O 7 + C/O 13)

[One last request, Jacob. Would it be possible to tell me for whom the 4 votes cast by employees not Worker-Owners were cast?]

The first thing to say is that the task force might have an interesting conversation along the lines of: what constitutes a 'stakeholder' in WSM, and how ought they to be able to express their preference in future elections, so that none feel they have been disenfranchised?

Viewing these figures, a task force might also want to ask some of the following questions - not in a tendentious spirit, but in an open and searching investigation of why things happened in a particular way, and whether they can be improved in the future:

So, for example, why did 50% of the Worker-Owners not vote; were Annual Reports (and ballot papers) delivered to all Worker-Owners (there has been suggestion this might not have happened); why were votes removed from ballot boxes during the course of the voting period; could this have affected the outcome - in all and genuine good faith and innocence (after all, things happen - that's why we have process); might more Consumer-Owners have voted for Worker-Owner Candidates if there had been an open invitation so to do - and in the same proportion; what impact did the 20-25 bloc vote of management have; and does any of this matter?

For myself, and this most recent election, I repeat that none of this matters. But I hope that magnanimity will be met by an equally forceful, immediate and meaningful response, that ensures that we never have to ask these questions again.

The next point: 110 out of 230 votes cast, by whoever, for all of the Candidates, were cast for Candidates asking for more communication and for more democratic accountability and shared leadership within WSM the co-op. That is 47% saying that they don't want continued 'business-as-usual.'

And in the case of Worker-Owner Candidates, it was 52 out of 89, or 58%, saying 'things-ain't-right-the-way-they-are.'

Co-operation is a form of capitalism. Social capitalism to be sure. But capitalism nevertheless. And I wouldn't have it any other way.

All capitalist corporations are required to have some form of internal accountability. Co-operation has chosen the exercise of democracy, by its ownership, management, and workers, through the medium of shared leadership on its Board, as its desired form of internal accountability.

All I want is for WSM to demonstrate the sort of democratic accountability and shared leadership that is normally expected of co-operatives - in a fashion that allows for the continued success of WSM the grocery store, and the democratic health of WSM the co-op.

The normal formula for corporations that seek 'outside' capital, to allow for growth, is that capital should be fully represented on the Board by individuals chosen only by that capital.

Consumer-Owners and Worker-Owners both contribute to WSM's capital through their initial dues. Worker-Owners then contribute further capital each year when the bulk of the dividend awarded nominally to Worker-Owners is 'set aside' by the management of the grocery store in an account, against which account management then borrows for the grocery store.

It is no secret that more workers do not become Worker-Owners because they do not understand the terms of the 'set aside,' and they do not trust what happens to their 'set aside' money because they are not asked how it should be used.

It's all very well saying that Worker-Owners have representatives who can look after those and other worker interests. But that argument is somewhat weakened if workers see that management is using its bloc vote to operate a de facto veto over who should represent the interests of workers and their substantial capital contribution.

This point becomes particularly poignant for workers when they realize that, since they (and not management) represent a majority of the 92 Worker-Owners, and therefore the substantial part of the work hours against which the 'set aside' is calculated each year, the bulk of the continuing capital contribution made each year, and which allows for the continued growth of the grocery store, comes from a group of people whom, it could be argued (and I do), are not properly represented on the Board at present.

If we hold that capital contribution should be properly represented on the Board, is it not fair that workers and their capital contribution should be fully represented on the Board of their co-op? And that that representation should be separate to that of management?

I'm not a revolutionary. I'm just a straightforward, 'up-and-down' social capitalist, who wants more democratic accountability, better shared leadership, and improved capital representation in WSM, so that both WSM the grocery store and WSM the co-operative may enjoy shared commercial success and democratic health into the future.

On with the conversation!"

Return to "Informal Intimacy" (I)

[What follows is the first of a series of e-mails sent by me to Jacob Myers (one of our two incumbent Worker-Owner Directors, and Board Chair of Weaver Street Market Co-operative these past 4 years), following the Board Election of 2007. The e-mails accompanied publication of "Informal Intimacy," my perspectives on the business and co-operative future of Weaver Street.]

"Dear Jacob,

Thank you for finding the time to respond to my request of October 20 [2007], and to provide at least a partial answer to my request. I set out the initial request and my answer below.

I have, as you know, already circulated some positive thoughts as to how I think Weaver Street Market might improve as both a grocery store and as a co-operative over the next few years ("Informal Intimacy").

That document was put together in the main quite a time before the recent election process. During the election, a number of things occurred which made me wonder if, perhaps, there are matters that could usefully be addressed immediately, to ensure that WSM is operating now as it believes it already should be - let alone where it may want to go in the next twenty years.

I was in a position to raise these matters immediately after the election, but I wanted to leave some time to let the air clear, and also to receive from you the figures to which I believe I am entitled, to see if those figures in any way support my observations. They do.

Let me say four things straight away, before I turn to those observations:-

1) My desire is only to make positive contributions, with the aim of helping WSM to achieve its own Mission Statement.

2) It is important to me that this discussion takes place within the family that is WSM, so far as that is possible. I take the view that you only consider taking something outside the family when all the reasonable avenues for internal conversation, democratic involvement and resolution - whichever is appropriate - have been exhausted.

3) In this latter regard, it is crucial, in my opinion, that discussions and conversations take place as widely as possible, and are fully open and transparent. I make no secret of the fact that my views receive wide distribution. This is a positive and healthy demonstration of active democracy and accountability.

4) Nothing that I say in any way is intended to undermine my view as to the legitimacy of the recent election results. Both James and Lori have my fullest, most active support. I am discussing process here, not personalities.

To my observations: I take my cue from your opening remarks [at the last WSM Annual Meeting]. You said that WSM is not a grocery store. It is a co-op that has decided, for the time being, that it wishes to be a grocery store.

It has been my feedback during this recent election process that our ownership has become confused. It is confused as to what WSM is - right now. Not twenty years from now. Is it first and foremost a grocery store? Or is it first and foremost a co-op?

If, as you say, it is first and foremost a co-op, then who is in charge? Is the grocery store running the co-op? Or, as it should be, is the co-op running the grocery store? There is a deep sense that the distinction is not clear enough, and neither are the lines of authority.

There is strong feeling that a situation should exist where the following is true, undeniable and patently transparent:-

A) The grocery store is accountable to the co-op.

B) The co-op should be run by the Board.

C) The Board should have the proper tools to ensure the grocery store is accountable, and that it can run its own affairs.

D) The grocery store should not, in any way, interfere with the affairs of the Board.

With this e-mail, and as a Worker-Owner, I make formal request of the Board that, at its next Meeting, it vote on a motion immediately to set up a task force to consider the purpose, function, responsibilities, structure and operations of the Board. That the task force report to the Board no later than its meeting in June of 2008. That the task force use this e-mail as its starting point, taking particular note of items (A) - (D), and the following specific request:

Worker-Owners be classified into two new categories: Management-Owners and Worker-Owners. The respective supporting Programs be re-named Management-Owner Program and Worker-Owner Program.

The terms of Ownership, in each case, be the same. Management-Ownership will be open to grades including Specialist and above. Worker-Owners will be Lead Clerks and below.

Management-Owners will have two representatives on the Board: the General Manager and one elected representative, to be chosen from the ranks of Management-Owners every two years, and to be voted upon by fellow Management-Owners. The first such election to take place in 2008.

Worker-Owners will keep their two elected representatives, with alternating elections, the next being in 2008. Candidates will be be forthcoming from the ranks of Worker-Owners, but may be voted upon by all Workers (of Lead Clerk rank and below) producing a valid employee number.

Having laid out the bare bones of this e-mail, let me now flesh out my observations, and indicate where the figures you have given are relevant, in my opinion.

First and foremost, confusion should not be acceptable in a co-operative. At any level, and to any degree. Clearly, there was confusion in the recent co-op election. At least 44 people were disenfranchised. There is only one body that should take responsibility for that confusion. The Board of the co-op. Yet, the Board of the co-op didn't run the election. The grocery store did.

The confusion arose primarily as a consequence of the Annual Report of the co-op. There is only one body that should take responsibility for the Annual Report, and all other communications of the Board to the co-op's Owners. The Board of the co-op. But the Board of the co-op didn't write the Annual Report. It doesn't communicate directly with the Owners of the co-op. The grocery store did, and the grocery store does.

Confusion might have been avoided if the various Owner Programs had been meeting regularly, and had been able to explain away the confusion during the election process. There is only one body that should take responsibility for the Owners of the co-op not being properly supported by the co-op's Owner Programs. The Board of the co-op. But the Board doesn't run the Owner Programs. The grocery store does.

In my opinion, the Board should take back from the grocery store full and active responsibility for the affairs of the co-op. Not the affairs of the grocery store. The grocery store should still be in a position to interpret the means by which policy ends are laid down by the Board for the grocery store. But the affairs of the co-op and its Board should be run by the Board.

That means, among other matters that may be considered by the task force, that the Board should run its own meetings and elections, communicate directly with Owners of the co-op, and run the Owner Programs. It also means that it is the duty of the Board to ensure that senior management of the grocery store does not exert undue influence on the proper process by which Board members are appointed or elected.

What do I mean by the latter? Well, you may not like what I say next, but it is my opinion that it needs to be stated so that we may all feel that we are taking this journey together, in openness and transparency. And I repeat, I am talking process here, not personalities.

On the basis of the figures you have provided, Jacob, it is clear that there is a huge gap between Lori's votes and the other two votes. I am truly anguished for Lori. What has happened is not fair to her. What happened, happened 'to' her, as much as to the remainder of her fellow, bona fide Worker-Owners.

There has been suggestion made to me, from more than one quarter, a suggestion which, if it is any part true, would seem, on the face of it, to question the honorable intentions of the senior management of the grocery store with regards to the proper workings of the co-op. And I'm trying really, really hard to be as even-handed and non-inflammatory as I can. I don’t like to say it, but the figures, and the immediate democratic health of the co-op make it unavoidable.

The suggestion is that senior management of the grocery store may have approached two Worker-Owners (not Emily or me), of whom (it is suggested) Lori was the second, encouraging them to run against Emily and me. It is then suggested that senior management may then have used its voting bloc of some 20-25 votes to choose the candidate it had so recruited.

I want to tread as carefully as I can here. I want to build up, not tear down. But the distinction should be made between tearing down an edifice, and merely opening eyes to a process which is itself doing the tearing down. The exposure then becomes part of the positive exercise of building up. And that’s what I’m attempting to do here.

So, I’ll continue. If there is any small truth to what has been suggested to me, is it fair to ask how can one not view that as a distortion of the spirit of properly electing worker-representatives in a progressive co-op?

This is why I began with just my bald suggestion. I’d just as soon not discuss the possibility of what has been suggested to me. I’d just as soon leave it completely alone. It is simply not the way a co-op is supposed to work. It would not reflect well on anyone if it were true. So, let's just leave it. Let us instead simply create a situation where it is not likely that it can ever happen. Isn't that better?

The only reason I raise it is because otherwise the request by me wouldn't make any sense.

I like Lori. I will support her fully. She is my representative. But if the Board truly does not know why its Ownership is apathetic, then this episode alone should give a clue.

If the Board wants to change that state of affairs, then I beg it to take control of its own affairs.

Only then will there be sufficient clarity to allow all the stakeholders in the co-op to design together the future of WSM the co-op and WSM the grocery store over the next twenty years.

I look forward to an equally positive response from the new Board."