Loomio
Thu 26 Apr 2018 8:02AM

Investment in worker co-ops

MSC Mark Simmonds (Co-op Culture) Public Seen by 91

I was interviewed yesterday by some US researchers looking at the role of innovative co-operative models in social change. They wanted to know how the model being used by some, of investors taking an equity share in worker co-ops in return for some dilution of the autonomy of the co-op might work in the UK. For example a veto on significant strategic change.

My response was that we wouldn't like this and would likely challenge whether such organisations were still co-operatives.

So my questions are:
1) Was I right? and
2) How might we bring in investors to UK worker co-operatives in a way that it would be right?

I'm aware and supportive of the use of loanstock by Unicorn. Might we see, for example, a co-operative pub where the pub was saved by a worker co-operative that would run it but financed by the local community using loanstock or another mechanism?

Are there any worker co-ops actively looking at this? I suspect that some in the tech sector might be?

JA

John Atherton Thu 26 Apr 2018 3:39PM

Thanks for the clarification, I think it is always wishful thinking on my part that I misremember it as 25%, i'm getting old....

JW

James Wright Thu 26 Apr 2018 4:01PM

It's not misremembered (is that a word?!) There was an FSA policy paper on non-user member investors that said 25% somewhere, but that was superseded by the 2015 Guidance that gave no percentage.

NBC

Nathan Brown (Co-op Culture) Thu 26 Apr 2018 6:15PM

I thought it was still 25% too @johnatherton !

NBC

Nathan Brown (Co-op Culture) Thu 26 Apr 2018 6:17PM

WRT tax relief, the problem with a worker co-op "managing" this mythical pub is that the detail of the management agreement would have to satisfy HMRC that the CBS is not merely raising the money to then lease out the premises. (and the FCA that the CBS is involved in a trade)

JW

James Wright Fri 27 Apr 2018 9:25AM

Yep, the leasing issue in SITR is what I alluded to above. It's a real barrier to SITR as a tool for supporting community investment and ownership. The FCA and trade point is different I think. What about CBS CLTs? These trade/transact/lease land and satisfy the FCA. And there are already CBSs that lease out the pub to tenants so the FCA has been satisfied before.

KW

Kate Whittle Thu 26 Apr 2018 10:50AM

GO-OP Co-operative is a multistakeholder based on the Somerset Rules. There are categories of membership: User and Non-User. The Users (i.e. in the case of GO-OP passengers and employees) the main beneficiaries of the co-operative’s services, play the principal role in the direction of the co-operative and hold a maximum share of voting rights at the AGM. Non-users (investors, supporters, or otherwise interested parties) do not have such relevant transactions with the co-operative, are subject to limits on their powers and voting rights. So the co-op benefits from investment by non-users who receive interest on their shares, while it is democratically controlled and majority share owned by the passengers and employees.

PC

Pat Conaty Thu 26 Apr 2018 11:27AM

All good ides and comments. Excellent. In the work I did for Co-ops UK in a 2014 report on Social Co-operatives that are growing across Europe in many countries, in Italy (about one in 2 are worker co-ops and the others multi-stakeholder) there were several financing tools we identified that are impressive.. Together they form a viable democratic financing system. The Solid Fund is one of these as you know. A second is the Mutual Guarantee Societies that I was involved in helping set up in the 1990s in England and Wales before the financial regulator said we needed an insurance license and had to post £70 million for this. Thus we had to shut down the six or so MGSs set up. So tragic. With Co-ops UK we have been lobbying for an MGS system to be allowed as in the 1990s Italy was the pioneer and now since some 19 European countries have worked out ways to replicate them. They pool risk premiums and enable via this extra insurance for lower cost loans and capital to be secured from co-op banks or other banks. Also thanks to the MGS system and how effective it has proven to be to reduce cost of capital, co-op banks in Italy have been more willing to make equity loans for start up worker co-ops and when new worker members join they can get these individually to bring capital with them into the co-op. These loans are repaid via payroll deduction. Another mechanism is that the social co-op movement in the 1990s led the establishment of a new co-op bank for the Solidarity Economy. Local authorities and social enterprises supported this. This is Banca Etica Popolare. Somewhat like Charity bank and specialising in the social economy but as a Co-op bank it is very supportive of co-op economy development. I mention this because the new Community Savings Bank Association in the UK is working on the development of new regional co-op banks. We are working with the Wales Co-op Centre and a broad based coalition here in Wales on either a public bank for Wales or a regional co-op bank like this and find interesting the CSBA work. I would not discount public banks as they can and in many countries have invested strategically and successfully in co-op development. The Worker Buy Out funds in France and Italy have had endowed capital or can secure capital from a public bank. Labour as you know is working on a National Investment Bank as part of its industrial strategy and a dozen regional banks. We need to engage in the debate with the Labour party and the Italian viable system has lots to commend it. The proof is in the pudding and the numbers in Italy - almost 24,000 worker and social co-ops and 1 million new jobs and most created since 1991. Our latest report, Working Together (launched last month) for Co-ops UK and the Co-op College talks about these financing tools and how we need to bring them together as a viable system. It would gives us a full set of wheels not just a unicycle. Co-ops UK has helped develop a private members bill for the MGS to be legalised and has had discussions with the Treasury.

MSC

Mark Simmonds (Co-op Culture) Thu 26 Apr 2018 3:21PM

Some great and semi-contradictory quotes in "Ours to hack and to own" a US slant on the rise of platform co-operatives that I'm reading at the moment:

"This kind of shift in focus means leaving behind some of the cherished emphasis that the last cooperative wave put on autonomy and independence; instead co-operative developers have been enthusiastically exploring ways to partner with city governments, labor unions, forward-thinking philanthropy, and impact investors to finance and support the work of building a more democratic economy. Cooperative purity can easily become an obstacle to achieving meaningful scale and inclusive impact." John Duda

"Despite the contradictions involved, eschewing capital has become a matter of activist identity.
Others meanwhile, expect that the same sources of capital that back exploitative platforms should or would fund their more co-operative work. This prospect is not only unlikely, it is also destructive." Carmen Rojas

Whilst supportive of partnership working, I favour the second quote.

MSC

Mark Simmonds (Co-op Culture) Thu 26 Apr 2018 4:19PM

That's really useful James. Is there anything we can do to help?

Re non-voting shares of non-user members, would we still be
talking about withdrawable shares?

Your analysis of the worker co-op tenant/manager is correct re
SITR. I'm mainly thinking about this as a 3yr plus succession
option for community owned pubs that have had tax relief or as an
SITR compliant initial offer.

JW

James Wright Fri 27 Apr 2018 12:09PM

The FCA Guidance on non-user investors doesn't get specific about the type of share capital. I take that to mean it could be withdrawable or non-withdrawable. The CCBSA certainly doesn't specify anything on voting rights for the different types of share capital (or say much of any use about voting rights at all really...). Ian Snaith says in the Handbook that they could be withdrawable or otherwise.

On asset locks, any thoughts on this short paper, regarding possible research, would be helpful:

https://www.dropbox.com/s/moyidcw70xn9uk7/rules-based%20asset%20lock%20research.docx?dl=0

AW

Andrew Woodcock Thu 26 Apr 2018 8:01PM

Which is why the Somerset rules limit
voting rights of investor members to 25%

The current guidance FG15/12 in 6.32 still prevents the investors
from voting on a motion to convert into a company.

JM

John Merritt Fri 27 Apr 2018 9:37AM

The Labour Society model in Spain also has some value, I think. It is a worker buyout and worker owned and democratic, but not a Coop (over 50% must be owned by workers). The finance comes from the workers when the capitalists (shareholders) want to close the business. The workers are able to get an advance on benefit entitlements if they use it to buy shares in the business. Credit Unions could also play a role and worker coop credit unions have been on the agenda for a while. A Cooperative Banking and Finance Bill, a Solidarity Economy Development Bill, and regulatory changes re tax and tax relief for the sector which drew on international and our own knowledge and experience could really help shift control from capital (and capitalist) to labour (worker)

AW

A Waterhouse Fri 27 Apr 2018 11:26AM

It would be a help to clarify what options of difintions are allowed to be recognised as w coops by SF.
It seems that there is a strong current that holds that only participatory flat collectives with no outside interests can be defined as w coops. These are adequate for some solutions as enterprises but may be inadequate for others.
It seems that an attitude prevails that investors should be completly subordinated. Investments in coops are often treated as a form of “selling of indulgences” , so that the others can live the pure life.
But investors, are likly to be part of a supporting communiy for w coops. The usual concern is the relationship within w coops but as important is how they relate to their communiy. So perhaps Capital in such relationships should work for workers and their community.
Might it not be acceptable to allow a limited multistaholding in w coops, with voting rights no more than 25% for none workers. This probably only applied at an AGM so having a light impact on self governance. This might allow a new generation of w coops to emerge, this needs pioneering and testing.
Investments in coops are usually based on the principle of interest/ dividend sufficient to hold these, so modest returns. A principle of a “symmetry of benefits” can be defined democratically through an associative means. Social councils to which coops can affiliate might be needed.

PC

Pat Conaty Fri 27 Apr 2018 12:04PM

We have just completed a third report for Co-ops UK and the Co-op College on how to tackle precarious work circumstances through a strategy to develop different forms of workplace democracy including worker co-ops, social co-ops and freelance co-ops. Here is my blog at the link further below and to the Working Together report launched last month. John's pointing to the Worker Buy-Out succession fund in Spain is great and these also exist in Italy and France as our report shows. See sections 5 and 6 for more info. Public policy shifts secured in Italy, France and Spain has succeeded in advancing the Solidarity Economy. We should use that term here more often as they are using it now in Germany to create more workplace democracy innovation and to rally community and also trade union support for the innovations. Social co-ops come in two forms in southern European countries, Japan and in Quebec. Many are worker co-ops working in social care, community health, creating employment for ex-offenders, etc but others are interesting community co-ops developing solidarity economy solutions and jobs in renewable energy, local food system, etc. The latter type are multi-stakeholder social co-ops and because they are local attract community membership and investment.

https://ioo.coop/2018/03/21/taking-joint-control-trade-union-and-co-operative-solutions-for-decent-work/