# Presentation: 094747

## Cooperatives: What They Are and the Role of Members, Directors, Managers, and Employees

- <date/time>

**Cooperatives: What They Are and the Role of Members, Directors, Managers, and Employees**

**United States Department of Agriculture**
- Rural Business - Cooperative Service
- RBS Cooperative Information Report 11
- http://www.rurdev.usda.gov/rbs/index.html

## THE COOPERATIVE DIRECTOR

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**THE COOPERATIVE DIRECTOR**

## Directors

- <date/time>

***Directors***

- Hold a key position between members and hired management
- Set cooperative objectives and chart its course
- Make cooperative policy
- Must be well versed in many areas
- Have time and energy
- Listen, inform, advise
- Represent the cooperative

## Selecting Directors

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**Selecting Directors**

*A good director should be able to*
- Show leadership
- Think independently
- Place cooperative’s interests first
- Make good business decisions
- Communicate well
- Express views
- Make the most of available resources
- Promote the cooperative

## Furthermore, a Director

- <date/time>

- Gets along with others
- Uses the cooperative fully
- Is interested in its performance
- Participates in decision-making
- Understands that he/she is representing owners in their business
- Understands his/her role in relation to management

## Potential Directors

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- Helpful to identify by nominating committee
- Should be studied by the membership - biographical sketch - prior to the election
- Considered for election at annual meeting

## Elect Directors

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*Equitable representation*
*	*At-large system
- 		Geography
- 			Business Volume
- 				Commodity
- 					Personal Expertise

## Elected Directors

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*Have primary control*
- Use strategic perspective to better serve members’ needs
- Delegate daily operational control to the manager

## Directors Recognize Division of Responsibility

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*Directors**	**	**	**	**Manager*
- Have primary control			Has operational control
- Strategic perspective			Tactical perspective
- Develop operational and		Follows operational and
-     organizational policies		    organizational policies
- Take counsel from manager		Advises board
- Big-view decisions			Day-to-day decisions
- Provides direction			Acts in line with direction
- Hire/fire manager			Hires/fires staff

## Director Responsibilities

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- Preserve cooperative character
- Safeguard assets
- Hire the manager
- Set policies
- Distribute benefits
- Plan for the future
- Evaluate
- Elect board officers
- Appoint committees

## Directors Preserve Character

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*Directors Preserve Character*

*Serve according to laws and regulations!*
- Laws
- Bylaws
- Articles
- 		*And carry on the cooperative’s spirit!*

## Directors Safeguard Assets

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*Directors Safeguard Assets*

- Protect members’ investment
- Make sound financial decisions
- Hire auditors

## Directors Hire Manager

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*Directors Hire Manager*

- Appraise applicant qualifications
- Delegate day-to-day control
- Appraise performance

## Directors Set Policies

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*Directors Set Policies*

- Originate and approve
- Function and business related
- Reviewed and updated
- Policy manual

## Directors Distribute Benefits

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*Directors Distribute Benefits*

- Amount of patronage refund
- Proportion in cash
- Allocated equity
- Unallocated equity
- Equity revolvement and retirement

## Directors Plan

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*Directors Plan*

- Assess business climate
- Evaluate challenges--internal and external growth, business volume, membership, territory, assets
- Develop objectives and strategies
- Monitor progress

## Directors Self-Evaluate

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*Directors Self-Evaluate*

*Internal assessments*
- Self - ability, performance
- Whole board performance
- Board meeting productivity

## Directors Choose Leaders

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*Directors Choose Leaders*

*Elect Board Officers*
- President
- Vice president
- Secretary
- Treasurer

## Directors Appoint Committees

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*Directors Appoint Committees*

- Temporary or permanent
- Field of study (finance, feasibility, marketing, purchasing, etc.)
- Recommendations to the board
- Power to decide