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Abstract

Cooperative s can achieve better business decisions when their boards of directors maintain a commitment to member consensus. Directors usually try to avoid making decisions by votes, especially by narrow majority victories. Governance on the basis of one member-one vote promotes the search for broad-based consensus that improves board representation of membership interests, but it also leads to more analysis of decision and search for innovative alternatives. By contrast, proportional voting for electing directors creates incentives for large patron members to form coalitions for controlling the board. Pursing such incentives would tend to undermine membership consensus and the motivation to develop new solutions to business problems.

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