Consolidating the Members Register [useful info from Sep 2021]

@Hakanto The most important task in the run up to the general meeting is to settle on the current member’s register. This means

  1. The list of members, including names and other KYC details
  2. The shares each member holds, i.e. when shares were issued and to whom, for each class.


  1. Build (fix?) the register (as noted above)
  2. Prepare a resolution for the General Meeting to amend the Operating Manual to reflect the fact that the memberships are maintained by shares, not by “Membership”.

This one is easy to fix. The operating manual (now synonymous with Handbook) doesn’t require resolutions in order to be updated. The board is responsible for the operating manual’s upkeep; this responsibility has been delegated to @Handbook. I’ll make the change.

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@Nick_M @Hakanto let’s have a call specifically focused on this one (not a general governance call). It’d be good to go over this in real-time.


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@Nick_M @richjensen

Hi y’all, can I get a link to our share/member register? Please post a link to the most recent version.

We’ll need this up to date before having a general meeting. @sganesh has offered to help with the task, but she is very busy between now and October 9th.

If it would take a significant amount of work to get the share register together before October 9th, it will be better to cancel the upcoming general meeting. Then we’ll have space and time to get things together.

See this post for more information:

Preparing for the General Meeting

The most important task in the run up to the general meeting is to settle on the current member register. This means

  1. The list of members, including names and other KYC details
  2. The shares each member holds, i.e. when shares were issued and to whom, for each class.


  1. Build (fix?) the register (as noted above)

I can’t post it here because of privacy concerns. It should not really be in google sheets at all. I will send a separate link. Yes it is a big job to get all the membership details and shareholdings up to date and verified in time for the AGM. If the purpose is to validate the votes, however, (only a very small percentage of members actually show up to vote) it is feasible to check the votes individually against wordpress form data after the vote and against the end 2019 spreadsheet for any earlier entries. That’s what was done for the last AGM. It would be best to do the data cleanse as part of the transition to the user and membership api. We are still working on the membership part of that.

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I did quite a bit of work with the registers to reconcile to the 2019 submission of the 2018 Annual report. (The registers inherited from inception were a bit cloudy.)

I will find a clear presentation of that reconciliation. Could share with you at a call on your Monday @angus.

There is also the matter of the action of the Board taken in Q1-19, I believe, to extend membership (delay cancellation) for one year.

Finally, there may be an issue around the fact that the Board has not recorded confirmation of Members since 2019, ie, some Members have submitted qualifying contributions but not been enrolled. Were the Board to have a ‘catch-up’ resolution, perhaps this would ‘reset the clock’ for the potential cancellation of their Memberships, ie prevent their cancellation.

To do list for in preparation for AGM

Wikified; please edit.

To Do

  1. Clarify KYC requirements for each member share <— @Hakanto
  2. Consolidate existing spreadsheet data (multiple, Rich’s and Nick’s)
  3. Ingest data into stripe (see current development epic) <— @Nick_M
  4. Prepare data for use in the AGM <— @Hakanto
  5. Resolve questions regarding the share classes (see below)
  6. Write easy to understand descriptions of each share class <— @Hakanto

Questions to be resolved

  1. How do dividends work for each class? <— @richjensen
  2. What qualifying contributions do we want? <— @Hakanto
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If it helps, in the revised supporter share rules, I provided a worked example of the allocation of both supporter share interest and dividends. See:

…and scroll down to the worked example.

It’s hard enough to follow, but maybe easier than the rules?.. Note it is actually a simplified example in that it doesn’t include a distribution of dividend on the basis of qualifying contributions (as yet undefined, and on hold according to the proposal at the 2020 agm on rulebook simplifications). That token distribution part of the rules has never been implemented.

As a practical solution to fair rewards, I think we could make more use of the co-op’s existing power to award supporter shares in lieu of salary to those who have contributed over and above the minimum needed to retain a membership.

I struggle to understand the basis for the share fraction allocation in rule 50: (Collaborator Share Fraction is [0.2], the Music-Maker Share Fraction is [0.45] and the Fan Share Fraction is [0.35]). In fact I struggle to understand the need for the divisive concept of share classes in our co-op when we are seeking solidarity. :slight_smile:

(spreadsheet version of example here: worked example v1 - Google Tabellen)


Worked on this. Collected relevant rules from 1893 Act and 2014 Amendments.

Here’s my worksheet where I collected quotes. Still need to reorganize and work more through the material to have clear answers. I am not confident yet that I have all the info collected, but am unsure where to find more information.

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I’ve located the ‘bright line’ for the beginning of the member register:

The schedule listing Member Shares that reconciles to the 2018 Auditor’s Report.

Fields: UID #, (First & Last) Name, Date Share Issued (By action of Board), Class, Value (1 eu)

12 Collaborator Shares - Unassigned. Marked For Accrual Only.
307 Fan Shares
55 Founder Shares
873 Music Maker Shares (352 issued, 521 pending - held for review of proper names)

It was our intention to record no change in the Member register for 2019 as there had been no action by the Board.

Perhaps we could hustle and produce an updated canonical register for 2020 for Board approval by next week’s meeting. I would be happy to help with this effort.

Let’s confirm who is qualified to work with this data. If it hasn’t already been circulated, I will be happy to share this schedule to any appropriate party on request.

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Cool work. The more stringent requirements of the Act of 1893 seem to have fallen away since at least 1913. 2014 seems to be the most current and requires only ‘names of members and their holdings’.

This is consistent with our Auditor’s request per the 2018 filing.

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Did the board approve any members in 2020?

Did the “pending” music makers ever have shares issued by the board or no?

Here are my notes from the meeting yesterday where Nick’s outlined the Board Approval Policy:

Board approval is granted when Qualifying Contributions are met. Membership shares are to be issued as of the date of the following Board Meeting. Shares may be considered ‘Pending’ until KYC criteria are met (first + last name validated by payment or another validation with similar or greater degree of credibility).

Further note to 2019 and 2020 filings:
Rather than revise the 2019 Account Balances as reviewed and approved at the 2020 AGM it had been our intention to record any outstanding 2019 activity as an account adjustment in 2020.

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@Nick_M could answer whether any KYC updates were received and recorded (presumably in the spreadsheets on the Google drive)

If receive and recorded, our policy would provide for their shares to be issued as of the date of the next Board Meeting.

KYC updates were of course received in our legacy systems of record and in related payments, but where no payments were made, for example for artists, I don’t think we were systematically checking KYC, so the spreadsheet was not updated with any KYC decisions.

The operating assumption was that shares had been treated as ‘issued’ anyway, as of the date of the following board meeting. The spreadsheet was meant to provide a snapshot of the membership registration to support key governance events (such as AGM) or annual report registration. Only some parts of the spreadsheet are a historic ‘system of record’, such as those tabs copied from Sam’s original register, pre wordpress form 35, 39 etc.

Don’t know if that helps? The main thing is that we need to get on with the job of checking wordpress to bring the spreadsheet up to date and then move the membeship status correctly into the new Stripe back end.

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I’ve moved this convo from last year to the Members category so that those who will help with preparing the share register (member list) have access