Senior Executives

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The Co-operators Group Limited is democratically controlled by members. Forty-three corporate members appoint delegates who represent them in the governance of the co-operative. The membership reflects a diverse cross-section of the Canadian co-operative movement, meeting the social, economic, and environmental needs of Canadians.

There needs to be a clear understanding of the democratic rights and responsibilities of the elected board of a co-operative and its focus on the long term enterprise strategy and the role of professional senior management, accountable to the board, entrusted with dayto- day management. Senior executives need to demonstrate their practical commitment to and respect for the principle of member democratic control by the way in which they support and service their co-operative's business decision making. Key strategic policy decisions need to be explained to members clearly, concisely and in a way that the whole membership can understand, with alternative options given where appropriate.

The presentation of financial and business information to boards and members in general meeting needs to be in a form that complies with legal and regulatory requirements but also in a way that members, especially those elected to serve on boards, can understand to enable them to exercise their governance responsibilities, with alternative options and strategies detailed and presented. The business risks inherent in decisions that need to be made by elected members should be detailed and risk management strategies identified. Senior executives, whether they are a member of the board or not, have a duty to advise boards about what they consider to be the most appropriate business decisions and actions to take but should not simply expect elected members to rubber stamp the decisions they recommend. There needs to be mutual respect for the two distinct roles of the strategic governance responsibility of the board and the day-to-day business management responsibilities of senior executives.