 Hello and good afternoon. Welcome to this high webinar is starting a co-op right for you. Thank you for joining us for this session. My name is Petra Morris and I work at Co-operatives UK and I'll say a little bit more about Co-operatives UK and my role there. I'm also being joined today by my colleague at Co-operatives UK, Dame Pollard, who will be speaking about legal forms and how you register your co-operative, but it will essentially be me taking you through this presentation. So they may hopefully everyone has managed to join OK. And I know some people online today are groups looking to understand more about co-operatives and maybe wanting to set one up, but also maybe other organizations that themselves are working with groups or local authorities or support agencies. So everyone's very welcome and I hope after this one hour session, you'll have a better understanding of what co-operatives is, a co-operative is and the support that might be available if you want to find out more. So just in terms of housekeeping before I go any further, this webinar is being recorded. So it will be available as a link and we'll upload it to the websites that's available after this session. And because it's a webinar, your cameras are off and you don't have any audio. So please do use the chat box at the bottom to ask questions as we go along. And then we can pick those questions up at the end of the presentations by myself and Dane, hopefully. So just going moving forward. And so as I said before, I'm Petra Morris and I'll be joined by Dane Pollard. And the reason we're running this high webinar today is that it's part of a series of high webinars that we've been delivering towards the end of last year and beginning of this year. So it's all part of a program called the High Business Support Program, which delivered by Co-operatives UK in partnership with the Co-operative Bank. And we've been delighted to work in partnership with Co-operative Bank for the last six years on this program, and we've supported more than a thousand co-operatives during that time with consultancy support, peer mentoring, training and other resources. And Co-operatives UK, we are the national body that represents co-operatives, there are 7,000 co-operatives across the UK, and as a membership organization, we provide advice services, events, policy work. And once you start your co-operative, we hope you become members of Co-operatives UK. So in this session, I'm hopefully going to cover what a co-operative is and how it's different from other forms of business. And I'll also talk about the different examples of co-operatives and how they're owned by their members. And then as I said before, I'm going to hand over to my colleague, Dane Pollard at Co-operatives UK. We'll take you through the legal structures, and then finally we'll finish off with what support is available if you do want to take things further. And as I say, as I'm going through, please do use the chat to ask any questions. So I'll start by talking about what a co-operative is, and at its most basic co-operatives are a group of people coming together to share common needs and they can form a business a co-operative. The only thing is that that co-operative is then owned by the members and they control how it's run. And those members can be workers, they can be the customers or users of the service. They can be the wider community and the residents or even the suppliers, or they can be a combination of those members, as we call them multi-stakeholder co-operatives. So we have co-operatives of workers that are smaller stream members, and then we have large consumer retail co-operative societies that have millions of members, so they range in size and shape. And membership is very much the heart of every co-operative. They are the foundation of the co-operative and it's why they exist, and it's the very purpose of why co-operatives are set up. It might be that workers come together because they want more control over their work and how they make decisions and they want more equitable work and flat structures. They want to have share profits and are motivated for that reason. And members also are shareholders and owners of the business and they control those decisions. And members can invest in a co-operative, but that shouldn't be the primary purpose and the reason for why they choose to set up the co-operative or invest. And because co-operatives are businesses they aim to make profits, it's just how those profits are distributed is different to traditional and private businesses. And again, members would have a say in how they use those profits and how they're distributed. So membership is key and that democratic ownership is really important, and it's what distinguishes co-operatives from other business models. The other thing that makes co-operatives different from other businesses is that they work to set of values and principles. And these principles are worldwide. So co-operatives all around the world share those same principles and we have an organisation called the International Co-operative Alliance that kind of looks after those principles and makes sure that it's embedded in co-operatives. And so if your co-operative can't demonstrate those principles, then essentially you probably are not co-operatives. I'm just going to go through each of these very briefly just to explain what those principles are as they are important. And later on, when you hear from Dane, he'll be talking about the different legal structures that are available to co-operatives, but these principles really are at the heart of every co-operative. So as a member, membership is voluntary and open. So many of you may use your local convenience food store co-operative and you can buy food there, even if you haven't taken out the membership card and not earning your dividends. So it is voluntary and open. And democratic member control is really important, as I said before, because co-operatives are set up to meet the needs of their members and those members have a say in how co-operatives run and that's quite powerful and quite different to lots of other businesses. Member economic participation, this is again about the transaction that happens with the members, the benefits that they can receive, whether that's a share of dividends or a share of the profits or other benefits in terms of the services they may have access to. And because co-operatives are there to serve their members, primarily they need to be independent organizations and have autonomy, even if they may be funded by various organizations. So it's important for members to make good decisions and to have that control over their co-operatives, they need to have the education and training and the skills to do that. So education has always been a big part of co-operatives and we tend to spend a lot of time making sure that co-operatives are trained and that's one of the things that co-operatives UK does is provide lots of training sessions. The next one, co-operation among co-operatives, this is again about we call this principle six and as it suggests it's the idea that co-operatives support one another and they promote co-operatives and being part of a large co-operative movement is really powerful and there's lots of co-operatives ready to support you. And finally but not least is the idea that co-operatives are there to support their community and lots of the larger retail co-operative societies and particularly in this last couple of years through the pandemic have supported their communities, they support lots of charities. And co-operatives, you know, that's very much key to their principles that they have ethics and values and they do have a concern for their community and that's come through very strongly in the last couple of years through the pandemic. So as I said, these principles have been around for a very long time, over 175 years they go back to the first co-operative that was set up in 1844 and they still thrive today and are embedded in a co-operative. And we've seen that co-operatives are owned by their members, we see that they operate with particular values and principles and all of these things help to make co-operatives successful. And one of the things we know for instance is that co-operatives start up survival rates are much higher than traditional businesses, almost twice as high. There's lots of reasons for that. I think the fact that people have a stake in the business, they have control of the business, they're much more motivated and there's more innovation, there's more productivity. And it's really powerful thing to think that, you know, this co-operative is serving our needs and the needs of our community. And that leads to kind of long term resilience and productivity and innovation. And co-operatives are generally people based businesses are focused on people, they're generally more trusted and they're doing things for the right reasons, whether that's about the environment or social impact. And so all of these things and the fact that they've been around for more than 175 years demonstrates that the co-operative model works. And just to take that resilience further what we've seen particularly in the last couple of years with the pandemic is that co-operatives have been more resilient than traditional businesses, they've certainly been less likely to cease trading four times less likely. And again, it goes back to, I think, the ownership model and how they're governed and, you know, they're there for their members so it's, they can be more flexible and pivot. And when I talk about some co-operative examples, hopefully that will come to the fore a little bit more, but certainly co-operatives have been resilient and they've been more ambitious and continue to want to grow through this difficult period. And so I mentioned before that co-operatives come in all shapes and sizes and they operate in all sectors of the economy and all this slide is showing is that we have co-operatives that are food growers, co-operatives in arts and culture and digital energy, every sector and all 12 there are 7000 different properties, all different sizes and they contribute nearly 40 billion pound to the UK economy and year on year generally are growing in size. So co-operatives continue to be relevant, whether it was the 1840s when the first cooperative shop was set up by the mill workers and the Rothschild pioneers through the 70s when there was high unemployment and lots of worker cuts were set up and currently. And again, lots of co-operatives have sprung up in the wake of the pandemic to kind of solve the problems of whether it's freelancers coming together or other issues. So co-operatives meet there are a way of meeting people's needs and are continue to be relevant. And this next slide just talks about that a little bit more. So all the things that are important to us in society, whether that's access to decent quality housing, whether we care about climate impact and climate change. And for the customer, the gig economy and the fact that click of a button we can order our taxis order our food, we can order our holidays really quickly is great but there is a downside to that in terms of the gig economy and those working in those sectors tech sectors often don't get such a good deal. So co-operatives have been springing up and growing in to address all of those areas and some for a long time so we have hundreds of housing co-operatives that are developing housing, not for profit but to be sustainable and provide decent affordable housing. We also have hundreds of community energy groups that are setting up projects around renewable energy, whether that's hydro or solar or retrofitting or just simply reducing our carbon footprint. And again they're all owned by their members or the community. And more recently we have a program called unfound, and that's trying to I suppose disrupt that tech industry, a little bit by having alternative models of platform co-operatives, digital platform co-operatives, which are owned by people who care most about them and that's the workers and the people receiving the benefits and I'll say a little bit more about that in the case studies. So co-operatives have always found solutions to things that affect us most, whether that's food, housing, energy or the way that we work. So I said before that co-operatives are owned by their members and those members can be the customers, they can be the workers, they can be the community large or a combination of those. So these next few slides I'm going to give some examples of co-operatives and how they're owned and how that makes a difference to how they run their business. We have thousands of co-operatives to choose from so these next case studies are just a snapshot of those. I mentioned before that most people they think of co-operatives are very familiar with their convenience corner food shop. And indeed those are what we call consumer societies and retail societies which are owned by the customers. So when you do buy your one pound membership card, you're then a member of that co-operative in a food store. There's a lot of different diff dens on your purchases and you also get to go to the AGMs and have some voting rights and you can join local councils so you're very much part of that governance as a member. And here we have a co-operative called Scott Mid in Scotland, the largest independent co-operative retail society. They have 280 stores and like many retail stores of that size, they do lots of good things within their community and support them and more so in the pandemic. They celebrated 150 years back in 2009 so they've been going a very long time, but it isn't just convenience stores and food that represent co-operatives and the wine society is an example where their members are the purchases of wine. They're essentially a wine society based in Stevenage, they source wine from all over the world and sell it to their members and their members get all kinds of benefits like discounts and events and wine tasting. And they've been going for 130 years and have 90,000 members so it's just a different kind of co-operative and a different way of running it. So the next examples of co-operatives I'm talking about are worker co-operatives so as it suggests the members are the workers themselves. And there's lots of reasons for workers coming together but generally the idea is they're much more motivated, they're in control, they make those decisions collectively, there's tends to be less hierarchy. And obviously if they make profits that's distributed among the workers. So we have hundreds of small worker co-operatives and here's a couple of examples. Lupine Adventure are a co-operative, a small co-operative up in Leeds as the picture there shows they provide outdoor recreation opportunities and they also help young people through Duke of Edinburgh awards. And they've just come together as a co-operative to have a little bit more control over that work and have a stake in that and it makes them more successful at what they're doing. And in London we have a co-operative that we supported through the Hive called Infact Digital. They have four members they're quite small and they provide digital web services. And they really came out of the idea of tech for good. We have an organisation called Kotec that have lots of members all doing different digital products and services, and they're all trying to use tech for good. And essentially, in fact we're working collectively already informally as a co-operative and through the Hive we were able to support them to formalise that co-operative. And they just, as I said here, being a worker co-op motivates us so much more. So I mentioned before about unfound and platform digital co-operatives and more ethical ways of running those kinds of businesses. And here we have a couple of examples of co-operatives that are their members are both the beneficiaries and users of the service, but also the workers and caregivers providing those services. So Signalize is a co-operative for the deaf community, and their members are users of that service and also the deaf interpreters. And so collectively they can make sure they're providing the kinds of services that work for both parties. Often deaf interpreters work through agencies and traditionally private market, and they're not very well served by them and similarly the deaf community don't get access to the deaf interpreters that they need. So this is a new way of doing that service through a co-operative. And again, we were delighted the Hive was able to set them up back in 2019 and they're going from strength to strength based in Merseyside and has just started winning contracts for their work. Equal care co-operative has been around again, not that long, about four years. This is again an innovative way of doing a co-operative. We all know that social care doesn't always work. So this co-operative has at its members the beneficiaries of the care services and also the caregivers. And so collectively they can run their co-operative more efficiently, but they're also using platforms or digital solutions to kind of provide a matchmaking service online to make that more efficient and effective. And I've heard before that co-operatives are great solutions for things that matter to us and access to good housing is really important. And so I'm really excited by this co-operative called Latch, again based in Leeds and so I'll see a hotbed for co-operatives and Latch basically take derelict properties and they convert them to make them decent housing, particularly for people, vulnerable who don't have access to good housing and not only do they convert those buildings and residences, they also provide training opportunities and work for the people in those houses and they work in their community. And recently they did something called a community share offer and raised £550,000 from their members in order to buy even more properties and convert them. So we'll talk a little bit more about community shares as we go along. And here we have an example, again, of housing for students. Student co-operative homes is a federal body, and they can purchase housing and then lease it to students, often students are in the hands of private landlords and rents are put up and they don't have much control over that. And this is a different solution to help students and also gives them good experience in running a co-operative and learn those skills. So a couple of examples there around housing, but also about I suppose supporting their local communities. And so this final slide about case studies is two cooperatives that operate really to benefit their community and provide services within their community. So Flows, the place in the park is down in Oxford. And this is a lovely new co-operative came out of Oxford County Council's Children's Centre, which was going to be closed down. So the community came together to operate this wonderful building in the park in Oxford. And this centre provides a nursery, provides a cafe, a refill shop, and lots of services to the local community. And they decided to form themselves as a co-operative so that they're serving their members. And one of the things that they were able also to do is raise funds from a community share offer from their members and to invest in the centre and provide services that they wanted to do. And finally, this example of Friends of Stratford Public Hall, that's one that's very dear to me. When I'm not working at Cocters UK, I'm a volunteer director at Friends of Stratford Public Hall, which is just outside of Manchester. This is a beautiful grade two listed building, which has been around since the 1800s. And has always been a sort of multi-use building in one shape or another. It's been in the past a library, a swimming pool, and it's been a theatre. And when the council were going to sell the building, potentially to private investors, private developers, in 2015, the community were able to come together and do an asset transfer. And it's now owned by the community. And we were able to do a community share offer in 2017, and we raised £250,000 from our investor members. And today the building is used by lots of people who come in for events, for wellbeing, for yoga, for exhibitions, music, weddings and everything else. So it's really exciting to see how that building has developed. So I've mentioned a few times here that one of the things that members can do is invest in the things that they care about, whether that's energy, housing or community assets and buildings such as these two here. So I'm just going to touch on what community shares are. This could be a whole workshop and session on its own. But I'm just going to very quickly describe what community shares are and why that's so powerful, particularly for communities that want to take on services and assets that are meaningful and benefit. And to give its official name, community shares is actually withdrawable share capital. And it's a way that members can invest. It's almost like making a donation with without, you know, without it being a charity and then you have some democratic democratic services as part of investing in that cooperative. So you can attend the AGMs, you can join the board or committee of that cooperative. And you have a say in how the cooperative is run. These shares, the only thing you can do with them is withdraw them or occasionally an interest on them so you can't it's not really about making money out of them is quite different. To date, hundreds of communities around the country in the last 10 years have raised actually it's more than 180 million pound now since we did this slide from over 100,000 investors. There are lots of examples of communities where that's swimming pools, hugs, farms, listed buildings, you name it that have used community shares to develop their services and their buildings. It's a really powerful way that cooperatives have of supporting their communities. So I'm going to take breath there I think, and just just to summarize that we know that cooperatives are businesses. They operate to a set of principles. And there's lots of different types of cooperatives that are defined by their principles but also how they're owned by their members. I'm just very quickly, just mindful of the time just quickly going to touch on the fact that there will be support available. And when you're thinking about setting up your cooperative it's much the same as any other business you're either responding to an opportunity or a need. You need to test that need and check the feasibility, and you need to have the right people behind you. And unlike setting up maybe as a sole trader, you do need to have a group of people who are motivated and share your same values and principles and vision. So I think that collective collective vision is really important. And that vision will also determine what the purpose of the cooperative is and will help you to start thinking about what kind of cooperative you should be who your members would be. And what impact you want to create. Luckily for you one of the things that we have on our website is the step by step guide. And it literally does as it says it takes you through each of the steps of setting up your business from testing your idea and feasibility to checking whether actually cooperative is right for what you're trying to do, how to finance your startup business planning. So we have a whole section around legal structures. And finally, once you've done all of those steps and you're ready to register your cooperative you can do that through our online digital service, and which again has been subsidised through the high business support program and the cooperative bank. So I'm going to draw breath there and finish, and thanks very much for bearing with me on learning that introduction to corporates. I'm now going to hand over if I may to my colleague Dan Pollard corporates UK. I've talked a lot about the different types of properties and they will now take you through the legal options and how you register your cooperative. So I'm going to be changing the slides for him so he will let me know when they need to move on. So over to Dane. Thanks very much. Thanks, Petra. Thanks for all that. Yeah, just a quick introduction. I'm Dane working the advice team here at coach UK. We are a relatively small team but cover a wide range of skills and experience in governance and HR advice. Our role primarily is to assist new organizations with their incorporation, and that can involve discussions around different legal forms and different structures at the start of people's journeys. First slide please Petra. Thank you. Just to remind everyone that you can post any questions or comments in the chat and we will get to them at the end and we'll try and get through as many as possible. That first slide there is talking about incorporation. So should you incorporate? Most cooperatives do incorporate but there are circumstances where remaining unincorporated is actually most appropriate. What does incorporation mean? It means creating a legal identity for that organization. Sorry somebody was calling me on the other phone there. Creating a legal identity for the organization that is distinct from its members, which means it then becomes a corporate body. As the slide says, incorporation then limits the personal liability of your members and directors, and it's the legal entity which is then a person in the eyes of the law that takes on that risk. If you remain unincorporated, your organization is more informal, which means the law sees you, sees the cooperative as a collection of people, which the directors and members are not the legal entity in its own right. The organization itself can't enter into any contracts, and it's more difficult to give members the authority to enter into contracts as well on the organization's behalf. The liability to the directors is what's known as joint and several and is unlimited. And that means these liabilities may not be shared equally among the members. And it's often those who have the ability to pay are the ones that have pursued more for any payment of debts. It's worth saying here as well that contractual liability will ultimately rest with those who have authorized the contract. And so for committee members to enter into a contract, and the contract was authorized by an imaginary committee, each committee member would be held liable under the terms of the contract should something go wrong. If a committee member acts on their own without the authorization of the committee, then they can be held personally liable. Obviously incorporation will create a limited liability, but a director can still be held liable if they act outside of the authority of the board. When you do incorporate it means your business will have specific rights and duties to follow so you legal so you register as a legal entity under a particular act of legislation with a particular regulatory body such as the companies act 2006, which is regulated by the company's house. And what this means is you will have startup fees, you'll have to keep and file records with the appropriate registrar, and you'll have to make certain details public such as you registered address and board and director names. So when should you incorporate. Well if you plan to own property and or enter into significant contracts such as employment contracts. If you undertake significant trade, or you want to own significant assets. If you want to just limit the personal liability of your members as well. The legal entity then takes on that risk. Being unincorporated might suit your cohort better if you have a more informal setup and your exposure to those risks are minimal. And obviously the advantages of remaining incorporated are there's no very limited startup or annual costs, you don't need to declare any details with public registers and there's very little admin officially. If you want to explore more about that aspect of incorporation or not we have a publication called simply legal, and you can download that from step five in our step by step guide that Petra showed you. It's important to say that you shouldn't rush into incorporation if there is no particular need to at that moment in time. Some businesses can start off informally tickle on quite nicely. Without the need for any contracts or employees, or anything that would incur that sort of risk. And then once they're ready to sort of move forward and grow, you can then look to incorporation, and usually by then they'll have a better idea of what the business is going to look like. But when the time is right you want to make that change. Thank you Petra. And you're ready to incorporate so once you've made that decision. You're going to need to go through these these points here so you've got to decide your cooperative structure. Do you know who your members are going to be, and do you know what their relationship will be with the co-op. So why should they be members in the first place. So it's important to think about the different types of co-op that you can have. And it's also worth remembering that every single co-op is different, even within the same particular type and structure. So it's important to think about what's going to suit you and your business and your members best. You need to have a business model and a business plan, because as Petra said the court needs to have a business behind it, and you want that business to be successful as well. So if you mission and vision, why are you starting the business, you know what need is there out there that you'll be addressing, and possibly most importantly for the sustainability of the business, where is your income coming from. Will you be reliant on trading income or grants loans, especially at the start up, what do you need to get things off the ground, including any registration costs. So if you have a business model on legal form that suits your needs or preferences, and do have a look at all the different ones. We'll touch on this at the end of my section, because there are some differences and some similarities between them. But you've got to pick one that suits you again and what your needs are. So Petra mentioned withdrawal shares, for example, they're only available if you register as a society. So if you're a co-op institution, or you adopt model constitution that you want your co-op to follow and that will be the document that if you're a co-op, you'll have the values and principles included or entrenched throughout there to make sure that everybody is following those cooperative values, whilst ministering and governing the business. So if you're governing document sorted, you've got to think again about what your co-op needs to be successful. And to help you with that governing document, cooperative UK has many different model constitutions that will suit all different legal forms, including unincorporated if you want to stay that way. And you can review the majority of those at step 5.5 of our guide. So we did say it was helpful. So if there's something that you want that you can't find on there, feel free to give us an email at advice at UK.coop and we'll have a look for you. So once you've done all that, you're ready to make your application, you've got to go to an relevant registrar and depending on what legal form you'll have will be a different process for that registration. Cooperative UK also has a registration service that is currently being subsidized by the court bank. And as part of that service, we will help you draft the constitution, we'll help you prepare the application form, liaise with the registrar on your behalf, until the co-op is registered. And once it's registered, we'll even throw in membership to Court UK at no extra cost should you wish to join us. And you can find more details about that at step 6 of the guide. Okay, moving on. Thank you, Petra. Previous slide and legal forms. And the first point to make is that a co-op can be any legal form. So in the UK there is no particular legislation just for cooperatives. So again, do research, look at the options and decide what fits you best. There will be some reasons to incorporate that demand a certain legal form, but in some cases it can simply be personal choice or preference. The main legal forms we see used commonly are the standard ones that you're probably more aware of, which is a company limited by guarantee or a company limited by shares. And the other legal forms we see are the cooperative society, community benefit society, and there is a charitable version of community benefit society as well. Other legal forms, you can have community interest companies, which are known as kicks, and they can be limited by guarantee or by shares. CIOs are charitable incorporated organizations, LLP's limited liability partnerships and public limited companies. There can all be co-ops, and you can write the constitution to have cooperative values and principles throughout. But we see these a bit less than the others. So things to think about when you choose that legal form are what type of business you're going to carry out, who are the members going to be their interaction, how will you fund the co-op, especially at the start up stage, and what the co-op will do with profits that it makes any surplus. And finally, what's the co-op going to do with its assets when it winds up. Next slide, please, Petra. So if we look through them in a bit more detail, I appreciate this looks a bit of a complicated slide. So don't worry too much, it's just an overview and illustration of how the legal forms are interlinked and how they differ. So, for example, at the top there, you can see the legislation for the particular legal forms are registered under. So we have the Companies Act on the left, which is probably the most familiar. And then the Cooperative and Community Benefits Societies Act 2014 on the right. And then finally the Limited Liability Partnership at the end. So if we start with the companies on the left, they're registered under that Act and they can be limited by guarantee or by shares. A private company limited by guarantee means that all the members will guarantee a certain amount of money, which is usually a pound in the events of the company being wound up and still having outstanding debts. One pound from each member is probably not going to cover all the outstanding debts, but the point is it's limited to that one pound and it's a commitment. The private company limited by shares means that the liability of the shareholders is the capital that they've originally invested. So the nominal value of the shares and any premium paid in return for the issue of those shares by the company. So all the shareholding would be at risk in the case of winding up with debts. The public limited by company, sorry, the public limited company as well is on there and they can issue shares to the public. They're generally used by the large capital based ventures. We don't really see cooperatives registering as PLCs because they're on the stock exchange, it'll have to be, but it can be and they'll have to follow the different listing rules as well as on stock exchange. So again, we just don't really see many cuts do that. So moving from left to right there we can look at societies next and they are corporate bodies in exactly the same way as companies are, which a lot of people don't quite understand in the wider world. And they're registered under the cooperative and community benefit societies act 2014 and they are administered by the financial conduct authority, whereas companies go to companies house. Societies can be registered as cooperative society or a community benefit society. The co-op society legal form is used by all types of cops to meet the conditions for registration. The SCA state that the society must be an autonomous association of persons united voluntarily to meet their common economic, social and cultural needs and aspirations through a jointly owned enterprise, which if you remember earlier, we mentioned the ICA social cooperative alliance that is their statement as well. So the the SCA are just picking up on that statement and making sure that anyone who applies as a cooperative loosely meets that definition. The community benefit society legal form is more common with the community owned businesses and the other forms of voluntary and community activity, where the emphasis is to benefit the wider community rather than society specific membership. The community's benefit society or CBS as they're known has the option of adding what's called a statutory asset lock as well. And the asset lock is designed to ensure that all the assets of the organization, which includes any profits or the services generated by activities are used for the benefit of the community and the wider community. So on any winding up or dissolution, any remaining assets must be given to another asset loss organization, usually with similar objectives as well. So what it just means is the intention of your society, you keep in those assets there, you know, in perpetuity really. Once you put an asset lock, a statutory asset lock into a constitution, it can't be removed either. So new businesses should really think about the advantages and disadvantages of doing that, before they include it. So, also on this slide, we have LLPs. Sorry, I had to stay on that one. Thank you. And they are subject to the limited liability partnership act. Additionally, this legal form provides a limited liability for its members in the same way, but it's a flexible structure and it has tax advantages for being partnerships, and they usually more profit making activities. The kick is on there as well, but that's in the, the company's act and the company's thing and the kick is looking at the wider community benefit as well in a similar way that the CBS is our. It's often formed when companies are not quite charitable, but they still want to do things for the wider good for the community. And there are two key features that distinguish the community interests company from other companies. And it is that the asset lock is in a kick as well but it's compulsory. And it's in the CBS where you can choose the asset lock is compulsory there. And to register a kick, the community interest test must be passed, which means kicks are registered with companies house but also the kick regulator is the one who decides on whether or not the organization passes that particular test. And the CIOs are on there as well and they are. There's a Scottish CIO as well, and that is more charitable organizations which again we see less of when they're being co-ops to be honest with you. So finally just really going to quickly touch on the little circles there on the right hand side and that is the withdrawal shares that Petra mentioned earlier, and they're only available on the society model. And as Petra said they are power value, it's not creating some kind of exchange where you can buy and sell shares that you invest shares and you can withdraw shares, you can transfer shares if it's specified in in your constitution. But again, we don't often see people with transferable withdrawal shares. And as Petra said we could spend a long time talking about withdrawal shares, but it is optional in societies is where the be specifically mentioned in the rules as well as to what you can do and to how many shares you can have. There's no requirement to specify an amount share capital when you register you can just say it's an option. You can do share offers where you can raise as much money as you need to societies have exemptions from the financial services and market markets act 2000, which includes exemptions for covering financial promotions basically, which can reduce the cost of share issues. It's still risk capital though, and despite the exemptions the SCA will expect the society to provide appropriate information regarding this risk to investors so you share off your document needs to to clearly spell that out. You can pay interest on those shares however the interest will payable has to be set at a rate that is what the SCA deemed necessary to obtain and retain enough capital to run the business. So it means you can't see it as an investment opportunity for example those people investing should do it for socially motivated or philanthropic reasons rather than the prospects of financial return. And the SCA do look very closely at that so when people register and they want to do share offers, they will often look at social media or websites just to see how the society are actually talking about those share offers. Okay final slide please pleasure thank you so just quickly going to end this section for for my part today looking at the pros and cons with two main legal forms that I've spoken about, and this is a really quick overview with some examples here. And there may be more on each side of these tables and if you ask different people they may tell you different ones as well but these are sort of more obvious ones. So with a company, it's a bit quicker to register. But there is a bit more admin ongoing. So with a company you can often get registered within two to three days, which is really great with a society, it takes a minimum of three weeks for the SCA to get back to you so you're looking at maybe four to six weeks sometimes for that one. The companies are more recognized legal form. You know if you go to banks and insurance companies and things like that they will know a company because they're familiar with it. But they don't really understand societies as much so that can be a bit of a challenge for for cooperatives and something that we are continually, continually lobbying for and to try and make it a level playing field. The society model as we just discussed has withdrawable share capital which company doesn't company can be limited by shares of course but they are subject to the different restrictions and the legislation around those shares. But the companies that really is designed for your standard for profit businesses, or as a society a society seem more as a, you know, wider community benefiting organization, even if it's a co-op this the concern for the community is still in the values of principles that principle seven so it's sort of seen as a different perspective from some people. The company has more prescriptive legislation, which can be a pro and it can be a con because obviously it tells you more about what you can cannot do. Whereas a society the the act is relatively small in comparison so a lot of things are left out of that and seen as that for the members to sort of govern themselves. In any sort of cases where legal intervention is needed, they will always default with the company's act or case law if if it can't be found that way so it's not that you can sort of you know skirt around the law a bit more with a society you very much have to do the same sort of thing but it's more for you to manage that way. That's a bit from me on that section. I'll hand back to Petra but I think we're going to look to any questions as well. And I can see one in there we can answer Petra so yeah I'm happy to answer that whenever you want. And I think for me always with this legal section is the flexibility of the cooperative model as Dana said is that you can essentially be any legal form and still be a cooperative it's the principles that make you a you do have these model and governing document documents templates and that you can adopt and I'm just putting this slide up again just to remind you that you can go through the step by step and all of this is available including registering your cooperative. So just before we go to questions I'm just going to touch on the fact that there is more support available if anyone wants to take this further. And the high business support program as I said before we're delighted that we've been partnering with the cooperative bank, the cooperative bank themselves and follow values and principles and ethical bank and are keen to see the cooperative economy grow. And so people can apply for support to the high bits open all year round for applications and can get up to 10 days of bespoke support mentoring or training. And the advice team at Carpeter's UK again have lots of resources and support that they can give you in terms of your journey as a cooperative and we also run lots of training and I know Dan is doing a training session tomorrow for directors so I think that's booked up now. And we also have the community shares unit at Carpeter's UK which manages that work around community shares and we have a program called community shares booster program, which again groups can apply to if they're ready to do their share offer and get development support, or even equity match funding so reach pound they raise from their community and that's much through the community shares booster equity funding. So all of these, I think we've put links to these in our chat, and we'll follow up with this with the link to the recording of this webinar, and also we have the offer there if you would like to speak to myself, and you can book an appointment with me if you want to talk through your idea and whether you should apply for support. And so let's look at questions I think there have been questions as we've gone along. There's been a couple. Yeah, we can start with if you've got any questions pop them in quick and we'll try and answer them before we finish but Amanda said, can you change who the members of the co-op are as the co-op develops and she said for example the workers be the members initially, and then a later date for customers to be invited to become members. So, the answer to that is yes of course co-op grow and change, you know organically as things move on and they hopefully thrive and become successful. I think it's important to think about, certainly at the beginning, what do you see your co-op is doing long term. The reason I say that is because it's easier to add extra member categories in your constitution at the beginning, but maybe not have anyone in them at that point. It's not difficult, but it's harder to change it because you have to go to the registrar to register a change of constitution if you're adding more members in a future date. But if you don't know, for example, that you want customers to be members until later down the line then absolutely you'll have a process laid out in your constitution that tells you what you need to make changes. And effectively that will be called in a general meeting and members will vote on adding these new categories in, they will be added in, you'll register it with the registrar and then you'll have a new constitution moving forward for those members. So yeah, the easy answer is yes. It can get more complicated and difficult depending on the, you know, the situations, but you've got to do what's best for you at whatever time you're doing it. Christina then said what legal structures do platform co-optives most frequently use. I've got a great answer Christina, but any and all of them. So, as I've sort of said that it doesn't matter what legal form you choose as to what co-op you are it's about what you need from your legal structure. So, we have platform co-ops that use societies. We have platform co-ops that use companies. It has to be said that the main legal funds we do our company limited by guarantee and the cooperative society and the cooperative. Sorry, the community benefit society. So, most of them fall within those brackets we have companies by shares as well. And it then literally comes down to what's going to suit the co-op best. So again, it's just doing your research. And it's not to say you can't change either again if you start as a company for example, because it's easier and it's quicker and it just suits your needs at that time. And then two years down the line you think actually we want to look into withdrawal shares now and involve the community or the wider stakeholders a bit more than you can convert. Every single legal form. So obviously, do take advice on what you want to do. But we also help with that as the advice team as well. So yeah, any is the answer. And Kim has said if the business is already incorporated, can this be developed into a co-op? Yeah, absolutely. Again, it's any legal form can be a co-op at any time. So if there's sometimes cooperative buyouts, which Petra might first tell you more about if we've supported through the hive, but you convert to a co-op. It usually means you just change your constitution. So you might do a complete amendment of articles or complete amendment of rules and then you can become a co-op. Of course, if you want to be a co-op, you need to get other people to want to be a co-op as well. So you couldn't decide that you want your business to be a co-op and then force your employees to be members, for example. Open and voluntary membership is paramount on that one. Petra, I don't know if you want to say this one, but can you advise on the optimum number of people who should be involved at startup? I can tell you that there is a minimum number of three for a society, and we would even minimum of two for a company. But would you say there was an optimum number Petra? I would, I guess it depends on the type of cooperative you're setting up and how representative maybe you want it to be and also some of the skills that you might need at that startup. So yeah, there isn't a figure that we would recommend, but it would obviously depend on the nature of the business and who your members are and how representative it is and we actually have the capacity and skills and people to do that. So it will vary in terms of my own experience of being a board member at Stratford Public Hall, I think our board, we have a maximum of 12 on our board, but we have currently 10, so we have two vacancies at the moment. And, but yeah, it varies from each cooperative, and it depends on the nature of the cooperative as well. So yeah, can't give you a definitive answer on that one, I'm afraid. But as as Dane said, for societies, particularly if you're setting up maybe a worker cooperative, the minimum is three people, so that's something to consider if that's what you want to do. I think there was an early, I don't know if it was a question or an observation but I think someone said that they particularly wanted to set something up around a publishing business. I don't know if that's publishing as in books or what kind of publishing, and we do have a few co-operatives that operate in kind of newspapers and in publishing. And, yeah, I mean, you know one of the things you could do is have your customers as members as well as the workers and have a multi stakeholder co-operative. Whenever you start having a multi stakeholder co-operative and different members, you've got to keep all those different stakeholders happy, and you've got to put aside often your own needs, perhaps to ensure that you're buying into the whole vision of the co-operative and what the purpose of the co-operative is. So keeping everybody happy is always a challenge if you're going to have different types of users and different types of members. But obviously, if you know any business where you've got customers and people who are going to purchase from you, having them as members is probably quite useful. Is that a fair response, Dane? I think she was introducing herself in the beginning, yeah, but she just commented that it was Kim again, and she's going to be in books and working with young writers and creatives. No, that's brilliant. We're seeing lots of interest from the creative industries and technical looking at co-operatives as a model, and particularly where people maybe who work as freelancers and independence can be quite a lonely job and there's not much support. So a co-operative model and having that umbrella and that support around you, but still having that independence and freedom is a really good way for co-operatives to come together. So we're seeing quite a lot of interest in that. And in fact, one of the earlier webinars we did was around freelancers and work carts and that is still available on our websites. Take a look at that if that's of interest. Petra, so Tim's just asked are there any online or platform based language teaching co-operatives? I don't know if you know any off the top of your head, but just before you answer, we do have a directory on our website. If you go to our website at the very top, I think it says find a co-op and you can search by sectors as well as regions and co-op types and things like that. So that might be helpful to those looking to see what else is out there. But Petra, do you know any online language ones? I have one that we just supported through our unfound accelerator program called Red Brick Language. I think that's more for teachers of English as a foreign language. We have something called Michael class, which is fairly new, which is providing teaching online to internationally, not just in the UK. So again, if you Google Michael class or Red Brick Language School, I think we have some case studies on that one on our website. But yeah, we've seen a lot of interest in online teaching, not least because of what's happened in the pandemic in the last couple of years. And a co-operative model is a great solution for that as well. Getting lots of questions in now, we may not be up to. Yeah, no, Christina was just saying that the Accelerated Program, Red Brick, I think is what you talk about Petra there. I think they won one of the unfound things, didn't they? They did, yeah. And they are featured as a case study on our website. So I don't know. I think we've covered the questions there. So unless anyone's got any quick ones. Yeah, there's plenty of links on there. So hopefully you've managed to click on a few of them as well. And yes, so that kind of ends our, we've kept time on the webinar when we said it would be an hour. Thank you again to Dane for excellent contribution. Our advice team are always on hand, you know, if you do need some guidance on legal form and let's say our step by step guide takes you through that process. And we will send out emails after this, this webinar with the link to the recording and the offer is there for me to have a conversation with me as well if you want to just get a bit more guidance before you may be applying to the Hive Business Support Program. So thanks again for joining us. We'll close there. And I hope you found that useful and look forward to hearing from you maybe soon in future. Thanks very much everyone. Thanks. Bye bye.