We had an outstanding asterisk in the société simple’s statutes concerning the threshold for qualified majority voting, where the notary gave us the choice between 75% and 80% (article 5.17).
In our Governance Document the threshold is 75% (see 5.2.1.1), which I already find very high, but which I can work with if it is in an informal context.
In the statutes of a société simple however, this is what defines a make-or-break situation, and whether and when we will need to call in the Comité des Sages. In this context even 75% seems very high to me, because it allows a small minority (possibly a group of highly connected households) to block everything until they get their way.
To clarify: there is a trade-off to be found between two needs here: 1) making sure that everybody’s interests are respected, and 2) avoiding a deadlock and the risk of having to resort to legal mediation. Intuitively I guess it feels right to set the threshold as high as possible, but then my question is: do we really need this, if we try to use decision-making by consent as much as possible? Or are we indeed opening the door to a minority of households blocking each and every decision they don’t like?
Interested in this issue, I asked Mark about how this was done in the other cohousings, and indeed: the threshold in Brutopia and Ilot De Spiegel was 66%. A copy of their statutes (in Dutch) can be found in the “statutes from other groups” folder.
I am therefore raising an objection to the 75-80% and would first like to hear from the notary what the reasoning is, and how he believes this does not increase the chances of a deadlock. For reference: the threshold in a normal apartment block is 50% +1.
Grateful for your feedback, and happy to talk at the next meeting if that is easier.
Hello Lie,
thanks for sharing these statutes!
My understanding is that the Comité de Sages’ main purposes are to avoid blockages as well as legal mediation, as mentioned in 5.17 “Tout blocage ou risque de blocage est sans delai notifié par un de Gérants. Le Comité des sages rend dans un premier temps un avis dans le mois, le cas échéant, après une séance de conciliation.” Unless I’m mistaken, neither Brutopia nor De Spiegel had such a committee, which is probably why they had to deal with a lower quorom.
No opinion. I guess the tighter the group, and the higher the trust, the lower quorum we can tolerate (and reap the efficiency gain, since invoking the Comité des Sages is slow and expensive). The full members feel very tight right now, which might explain why Lie is looking with interest at lower quora.
Hello @alberto , here I have a slightly different understanding of the underlying dynamics. If you have a group that works efficiently and trust is generally high, plus a Comité des Sages which you can fall back to when things get dire, then you should be at ease to tolerate a higher qualified majority (i.e. 75 or even 80%) and this is also what our notaire seems to be pushing for. The opposite seemed to be the case at both Brutopia and De Spiegel, where the qualified majority was at a comparably lower 66%.
Lastly, I don’t think that the Comité des Sages would come in costly if called upon, as I recall that the idea for them was to work on a voluntary (bénévolat) basis.
I think the Comité de Sages is a bit of a red herring when it comes to this issue, and I’m also not sure whether we have the same understanding of it.
The way I picture it, it is a pre-agreed method of extra-legal mediation. We’ll find some retired judges and lawyers in our networks, but I don’t think they will do the mediation for free. Regardless, this is really a solution of the last resort: if we need this, we’ll be in deep shit already, and possibly already contacting our own lawyers.
The fact that the other cohousings didn’t include it in their statutes doesn’t mean much. Had they run into troubles, they would have gone looking for an ad-hoc Comité de Sages in their networks. If not, the first thing the court is going to suggest is to try informal extra-legal mediation anyway.
For me the issue at hand here is that a high threshold makes it much more easy for a blocking minority to form. In my view the risk it creates is much higher than the benefits, and so I would like to hear the arguments for setting it any higher than 2/3.
I wonder if the Comité should be composed of only lawyers and judges or perhaps also people who are knowledgable in co-housing, sociocracy or mediation. Also I doubt they should come from within our networks for reasons of bias. If we think the Comité de Sages has very little use does it make sense to include as a body?
We’ll pass the question on to the notary. My understanding is that the Assemblée Générale would sign off on major milestones of the project (e.g. annual accounts, nomination of the managers etc.). Given our commitment to sociocratic principles one would expect we can agree unanimously and a blocking minority does not occur. If, however, 1/3 of the Reef fundamentally disagrees then it’s probably better for the group to take a U-turn and find a common understanding.
Hi Lie, I have now inserted the question in the catalogue for the notary and would propose to wait for his reply, happy to discuss further this Wednesday before the plenary or during the break if that’s an option.
In the absence of a satisfactory reply from the notary I have taken the initiative to come up with a proposal that addresses my objection. For me it’s ok if the proposal won’t be accepted, but what doesn’t work for me is dismissing my concern and not looking at it in detail.
Would there be somebody who would be willing to peer review the proposal ahead of the plenary?
Hi, just reviewed the proposal. I understand it well enough. Would maybe add two points to the argument.
We are dealing with a relatively small group. This means that a blocking mìnority can be formed by a relatively small number of households. With a 75% majority and 11 households, it only takes three households to block.
I have heard several people at plenaries say “I will vote yes for this site, but only if it does not exclude others”. If this attitude remains prevalent, is is unlikely that that a 66% majority would “steamroll” a 33% minority.
For the record, the Voting Manual currently says that the threshold is 70%, based on the Blueprint. However, the blueprint has since been edited to say 75% (presumably to be in line with the Governance Doc), so I guess the Voting Manual should be changed to reflect that, pending Lie’s proposal above.
Question for @Lee - on the agenda for Thursday, the order of events is currently vote on 1-3 sites, followed by your proposal above. Does that mean that we would vote on the 1-3 sites with a 75% threshold, and if your proposal is consented to, vote on any subsequent sites with a 66% threshold?
It has always been like this, nothing has been changed: voting on the site is an exception to the QMV threshold of 75%. It says in the Blueprint and in the asbl that the threshold for the site is 70%, as it was done in the other cohousings. Our Governance Document btw also provides for the possibility to change the threshold for certain decisions.
I hope to find the time to post about the agenda some time tomorrow. It’s a complex story, but I don’t think we will vote on AND-28 this Thursday. The agenda will be clearer.
As per the comment above, voting for sites still happens with a 70% threshold.
