[{"data":1,"prerenderedAt":-1},["ShallowReactive",2],{"detail-sidebar-cat-1-en-105":3,"doc-seo-282455-105":53,"doc-detail-282455-en":126},{"code":4,"msg":5,"data":6},0,"success",[7,14,19,24,29,34,39,44,49],{"id":8,"doc_module":9,"doc_module_name":10,"category_name":11,"show_sort_weight":12,"slug":13},11,1,"Template","Presentations",90,"presentations",{"id":15,"doc_module":9,"doc_module_name":10,"category_name":16,"show_sort_weight":17,"slug":18},12,"Resumes",80,"resumes",{"id":20,"doc_module":9,"doc_module_name":10,"category_name":21,"show_sort_weight":22,"slug":23},14,"Invoices",70,"invoices",{"id":25,"doc_module":9,"doc_module_name":10,"category_name":26,"show_sort_weight":27,"slug":28},15,"Posters",60,"posters",{"id":30,"doc_module":9,"doc_module_name":10,"category_name":31,"show_sort_weight":32,"slug":33},16,"Social Media",50,"social-media",{"id":35,"doc_module":9,"doc_module_name":10,"category_name":36,"show_sort_weight":37,"slug":38},17,"Forms",40,"forms",{"id":40,"doc_module":9,"doc_module_name":10,"category_name":41,"show_sort_weight":42,"slug":43},18,"Letters",30,"letters",{"id":45,"doc_module":9,"doc_module_name":10,"category_name":46,"show_sort_weight":47,"slug":48},21,"Paper Templates",5,"papers-templates",{"id":50,"doc_module":9,"doc_module_name":10,"category_name":51,"show_sort_weight":4,"slug":52},158,"General","general-158",{"code":4,"msg":54,"data":55},"ok",{"site_id":56,"language":57,"slug":58,"title":59,"keywords":60,"description":61,"schema_data":62,"social_meta":119,"head_meta":121,"extra_data":123,"updated_unix":125},105,"en","bylaws-and-operating-agreements-a-guide-for-worker-cooperatives","Bylaws and Operating Agreements - A Guide for Worker Cooperatives","","Bylaws and operating agreements guide worker cooperatives in building governing documents that codify democratic governance, clarify cooperative ownership, and provide a framework for growth and conflict resolution. The guide explains what governing documents should address for corporation (board/officer duties, meeting calls, recordkeeping, voting/proxies, stock transfers) and LLCs (member ownership, voting, member/manager duties, profit distribution, meetings, buyout and buy-sell rules). It also highlights cooperative-specific issues like membership, capital, elections, investment, and dissolution.",{"@graph":63,"@context":118},[64,80,101],{"@type":65,"itemListElement":66},"BreadcrumbList",[67,71,74,77],{"item":68,"name":69,"@type":70,"position":9},"https://docshare.wps.com","Home","ListItem",{"item":72,"name":10,"@type":70,"position":73},"https://docshare.wps.com/template/",2,{"item":75,"name":41,"@type":70,"position":76},"https://docshare.wps.com/template/letters/",3,{"item":78,"name":59,"@type":70,"position":79},"https://docshare.wps.com/template/bylaws-and-operating-agreements-a-guide-for-worker-cooperatives/282455/",4,{"url":78,"name":59,"@type":81,"image":82,"author":87,"headline":59,"publisher":90,"fileFormat":93,"inLanguage":57,"description":61,"dateModified":94,"datePublished":95,"encodingFormat":93,"isAccessibleForFree":96,"interactionStatistic":97},"DigitalDocument",{"url":83,"@type":84,"width":85,"height":86},"https://docshare.wps.com/thumbnails/bylaws-and-operating-agreements-a-guide-for-worker-cooperatives/282455.png","ImageObject",442,249,{"name":88,"@type":89},"Aladdin","Person",{"url":68,"name":91,"@type":92},"DocShare","Organization","application/pdf","2026-10-26","2026-09-16",true,{"@type":98,"interactionType":99,"userInteractionCount":30},"InteractionCounter",{"@type":100},"ViewAction",{"@type":102,"mainEntity":103},"FAQPage",[104,110,114],{"name":105,"@type":106,"acceptedAnswer":107},"What role do bylaws and operating agreements play in a worker cooperative?","Question",{"text":108,"@type":109},"They clarify and codify democratic governance and ownership, provide structure for growth, and act as a last resort for conflict resolution when relationships break down.","Answer",{"name":111,"@type":106,"acceptedAnswer":112},"What key issues should corporation bylaws include?",{"text":113,"@type":109},"Corporation bylaws should cover director and officer responsibilities, the number or range of directors, how meetings are called (including notice), record maintenance, reports to stockholders, voting and proxy procedures, and rules governing stock transfer and other corporate matters.",{"name":115,"@type":106,"acceptedAnswer":116},"What key issues should an LLC operating agreement include?",{"text":117,"@type":109},"An LLC operating agreement should address members’ ownership percentages, voting rights and responsibilities, powers and duties of members and managers, profit and loss distribution, meeting procedures, and buyout/buy-sell rules for transferring interests.","https://schema.org",{"og:url":78,"og:type":120,"og:title":59,"og:site_name":91,"og:description":61},"article",{"robots":122,"canonical":78},"index,follow",{"doc_id":124,"site_id":56},282455,1790030190,{"code":4,"msg":5,"data":127},{"doc_id":124,"user_id":128,"nickname":88,"user_avatar":129,"doc_module":9,"category_id":40,"category_name":41,"doc_title":59,"doc_description":61,"doc_content":130,"file_id":131,"file_url":132,"file_type":133,"file_size":134,"view_count":30,"is_deleted":4,"is_public":9,"is_downloadable":9,"audit_status":9,"page_count":73,"language":135,"language_code":57,"site_id":56,"html_lang":57,"table_of_contents":136,"faqs":137,"seo_title":138,"seo_description":61,"update_tm":139,"read_time":9},2336478503145,"https://ap-avatar.wpscdn.com/davatar_276721f389ce27ea32af1340a28f341c","Bylaws and Operating Agreements  \nA Guide for Worker Cooperatives  \nAfter working with professionals to determine which entity type is right for your worker cooperative, the next step is to work with professionals to develop your governing documents. Bylaws and operating agreements should include high-level information about the governance of the organization. They clarify and codify the democratic governance and ownership of your cooperative, help provide a structure through which the cooperative can grow, and provide a last resort for conflict resolution if relationships break down. In general, a company’s bylaws or operating agreement should cover the following issues:  \nCorporation (bylaws)  \n• Responsibilities of the directors and officers  \n• The number or range of numbers of directors  \n• The manner of calling meetings of the stockholders and directors (including the required notice)  \n• The maintenance of corporate records  \n• The issuance of reports to stockholders  \n• Voting and proxy procedures  \n• The regulation of the transfer of stock and other general corporate matters  \nLLC (operating agreement)  \n• Percentage of members’ ownership  \n• Voting rights and responsibilities  \n• Powers and duties of members and managers  \n• Distribution of profits and loses  \n• Holding meetings  \n• Buyout and buy-sell rules (procedures for transferring interest when members chose or in the event of a death)  \nThe governing documents for a worker cooperative are structured differently from that of a conventional company, so it is best to work both with cooperative developers and lawyers who are familiar with the form. These documents codify your organization’s democratic values and practices. Some of worker cooperative specific issues addressed by governing documents include:  \n• Membership: member eligibility, admission, removal  \n• Capital: internal capital accounts, distributions, patronage definition, guidelines for amount of retained earnings  \n• Board of directors: election process, representation of members  \n• Investment: initial contributions of members, outside investment (if any)  \n• Dissolution: demutualization disincentives, asset distribution  \nTo prepare, you should consider these and other cooperative principles and practices your governing document may address. This resource, Questions to Consider before Talking to a Lawyer, lays out many of the decisions the founding members will need to make when developing their governing documents. It can help you to put your bylaws or operating agreement into plain language before meeting with professionals.  \nThe document should not include policies related to its day-to-day operation, such as dress code or  \nThe Democracy at Work Institute • 415-379-9201 • [http://institute.usworker.coop](http://institute.usworker.coop)  \nother information that would typically be in an employee handbook. However, it is also important tobe comprehensive to ensure that the organization is run in accordance with the values of its founding members. At some worker cooperatives, for example, the democratic management of the company should be codified in the governance documents. At others, management can be fluid and adapt to the style and preferences of current leaders. They should explicitly allow for the creation of other policies by the board and the membership in order to more clearly govern the cooperative.  \nBe aware of your state’s default provisions in the corporate or LLC statute. Default provisions fill in gaps where the governing documents are silent, and can have unintended consequences.  \nSample Bylaws and Operating Agreements  \nThe sample bylaws and operating agreements described below can be found at this link. They are intended as a starting point for developing cooperative governing documents. However, these resources are in noway intended to be legal advice. As with any legal decision, it is important to consult with a lawyer.  \nCooperative Corporation:  \n• For California, these s","cbCaitJtH1CyeuGg","https://ap.wps.com/l/cbCaitJtH1CyeuGg","pdf",72374,"English","# Bylaws and Operating Agreements\n## Governance document purpose\n## Corporation bylaws\n## LLC operating agreements\n## Cooperative-specific issues\n## Guidance on preparation and legal review\n## Sample bylaws and operating agreements\n## Disclaimer","[{\"question\":\"What role do bylaws and operating agreements play in a worker cooperative?\",\"answer\":\"They clarify and codify democratic governance and ownership, provide structure for growth, and act as a last resort for conflict resolution when relationships break down.\"},{\"question\":\"What key issues should corporation bylaws include?\",\"answer\":\"Corporation bylaws should cover director and officer responsibilities, the number or range of directors, how meetings are called (including notice), record maintenance, reports to stockholders, voting and proxy procedures, and rules governing stock transfer and other corporate matters.\"},{\"question\":\"What key issues should an LLC operating agreement include?\",\"answer\":\"An LLC operating agreement should address members’ ownership percentages, voting rights and responsibilities, powers and duties of members and managers, profit and loss distribution, meeting procedures, and buyout/buy-sell rules for transferring interests.\"}]","Bylaws and Operating Agreements - A Guide for Worker Cooperatives | PDF",1789574997]