ABSTRACT This paper draws on Foucault’s concept of counter-conduct to move beyond the binary understandings of civil society and social movement. Using illustrative examples of popup civic actions in the aftermath of a flooding disaster that hit the Mexican state of Guerrero in 2013, we argue that for many grassroots and indigenous people with a longstanding struggle for recovery of communal lands (ejidos) and autonomy, mutuality (perceived as the domain of civil society) and resistance (perceived as the domain of social movement) are co-constitutive and continually invoked in their counter-conducts. That, their ethical desire for “being otherwise” and “doing things differently” is constitutive of their political will “not to be governed like that”. Using a Foucauldian analytics of counter-conduct, we discuss how self-organised popup actions in Guerrero both unsettled power relations by creating new fields of visibility, techniques, and knowledge, and imbued critical self-reflections, engendering new political identity.