I spent a few hours researching the process of incorporating a cooperative. I offer the following comments and links for your perusal.
To cut to the essence of my research quickly, visit this Astoria Cooperative page.
Clearly, legal counsel is necessary to fully develop the organizational structure, but there is an immediate need to have a legal name for which to solicit memberships/donations and to show progress to potential members.
From my study it looks like the steps are as follows:
Step 1: Collect sample “mutual benefit” articles of incorporation from Astoria and Ashland coops.
Step 2: Have an attorney review our version of the articles, as modeled on Astoria and Ashland
Step 3: File the articles of incorporation
Step 4: Locate a fiscal sponsor willing to receive funds.
Step 5: Solicit memberships
Step 6: Apply for and receive organizing funds
Step 7: Hire people to help the volunteers (attorney, consultant, etc)
=======================
The key seems to be, if we are to follow the steps of the Ashlandand Astoria food cooperatives, to immediately form a nonprofit “mutual benefit corporation” under the laws of the State of Oregon. This is a link to the PDF application form where the three types of corporation are listed, including “mutual benefit”: Nonprofit Articles of Incorporation.
We should get copies of both Astoria’s and Ashland’s original “mutual benefit” applications and basically copy the wording. We are stuck right now with the need for an attorney but also the need for money to pay the attorney. If we collect the samples from Astoria and Ashland I am certain we can find an attorney to review the application pro bono (perhaps Debra Lee at Nonprofit Legal Services or the attorney for the Ashland Coop). The process of transitioning to a cooperative business structure from the nonprofit structure can also be based on Astoria’s and Ashland’s experience (see links below).
=======================
Details, details…it’s all in the details. Oh, yeah, and the history.
I found reference to the Statues linked below while viewing the Astoria Coop’s “Proposed Cooperative Structure” drafted in March, 2003. According to this page on their web site they completed a transition from a non-profit to a cooperative business structure in September, 2004. A great model and great documentation of their transition.
The Ashland Food Cooperative has also posted the minutes of their resolution to transition from a nonprofit to a cooperative business structure.
USDA “How to Start a Cooperative”, which is a general outline of the process…fully supporting the early organizing work already done.
Here is a link to the Oregon Statutes related to cooperatives: “Oregon Revised Statutes 2003 Edition Chapter 62 — Cooperatives”
Yours for a more cosmopolitan Medford,
John Statler