Introduction and How to Use these Resources

With an initial decision in hand to form a C corporation, farmers need to know exactly what it takes to form one. How does a person set up the C corporation? What documents need to be filed and with whom? What should be included in the bylaws? This section is filled with hands-on tools to help guide you through the process of creating and maintaining a C corporation as well as preparing your bylaws.

The Checklist: Creating a C Corporation sketches the basic process a farmer follows to form and organize a C corporation. It is designed to help famers understand the big picture as they comply with the laws and gear their farm for success. Start with the checklist to get a sense of all that will be required.

The Bylaws for Mother Earth Farm, Inc. with Annotations includes the foundational
provisions that are particularly important to include in a C corporation’s bylaws. The sample provisions serve as examples of the ways a farm operation organized as a C corporation may want to handle certain situations should they arise. Note that rather than simply adopting someone else’s bylaws, including those provided here, it’s best to take the time to think through the various issues and craft provisions that are best for your particular farm operation. The annotations to the bylaws provide some alternative ideas as well as questions to illicit the best response and result that is specific to your situation. Upon reviewing these bylaws and the annotations, you can take a crack at drafting your own bylaws using the sample provisions as a guide. Or, you can jot down some key notes and take them to an attorney who will then be able to efficiently draft up your bylaws. Either way, Farm Commons advises that you have an attorney familiar with the laws in your state look over your bylaws before they are finalized. This will ensure that your bylaws comply with your state’s corporation statute and that there are no conflicting provisions within them, which will only lead to confusion down the road.

Finally, C corporations are required by law to hold annual meetings and to keep minutes to provide evidence of what happens in case an issue or dispute arises. Annual meetings offer an opportunity for the shareholders to get together to elect the upcoming year’s board of directors, review the financials and strategize. They also help foster open communication and engagement from the owners. The sample Annual Shareholder Meeting Minutes with Annotations included in this section illustrate how straightforward it is to take minutes. You can use these to guide you through the minute-taking process when you’re holding your annual meetings.