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There being no further business to come before the meeting, on motion duly made, seconded, and unanimously adopted, the meeting was adjourned.

(Temporary Chairman)

(Temporary Secretary)

Minutes of First Meeting of Board of Directors

The first meeting of the board of directors of the

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meeting, and each assumed his office.

The chair called for proof of notice of the meeting, whereupon presented a waiver of notice and consent to hold the meeting, signed by all the directors of the association, which waiver and consent was written as follows:

(Insert copy of waiver of notice and consent to holding meeting.)

Upon roll call of the directors of the association, the following answered present:

(Record the names of all directors present.)

The chair ruled that proper and legal notice of the meeting had been given and that a quorum was present, and announced that the meeting was open for transacting business.

The chair stated that the meeting was called for the purpose of electing officers 38 of the association for the ensuing year and transacting any other business that might properly come before the meeting.

Upon motion duly made and seconded, the following officers were unanimously elected to serve at the discretion of the board until the time of the first regular meeting of the

38Omit if the officers are named in the articles of incorporation.

board to be held as soon as practicable following the first annual meeting of members.

(Record the names of the officers elected and the title of office.)

Following the election of the officers, the president took the chair and the secretary assumed the duties as secretary of the meeting.

Upon motion duly made, seconded, and carried, the following were appointed members of the executive committee, as provided in the bylaws.

(Record the names.)

Upon motion duly made and seconded, the following resolution was adopted:

Resolved, that the executive committee be charged with the following specific powers and duties:

(State here the specific powers and duties which it is desired to delegate during the period when the directors are not in session, subject to the general direction of the board.)

Upon motion duly made and seconded, the following resolution was adopted:

Resolved that the president and secretary be, and they are hereby, authorized to issue certificates of membership39 in the form as submitted to this meeting, and each in form as follows:

(Here insert form. A suggested form appears on page 589.) Upon motion duly made and seconded, the following resolution was adopted:

Resolved that the president and secretary be, and they are hereby, authorized to have printed a sufficient number of copies of the articles of incorporation and bylaws, so that a copy thereof may be delivered to each member and each person who may later become a member of the association.

Upon motion duly made and seconded, the following resolution was adopted:

Resolved that the marketing contract, in form as submitted to this meeting, a copy of which appears hereafter, is hereby approved:

(Here insert form of marketing contract.)

39 If the association is formed with capital stock, the resolution should be changed to authorize the issuance of certificates of stock, and the form of the certificates should be inserted in the resolution.

Upon motion duly made and seconded, the following resolution was adopted:

Resolved that all subscriptions for member capital of the association and marketing contracts with the association, appearing on the list submitted by the secretary, be accepted, and that the president and the secretary be, and they hereby are, directed to carry out the terms and conditions thereof, and to execute all marketing contracts for and on behalf of the association.

Upon motion duly made and seconded, the following resolution was adopted:

Resolved that the

tory for the funds of the association.

Bank be selected as a deposi

Upon motion duly made and seconded, the following resolution was adopted:

Resolved that all checks drawn upon the

Bank,

for withdrawal of funds of the association on deposit therewith, be signed by the treasurer and countersigned by either the president or vice president.

Upon motion duly made and seconded, the following resolution was adopted:

Resolved that the treasurer is hereby authorized to receive all funds paid into the association, endorse all checks and other media of exchange, and deposit the same to the account of the association in Bank.

Upon motion duly made and seconded, the following resolution was adopted:

Resolved that the executive committee be, and is hereby authorized to determine the amount of the bond or bonds which the bylaws specify shall be required of all officers, agents, and employees charged by the association with responsibility for the custody of any of its funds or property, and to see that the bonds, as required, are executed and presented for the approval of the board of directors.

(Similar resolutions should be adopted, providing for the insurance of the property of the association and for adequate insurance covering other contingencies. Any additional business transacted by the board should also be recorded here.)

There being no further business to come before the meeting, on motion duly made, seconded, and unanimously adopted, the meeting adjourned.

Chairman.

Membership Application

and agree

I hereby apply for membership in to abide by the articles of incorporation and bylaws of said association, now or hereafter in effect, copies of which have been presented to me for my inspection. After my membership shall have been in effect one year from the date of its acceptance by the association, either party hereto may terminate it in any year on the last day of the anniversary month in which this agreement was so accepted by notifying the other party in writing of this intention, such notice to be given between the first and fifteenth of the month immediately prior to the effective date of termination. If neither of the parties hereto so notifies the other, it is hereby mutually agreed that this shall constitute conclusive evidence that the parties hereto have renewed this agreement for another year.

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to all of the rights, benefits, and privileges of the Associa

tion.

Dated

(President)

(Secretary)

Bibliography

Of Books and Artides Pertaining to Legal Phases

of Agricultural Cooperation1

Books

1. Bakken, H.H., and Schaars, M.A.

1937. Economics of Cooperative Marketing. 583 pp. New York and London, McGraw-Hill Book Company, Inc.

Legal basis of agricultural cooperative associations, pp. 268-303; Membership contracts, pp. 304-334.

2. Benton, A.H.

1926. Introduction to the Marketing of Farm Products. 427 pp., illus. Chicago and New York, A. W. Shaw Company.

Marketing legislation, pp. 323-335.

3. Bullard, C.K.

1931. Agricultural Cooperative Marketing Law. 473 pp. Austin, Texas, Gammel's Book Store, Inc.

4. Campbell, Macy.

1927. Rural Life at the Crossroads. 482 pp., illus. New York, Ginn and Company.

Cooperative marketing laws, pp. 146-221.

5. Conacher, H.M.

1935. Agricultural Marketing Acts. 192 pp. Edinburgh, Scotland, W. Green & Son, Ltd.

A discussion of the 1931 and 1933 marketing acts of Great Britain.

6. Evans, Frank and Stokdyk, E.A.

1937. The Law of Agricultural Cooperative Marketing. 648 pp. Rochester, New York, Lawyers Cooperative Publishing Co.

7. Filley, H.C.

1929. Cooperation in Agriculture. 468 pp. New York, John Wiley and Sons, Inc.

Legal phases of cooperative organizations, pp. 85-100.

8. Francis, G.M.

1926. Financial Management of Farmers' Elevators. 109 pp. Chicago and New York, A. W. Shaw Company.

Liability of cooperative elevators for income tax, pp. 79-91.

9. Goldstein, B.F.

1928. Marketing: A Farmer's Problem. 330 pp. New York, Macmillan Company.

Discussion of legal phases of the cooperative movement, with particular reference to grain marketing.

'Compiled by Wilmer H. Balderson, Law Librarian, Farm Credit Administration, December 1941.

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