Bylaws

                              Fairfield Co-operative Farm Association Statutes.
                              Legalized in Wayne County Court, 30 April, 1921.

  1. This company is set up for 20 years, and can be renewed. The company is known
    as  Fairfield Co-operative Farm Association.

  1. This company aims to engage in agriculture in all its various branches, including the
    dairy industry, keeping and selling all of the products, set up offices and shops in the
    wholesale and retail trade for the United States of America and abroad. Said business
    and operations could be substantially run on a cooperative basis; [this would include
    the right to] buy, sell, own, lease, improve, develop and in every way necessary for
    construction of houses, mills, and other types of buildings, whether industrial buildings
    or whatever else is needed and normal to the movement of goods, including all kinds
    of movable and immovable property, and the right to engage in foreign trade.

  1. The company will be headquartered in Wayne County, Georgia, and [retains] the right
    to establish a national branch, with offices and storage rooms, when and where the
    said company considers as the best, and particularly in New York State.

  1. Capital of that company is going to be one hundred thousand dollars ($100,000.00),
    divided by the nominal value of $500.00 [in legal shares], the said capital to increase
    from time to time into any amount, which does not increase by more than $300,000.00.
    The said shares may be sold or divided into several cash payments as agreed. Any
    accountability for owners [will not exceed] what they have to pay for the ordered shares.

  1. The company will have the right to adopt and put into force the rules and regulations,
    operating [practices], file lawsuits, arrange mortgages and other debt certificates and
    anything else which is common or necessary for, or happens to come to the task of this
    company and [such] laws for providing or will in the future be granted.

                                              

                                      Code

    Section 1. Units are sold by the Board only to able-bodied men of legal age, but not more
    than 50 years old, [who are] Finnish speaking people. Individual shares are sold to only
   one person in a single portion, and that person has only one vote in cooperative matters.

  Section 2. Only persons approved by the Board may have shares, but it is the privilege of
  the shareholder to redeem and resell [the share] at its existing value.

  Section 3. Cooperative members have the right to represent [other members] by proxy at
  general meetings, but [are limited to representing] only two other unit holders.


                               Chapter 2: Meetings

  Section 1. The cooperative’s annual meeting will be held at Fairfield, in Wayne County,
  Georgia. The Executive Board will inform members [about the meeting] 15 days prior to
  the meeting.


  Section 2. Cooperative meetings are legal when they are in accordance with the rules
  notified and two-thirds of the members are represented.


  Section 3. Annual and semi-annual conference is [for]:

  1. Discussion about the legality of the meeting.

  2. Selection of two proxy inspectors who work as election inspectors.

  3. “Select two the minutes.”

  4. Reading of the minutes of the last meeting.

  5. Reading of Executive Board actions and the cooperative financial report, and
    consultation about the auditors’ opinion.

  6. Discussion of the operational and financial reports, reports of issues and account
    for the issue of freedom of the Executive Board.

  7. Selection of the Executive Board.

  8. Choosing four auditors, two of whom are permanent, and two deputy inspectors.
    The auditor must be included when making inventories at year-end.

  9. Hearing different opinions of the Committee.

  10. Dealing with unfinished business.

  11. Taking up new things.

  Section 4. Additional meetings can be held if the Executive Board believe that they are
  necessary, or if one-third of the members present a written request.

  The Management Board shall send the notice of the meeting no later than three days
  from when the request is submitted to it.

  An extraordinary meeting shall be announced in the same way as an annual meeting.


                           Chapter 3: Board of Directors

  Section 1. The Cooperative is managed by a Board composed of nine members and three
  deputies. A quorum of the Executive Board is 6 members present. Executive Board
  candidates are selected by participants in the cooperative, and can be replaced by votes
  of the members.

  Section 2. The Executive Board shall:

  1. Manage carefully the cooperative rules and decisions.

  2. Distinguish between the cooperative and non-employed persons and the business
    manager, determining their salaries. Also, ensure that the cooperative members fulfill
    their obligations to the cooperative mission.

  3. Prepare the cooperative yearly and half-yearly report on the meeting of the cooperative
    activities.

  4. Supervise the cooperative movement manager and personnel, provided that the
    cooperative is not involved in debt, except with Executive Board approval.

  5. Require that the cooperative manager and treasurer guarantee the faith of the
    cooperative’s assets, to provide periodic cash checks, take care of the cooperative
    equipment, monitor its goods and assets, and file a report about these matters near the
    end of each financial year.

  6. Distribute the cooperative profit yields in the prescribed manner.

  Section 3. The Board shall meet at least once a week and more frequently if cooperative
  issues require it.

  Section 4. The manager and the treasurer are listed under the cooperative name. The
  supervisor either directly or through an agent represents the cooperative in legal matters.

  Section 5. The Board has no right to take up new issues without the permission of the
  cooperative.

  Section 6. The Executive Board is accountable at the general meeting of the cooperative
  for responsible asset management, all for one and one for all.


  Section 7. The Executive Board should have accounts ready for the auditors within 15
  days after the audit, and will [present these] before the last day of January and July.


  Chapter 4: Managers

  Section 1. The cooperative movement business manager is selected by the Board of
  Directors, and he is accountable to the Executive Board. For times when there is no
  business manager, the Executive Board is responsible for the functions of the manager.

  Section 2. Business Managers are required to:

  1. Manage cooperative matters carefully, to oversee the work, and keep the
    cooperative movement in good order.

  2. Ask the executive Board in all matters of opinion.

  3. Be certain that his records are accurate and keep account of yields over a specified
    time.

  4. Present once a month to the Executive Board the cooperative’s revenue, expenditures,
    and general operating status.

  5. Be present at Board Meetings, at which he has the right to speak but not to
    [“aanestysoikeutta” vote??].


  Chapter 5: Operating Profit

  Section 1. The Executive Board of the cooperative shares the operating profit of the
cooperative is accordance with the instructions in the meeting as follows:

  1. 25% of the profits are transferred to the reserve fund until it is large enough, as
    determined by the general meeting.

  2. The rest of the profit will be split equally by the Executive Board for all unit holders.


   Chapter 6: Specific Legislative Instruments

  Section 1. Permanent cooperative members are employed and unauthorized persons are
  not to be employed without special permission from the Board.

  Section 2. All officer elections will take place on closed tickets [secret ballots].

  Section 3. Cooperative auditors will audit the accounts more frequently than once every
  financial year. Audits should be done carefully and the inspectors are accountable for their
  work.

  Section 4. A general meeting may be canceled by a member of the general Board or by
  the entire Board.

  Section 5. The general meeting fixes the amount of wages. All cooperative members have
  the same salary. This applies to any kind of work.

  Section 6. Members who sell their stake [in the cooperative] lose all rights to the cooperative.

  Section 7. If a member of the cooperative is injured or made ill (except for venereal diseases),
  the cooperative is responsible for [that person’s] care and family responsibilities.

  Section 8. After being a member of the cooperative for five years, once capable people [who
  are afflicted] with illness or old age, are entitled to a share with sufficient income, in the event
  that the person is unable to fulfill his duty to the cooperative. In such cases, the matter will
  be determined by the general meeting.

  Section 9. Changes to these rules can be made at all general meetings by a quorum of a
  majority of the members.

Translation by Professor Marshall Bowen