The Peasant Evolution Producers' Co-Operative

The Co-operative is registered with Companies House as a Company limited by guarantee.

Our Memorandums of association

THE COMPANIES ACT 1985
COMPANY LIMITED BY GUARANTEE AND NOT HAVING A SHARE CAPITAL.
Memorandum of Association
Peasant Evolution Producers Co-operative
Company Limited by Guarantee

1. The name of the Company is The Peasant Evolution Producers Co-operative

2. The registered office will be situated in Southwest England.

3. The objects for which the company as established are:
a) To support and encourage livelihoods based on organic farming, environmentally sound forestry, rural crafts, the local economy, fair trade and environmental land management.
b) To provide and maintain the basic resources for marketing, processing and adding value to the primary products of any trade or business which can in the opinion of the directors of the Company, be advantageously carried on in connection with or ancillary to any of the objects of the Company.
c) To promote the number and strength of small-scale ecologically orientated farms by
(i) encouraging cooperation and sharing of knowledge, resources and collective marketing
(ii) educating the public about the benefits of small-scale sustainable farming, local food, traditional processing, ecological living, ecological
building, rural crafts and fair trade.
c) To do all such other activities, projects, or ventures which can, in the opinion of the directors of the Company, be deemed incidental or conductive (either directly or indirectly) to the attainment of the objects of the Company.

4. In furtherance of the Objects but not otherwise the Company through its Directors may exercise the following powers:
(i) to draw, make, accept, endorse, discount, execute and issue promissory notes, bills, cheques and other instruments, and to operate bank accounts in the name of the Company;
(ii) to raise funds and to invite and receive contributions: provided that in raising funds the Company shall conform to any relevant statutory regulations;
(iii) to acquire, alter, improve and (subject to any consents as may be required by law) to charge or otherwise dispose of property;
(iv) to establish or support any co-operatives, charitable trusts, associations or institutions formed for all or any of the Objects;
(v) to liaise with other co-operatives, charities, voluntary bodies and statutory authorities operating in furtherance of the Objects or similar charitable, philanthropic or benevolent purposes and to exchange information and advice with them;
(vi) to pay out of the funds of the Company the costs, charges and expenses of and incidental to the formation and registration of the Company;
(vii) to do all such other lawful things as are necessary for the achievement of the Objects;

5. The cooperative membership fee is 1

6. The company shall derive income for the purposes of maintaining resources for marketing, by charging a commission the on the products sold through the co-op. Procedures for determining this commission shall be set by the directors of the Company.

7. The company shall derive income for the purposes of maintaining resources for storage of products and processing or adding value to primary products, by fundraising from external sources or by charging a small fee for usage of the facilities or by receiving a reasonable proportion of the turnover derived from sales of the products which have been made or sold using resources owned by the co-op. Procedures for determining this proportion shall be set by the directors of the Company.

8. The company shall derive income for the purpose of paying for basic operating costs and other activities deemed appropriate by the directors of the Company by raising funds from external sources or charging member traders an annual fee, to be determined by the directors of the Company. This fee will be paid annually and the value will fluctuate according to the amount of money needed. There will be a range of levels of membership which will be determined according to levels of usage of the facilities. Procedures for determining annual fees shall be set by the directors of the Company.

9. The income and property of the Company whence so ever derived shall be applied solely towards the objects of the Company. All profits from products sold through the co-op are to be given directly to the traders, with the traders then giving back a proportion of turnover according to a procedure determined at a properly conducted meeting of the co-operative.

10. The income and property of the Company whencesoever derived shall be applied solely towards the promotion of the Objects of the Company as set out herein and no portion shall be paid or transferred directly or indirectly, by way of dividend, bonus or otherwise by way of profit, to the members of the Company, provided that nothing in this document shall prevent any payment in good faith by the Company:
(i) of reasonable and proper remuneration to any member of the Company in return for services actually rendered to the Company;
(ii) of interest on money lent by any member of the Company at a reasonable and proper rate per annum to be set by the Directors at a properly convened meeting;
(iii) of fees, remuneration of other benefit in money or money’s worth to any company of which a member of this Company is also a member holding not more than 1/100th part of the issued capital of that company;
(iv) of reasonable and proper rent for premises demised or let by any member of the Company;
(v) to any member of the Company for reasonable out-of-pocket expenses.

11. The liability of members is limited to 1.

12. Interest on loan capital should not exceed that necessary to further the objects of the company.

13. Every member of the Company undertakes to contribute to the assets of the Company in the event of it being wound up while he/she is a member or within one year afterwards, for payment of the debts and liabilities of the Company contracted before he/she ceased to be a member, and the costs, charges and expenses of winding up, and for the adjustment of the rights of the contributors among themselves, such amount as may be required not exceeding one pound.

14. In the event of wind up or dissolution of the Company the liquidator shall, according to law, use the assets of the Company to satisfy its debts and liabilities. After all its debts and liabilities have been satisfied, there remains any property it shall not be paid to or distributed among the members of the Company, but shall be given or transferred to:
(i) a co-operative or common ownership enterprise having Objects similar or compatible to those of the Company; or
(ii) a charity or charities having Objects similar or compatible to those of the Company, provided it shall prohibit the distribution of its income among its membership to an extent at least as great as is imposed on the Company under Clause 5. hereof. If this cannot be done then any such remaining assets to be given to some other charitable, philanthropic or benevolent object. This to be done in such a manner as the members decide at or before the time of winding up or dissolution.
This Clause shall not be changed by the members of the Company.

We, the several persons whose names and addresses are subscribed are desirous of being formed into a Company in pursuance of this Memorandum of Association.

Signatures, Names and Addresses of Subscribers

 

Fivepenny Farm,
Spence Lane,
Wootton Fitzpaine,
Dorset,
DT6 6DF