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Cooperatives

Mad Markets – Legal Infrastructure for Innovating Impact Investing in Organic Food Systems

At Jason Wiener|p.c., we are honored to work alongside founders who are advancing a more equitable, climate-aligned economy—leaders like Alex Heilman and Phil Taylor, co-founders of Mad Markets. Building on the success of the Mad Cap spin-off from their parent company Mad Agriculture, which has supported over 100 farmers transition to regenerative practices across 30,000 acres, Mad Markets represents an innovative evolution in sustainable agriculture financing.

Learn how Mad Markets navigated a tough investment climate to close a transformative deal—and how our team helped design a scalable legal framework to fuel a new era of mission-driven acquisitions in sustainable food through a values-driven investment fund.

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Patrons, Patronizing, Patronage Dividend

These are all terms used in the cooperative business community and sometimes their meanings are unclear or jumbled.  This blog will discuss the definitions of these terms with examples of how they are used by different types of cooperatives. A patron patronizes a cooperative and receives a patronage dividend at the end of the year.  …

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Updated Section 1042 Tax Benefits

There is a section of the Internal Revenue Code (IRC) that provides some tax benefits for people who sell their companies to either an ESOP or to a worker cooperative. This blog will explain how 1042 provides tax advantages when selling to a cooperative.  If you are thinking of becoming employee-owned or selling your business to …

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Co-ops and Capital

A few weeks ago, I presented to the Colorado Employee Ownership Commission about co-ops and capital formation strategies and options. Here is the presentation. If you’d like to learn more about the subject, or design your own cooperative’s capital strategy, you can book a bespoke consulting session with me, HERE.

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How patronage is really paid out to cooperative members: qualified and nonqualified written notice of allocations (2/2)

Patronage dividends represent a unique opportunity for cooperatives to avoid taxation on some of the cooperative’s earnings.[1] Early this month I highlighted the concept of patronage dividends. Generally, when members receive taxable distributions of earnings from a cooperative, such as patronage dividends, they are included in the patrons’ gross income along with other income the …

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How patronage is really paid out to cooperative members: qualified and nonqualified written notice of allocations (1/2)

Recently, I had a few clients asking about the distinction between qualified and nonqualified written notice of allocation. Tax season being right around the corner, it feels like a good opportunity to talk about those. The USDA has some wonderful material[1] explaining the definition and use of both notices of allocation, this post and the …

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Thoughts from a new economies’ attorney: distinguishing cooperative governing structure

In my previous posts, I discuss how traditional businesses and cooperatives diverge from a capital (and return on capital) point-of-view. Another common misconception is that cooperatives function like nonprofits, typically from the perspective of governance structure. They don’t. Cooperatives are businesses, and, as such, business principles and governance, and business governing structure apply to them. …

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Thoughts from a new economies’ attorney: patterns that create different kinds of (business) ownership – cooperative capital

In my last post, I talked about how capital looks like in a traditional business. As a recap, traditionally, capital is invested in the business with a goal of extracting profits and controlling how the business is done – the more money an investor (owner or shareholder) puts in the business, (i) the more return …

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