ARTICLES OF AGREEMENT OF A NEW HAMPSHIRE NONPROFIT CORPORATION



THE UNDERSIGNED, BEING PERSONS OF LAWFUL AGE, ASSOCIATE UNDER THE PROVISIONS OF THE NEW HAMPSHIRE REVISED STATUTES ANNOTATED, CHAPTER 292 BY THE FOLLOWING:

Article 1. The name of the corporation shall be: The New Hampshire Farmers’ Market Association.

Article 2. The object for which this corporation is established is: To form an association of persons having a common interest in NH agricultural-based products, to promote that common interest, to establish and maintain the integrity of the local markets. It will not engage in a regular business of a kind carried on for profit.The association will be devoted to the improvement of the NH agricultural-based products of the associated farmers & growers within New Hampshire and the geographic area surrounding New Hampshire, as well as those interested in farming & growing but not interested in marketing their products. The association will advance and promote the general conditions and best management practices of all the farmers & growers within the state of New Hampshire, as well as the interests of the state as a whole, through outreach programs. The association will promote the common economic interests of the state of New Hampshire and its farmers & growers by the promotion of NH agricultural-based products grown/made locally by the Market members. Those products include, but are not limited to: Agricultural crafts, baked goods, dairy, free range poultry & meat products, eggs, fiber goods & crafts, flowers, fresh fruits & berries, herbs, honey, jams & jellies, potted plants, processed foods, seeds, syrup, vegetables, and wood crafts & products. In addition small livestock and fowl may be sold. The association will produce only enough income to be self-sustaining — primarily membership dues, grants, donations and other income from activities substantially related to its exempt purpose.

Article 3. The provisions for establishing membership and participation in the corporation are: There shall be a Board of Directors governed by the association by-laws and guidelines. Membership is open to all farmers and growers. Application for membership shall be made by submitting a membership form to the Board of Directors.

Article 4. The provisions for disposition of the corporate assets in the event of dissolution of the corporation, including the prioritization of rights of shareholders and members to corporate assets are: It is the intention of the Corporation to donate all property, information, rights, and equipment to such agricultural organizations as determined by the board of directors and approved by the membership, provided the organizations agree to accept them. Otherwise, all corporate assets will be disposed of according to applicable state law.

Article 5. The address at which the business of this corporation is to be carried on is: 30 Lower Smith Road, Sanbornton, NH 03269

​Article 6. The amount of capital stock, if any, or the number of shares or membership certificates, if any, and provisions for retirement, reacquisition and redemption of those shares or certificates are: No stock is to be issued.

Article 7. Provisions eliminating or limiting the personal liability of a director, an officer, or both, to the corporation or its shareholders for monetary damages for breach of fiduciary duty as a director, an officer, or both, is: (Note 2) No director or officer of the Association shall have any liability to the organization for breach of a fiduciary duty as a director or officer, or both, except with respect to:(1) Any breach of the director’s or officer’s duty of loyalty to the organization;(2) Acts or omissions which are not in good faith or which involve intentional misconduct or a knowing violation of law;(3) Any transaction from which the director, officer, or both, derived an improper personal benefit.

Article 8. Signatures and post office address of each of the persons associating together to form the corporation:
(Note 3) Name, Address, City/Town, State Zip

Jackie (Jack) C. Potter , 30 Lower Smith Road, Sanbornton, NH.

Rueva (Eva) A. Dunn, 30 Lower Smith Road, Sanbornton, NH.

Frances Belcher, P.O. Box 202, Sanbornton, NH.

Charles Burke, 5 Gulf Road, Sanbornton, NH.

Kathleen Surowiec, Perley Hill Road, Sanbornton, NH 


City/Town Clerk’s office , City/Town of Sanbornton, New Hampshire.

Received and recorded this day of February 25, 2002 (Note 4)

City/Town Clerk ‘s Jane Goss

Notes:

1. Recording fee payable to: NH Secretary of State.

2. If no provision eliminating or limiting personal liability, insert “NONE”.

3. At least five signatures are required.

4. Must be recorded with the Clerk of the City/Town of the principal place of business prior to recording with the Secretary of State. (Fee payable to the Clerk is $5.00.)

Mail $25.00 STATE FEE and DUPLICATE ORIGINALS (ORIGINAL SIGNATURES ON BOTH) to: Secretary of State, State House, Room 204, 107 North State Street, Concord, NH 03301-4989.

​E-mail the New Hampshire Farmers’ Market Association at info@nhfma.org