SEACOAST GROWERS ASSOCIATION BYLAWS
ARTICLE I
Section 1. Name:
The name of this organization shall be: “The Seacoast Growers Association.”
Section 2. Seal:
The seal of this organization shall consist of a flat-faced circular die, with the words and
figures cut or engraved thereon.
ARTICLE II
The association has been organized on a non-profit basis for the following:
Section l. To provide markets for seacoast area growers to sell their products directly to
the consumer, thereby strengthening the local farm economy and the viability of small
scale family farms. Seacoast growers are defined as those in York County, Maine and
Rockingham and Strafford Counties, New Hampshire;
Section 2. To establish and maintain operating standards that will inspire public
confidence in the farmer’s market concept;
Section 3. To provide the organization with publicity and by other techniques to assist in
promoting the sale, at the market, of Seacoast Growers Association members’ products;
Section 4. To engage in such other mutually beneficial activities as the membership may
desire;
Section 5. To carry out educational and promotional activities among seacoast area
citizens for the support of local agriculture.
Section 6. To do all that is legal in obtaining its objectives that the Board of Directors in
its discretion deems appropriate or consistent with the above stated purposes.
ARTICLE III
Definitions
Farmer: is an individual or production unit who operates a farm.
Farm: is an agricultural enterprise that produces farm products.
Farm Products: are defined as vegetables, fruits, herbs, berries, and other items grown
for human food; natural fibers such as wool and linen; seedlings, plants, greenhouse or
nursery stock, houseplants, perennials and ornamentals; livestock and their products;
products from the woodlot, poultry and bees.
Production unit: is a family or other group of two or more people who operate the same
farm.
Craft vendor: is a member, who offers for sale, their own locally made crafts.
Prepared food: baked goods, jams, jellies, and similar prepared foods made by the
vendor.
Concessionaries: Seafood vendors, meat or fiber co-ops. Vendors in these categories
will be considered on a case-by-case basis.
ARTICLE IV
Membership
Section 1.
A. Active Membership: Active members shall consist of farmers, prepared foods,
and craft vendors who have been granted acceptance by the Board of Directors, have
passed any necessary jurying, who pay the membership fee established and shall
abide by these bylaws, rules and regulations. One vote per entry is allowed. Active
membership shall expire on January 15th of each year if no application for renewal
has been received. (The intent of expiration in no way constitutes automatic approval
if application has been received by January 15th)
B. Patron: A patron shall consist of person(s) who would like to contribute to the
Association in a monetary or volunteer form and wish to support the purposes and
goals of the Seacoast Growers Association. There shall be no voting privileges
extended. Patrons shall fill out a “Patron Form”, pay the patron fee established, agrees
to abide by the bylaws, rules and regulations of the Association.
Section 2. Annual Meeting: The annual meeting of the members shall be held within the
month of March at such location as specified in the notice as provided in “Section 5”
hereof. In the event that such annual meeting is omitted by oversight or otherwise on the
date herein provided for, a substitute annual meeting maybe held in place thereof and any
business transacted or elections held at such meeting shall be as valid as if transacted or
held at the annual meeting. Such substitute meeting shall be called in the same manner
and as prescribed for special member’s meetings. Except when otherwise required by law
or by these Bylaws any business may be transacted at the annual meeting irrespective of
whether or not the notice of the meeting shall have contained a reference thereto.
Section 3. Special Meetings: Special meetings of the members shall be held whenever
called by the President. The president must call a general meeting of all members when
presented with a petition signed by not fewer than one-quarter (1⁄4) of the members of the
association.
Section 4. Place of Meeting: The annual meeting and any special meeting of the
members shall be held at such place within or without the State of New Hampshire as
shall be designated in the notice of such meeting.
Section 5. Notice: Notice of all members’ meetings, stating the day, hour and place and
the agenda and purpose for which such meetings are called, shall be given by the clerk in
writing to each member or record entitled to vote, at his or her registered address at least
thirty (30) days and not more than fifty (50) days prior to the date of the meeting. Any
notice of meeting may be waived by a member by submitting, before and after the
meeting a waiver, signed either in person or by proxy or by attendance at the meeting,
either in person or by proxy.
Section 6. Quorum and Required Vote: At any meeting of the members, a majority of
the members entitled to vote shall constitute a quorum, but a lesser number may adjourn
any meeting to a future date at which a quorum shall be present or represented. No notice
of the adjourned meeting need be given if the time and place are announced at the
meeting at which the adjournment is taken and the adjournment is less than thirty (30)
days. When a quorum is present at any meeting, a majority of votes cast by these entitled
to vote on the subject matter shall decide any questions unless some greater vote is
required by law, the Articles of Incorporation, or these Bylaws. In elections of the
directors, those receiving the greatest number of votes, even though not receiving a
majority, shall be deemed elected.
Section 7. Consents: Any action required or permitted to be taken at a meeting of the
members may be taken without a meeting if written consent, setting forth the action so
taken is signed by all the members entitled to vote on such action and are filed with the
clerk of the corporation as part of the corporate records. Such written consent shall have
the same effect as a unanimous vote of the members and may be stated as such in any
certificate or document required or permitted to be filed with the Secretary of State, and
in any certificate or document prepared or certified by any officer of the corporation for
any purpose.
Section 8. Conduct of Meetings: All meetings of this organization shall be conducted in
an orderly fashion and in substantial conformity with Roberts Rules of Order. All matters
shall be decided by a simple majority of members present unless stipulated elsewhere in
the Bylaws.
ARTICLE V
Board of Directors
Section 1. Board of Directors: The business of the Association shall be managed by a
Board of Directors which shall consist of not less than five active members and one
alternate to be elected by vote of the active membership each year at the annual meeting.
Tenure of the office is three and one half years. From the directors, a President, a Vice
President, Secretary and Treasurer shall be chosen. Each of these offices shall be for a
one-year term. The officers shall be subject to the general direction and control of the
Board of Directors. A vote may be passed by the support of three Directors.
Section 2. Vacancies in the Board of Directors: Any vacancy on the Board of Directors
shall be filled as follows: The remaining Board members shall name a person to fill the
vacancy until the next annual meeting.
Section 3. Composition of the Board of Directors: At least three of the five members
should be actively engaged in farming.
Section 4. Board members shall receive a $200.00 voucher each year that they serve. The
Treasurer shall receive and additional voucher for up to $300.00. This voucher may only
be used toward the membership fee and stall fees.
Section 5. The Association shall indemnify any Director, Officer, or former Director or
Officer of the Association against expenses actually and necessarily incurred by him/her
in connection with the defense of any action, suit or proceedings in which he/she is made
a party by reason of being or having been such Director or Officer, except in relation to
matters as to which he/she shall be adjudged in such action, suit or proceeding to be
liable for negligence or misconduct in the performance of a duty. The indemnification
provided by this Article V shall not be deemed exclusive of any other rights to which
such Director or Officer may be entitled under any Bylaw, agreement, vote of the Board
of Directors or otherwise.
Section 6. At any meeting of the Board of Directors, a majority of the Directors as fixed
by the Bylaws shall constitute a quorum. Provided a quorum is present, the votes of a
majority of the Directors attending a meeting shall be sufficient for the conduct of
business.
ARTICLE VI
Disciplinary Procedures
Section 1. Violations of any Bylaws or Rules and Regulations will be dealt with by a
Market Manager or Board Member. The Manager or Board Member may give a verbal
warning notice to a producer for an infraction of the Bylaws or Rules and Regulations. If
a producer receives two verbal warning notices, the President shall call a meeting of the
Board. The Board will then take a formal vote giving the Manager or President the power
to take appropriate action if a third violation of the Bylaws or Rules and Regulations
occurs. Actions may include fines, site inspection, suspension or expulsion.
Section 2. Upon the Board members’ determination, the President shall give written
notice to the violating member of the dates, the nature(s) of the violation(s), and any
corrective action to be taken should a third violation occur.
Section 3. Any member receiving such verbal and/or written notice of a violation must
correct the violation immediately, or at the latest, by the next market day after such notice
is received.
Section 4. Any member may bring forward a product challenge when they believe that
another vendor is misrepresenting his/her product. Product challenges must be signed by
the person bringing the challenge and preferably be supported by physical evidence of the
offense. Product challenges shall not be anonymous. The product challenge must be made
on the day of, or within the week the violation is observed.
Section 5. The vendor receiving the product challenge must respond to the challenge in
writing. Failure to admit or deny a challenge may result in a determination that the
challenge is valid.
Section 6. The Board shall determine if a site visit is necessary, and if so, shall conduct
the visit in a timely manner to make a determination on the product challenge. If the
vendor is found in violation, the Board will then take a formal vote giving the Manager or
President the power to take appropriate action. Actions may include fines, site inspection,
suspension or expulsion.
Section 7. A member may appeal any disciplinary action taken against them by providing
to the Board a petition of support signed by at least two-thirds of the voting membership.
ARTICLE VII
Section I. These Bylaws shall be amended by a two-thirds vote of those members in good
standing in attendance at the annual meeting. Proposed changes of the Bylaws shall be in
writing and provided to all members at least twenty-one days prior to the annual meeting.
ADOPTED: January 6, 1994
SIGNED: January 20, 1994
AMENDED: March 24, 1995
SIGNED March 31, 1995
AMENDED:
SIGNED: February 27, 1997
AMENDED: March 14, 2013
SIGNED March 14, 2013