Craig Moffat Community Investment Cooperative "LCA"


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Under Construction


Under Construction
This website is under construction. It has not been proofread for content ,grammar, spelling, etc. 
Any  dates at this time are for example only.
Once the founding members are identified, a recruitment phase for members
 will be initiated, the articles of incorporation presented to all members along with the bylaws
for adoption  and the initial board elected.

Stay tuned for further updates and information. 

Note :We are transitioning the name of the coopertive to Craig Moffat Community Investment Cooperative.

Get Involved


Membership

Join the Movement

Learn More

What is Sponsership?

Volunteering

CMC Investment Cooperative is excited to offer numerous ways for members and non-members to get involved, be a part of CMC Investment Cooperative, and help it grow

Founding Members


Frank Moe

Co-Owner BEST WESTERN PLUS Deer Park Hotel & Suites

After hearing people say "we need to do something" Frank jumped into action and started to reach out to other like minded people to help form an organizing team.

Kerry Moe

Co-Owner BEST WESTERN PLUS Deer Park Hotel & Suites

In addition to co-owner of the BEST WESTERN PLUS Deer Park Hotel & Suites Kerry serves as a Best Western Governor.  Appointed by the District Director, the role of the Governor is a critical one. Among other tasks, Governors provide input to the Board of Directors on a wide range of important topics, including proposed Best Western initiatives, prospective and conditional members, existing members in need of assistance, state and regional meeting planning, and more. Our Board of Directors relies heavily on feedback from Best Western Governors as an indicator of the voice of the membership at large.

Read More

Lucy Lennon

Accounting

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John Newman

Marketing

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Max Amum

Legal

Vicky Burns

Real Estate

Bilie Bucks

Finance and Investing

Sally Build

Construction

Bobbie Banker

Banker

Founding Members


Andy Daniels

Business Person/Community Leader

Neil Folks

Community Leader

Chris Nichols

Community Leader

John Ponikvar

Community Leader / Businessman

Jayne Mae Morley

Business Person / Community Leader

Angela Aalbers

Community Leader

Kristen Nichols

Business Person / Community Leader

Peter Epp

Business Person/Community Leader

F.A.Q


What Is CMC Investment Cooperative's Mission?

CMC Investment Cooperative's mission is to leverage member-owners' investments to purchase and rejuvenate stressed and poorly utilized residential and commercial properties in Craig and Moffat County. Consistent with the principles and spirit of the cooperative movement, CMC Investment Cooperative makes long-term, stabilizing, and transformative investments for the mutual benefit of our member-owners and our community.

How Does CMC Investment Cooperative Select Its Projects?

When selecting properties, CMC Investment Cooperative is guided by common concerns in our community, including absentee owners, stressed buildings, safety, and a lack of positive activity on our main commercial corridors. Our ideal tenants are independently- owned community-minded businesses or organizations that are interested in expanding or relocating to Craig and Moffat County and are drawn to the prospect of renting space from #s of community residents who care about their success.

What type of business is CMC Investment Cooperative?

CMC Investment Cooperative is formally organized as a cooperative under the Colorado Uniform Limited Cooperative Association Act (ULCCA) of 2011. Click here to view http://www.sos.state.co.us/pubs/business/news/2012/20120402_ULCAA_Dean.html

Why A Cooperative?

The cooperative is a innovate vehicle for community investment with many advantages over traditional models. A cooperative operates democratically on a one-member, one-vote basis, so that all members have equal voting power. Because a cooperative is a for profit business it can provide members with a modest return on their investment. A cooperative also typically focuses on multiple bottom lines, including improving a community's social and economic capital. For CMC Investment Cooperative, this means giving Craig and Moffat County residents a way to work together to make long-term, stabilizing and strategic investments that will help transform our community.

How Is CMC Investment Cooperative Governed?

CMC Investment Cooperative is governed by a volunteer Board of Directors which over see three standing  committees (Property & Tenant, Finance & Governance, and Membership & Marketing). The Board of Directors has a monthly meeting. All CMC Investment Cooperative Members are welcome and invited to attend.

So CMC Investment Cooperative Is A Cooperative, Does That Mean You Are Non-Profit?

Nope. CMC Investment Cooperative is a for-profit cooperative real estate development organization. We aim to operate at a profit, with the potential to pay dividends to our investors or used to build capital for another development. We work with non-profit fiscal agents to apply for grants and receive tax deductible donations.

Who Can Become A Member Owner?

Any individual or business living in the state of Colorado can become a member. Businesses that become members direct a proxy vote from the organization for voting in elections and and for bylaw changes.

What If You Become A Member And Move Away From Colorado?

Since you lived in Colorado when you became a member, you can retain your membership when you move to another state.

How Much Does It Cost To Join?

A membership share in CMC Investment Cooperative, called "A-Share" costs $1,000. All member- owners have one vote in any decision subject to direct member control one and are eligible to run for a place on the Board of Directors.

Can I Invest More Than The $1,000 Base Membership?

Member-owners have an opportunity to invest additional funds to support CMC Investment Cooperative future property purchases. The Board of Directors will issue different share classes "C-share" of $500/share and "D-shares" of $5,000/share. Depending on when these shares are issued, there may be modest dividend or interest rate associated with them. No matter how much any individual member-owner has invested, he or she is only entitled to one vote.

What Kind Of Return Do I Get On My Investment?

As with any investment in a security, CMC Investment Cooperative does not guarantee a specific rate of return on member investments. Each year the Board of Directors evaluates the net income for the year and the ability for CMC Investment Cooperative to issue dividends and/or capital credit account allocations.

Can I Sell My Membership Back?

While all CMC Investment Cooperative owners should understand that they are making a long-term, patient investment by joining CMC Investment Cooperative, we also know that lives and circumstances change. For this reason, our bylaws do provide a method for member-owners to request that CMC Investment Cooperative buy out their shares in advance of a formal call for redemption by the Board of Directors. CMC Investment Cooperative reserves the right to not sell back the shares if this action would compromise the financial stability of the cooperative. If at some point you find yourself needing to explore this option, please contact the Board of Directors to discuss it.

Sponsorships


Sponsorships
What Is A Sponsorship?

Sponsorship is a non member contribution to CMC Investment Cooperative that helps us cover operating and administrative costs as our organization grows. As an all volunteer-led startup business, CMC Investment Cooperative has limited time and resources. we welcome the support of our business sponsors, whose contributions help cover operating costs allowing us to recruit more members and ultimately contribute to the growth and success of CMC Investment Cooperative. Sponsorship funding sup[ports specific costs including: 
*  Website Design and Hosting
* Marketing and Outreach
* Professional Services Such as Legal and Accounting
* Board Development and Training
* Liability Insurance
* Signs and Banners

We anticipate that future revenue will help support our operation expenses within the next 1-3 years. Until that time comes and currently CMC Investment Cooperative relies heavily on sponsors to help cover general operations expenses which is why we appreciate your business becoming a sponsor.

WHY BECOME A SPONSOR?

A CMC Investment Cooperative sponsorship offers established businesses or neighborhood organizations a unique way to promote their commitment to Craig and Moffat County, and contribute to an innovative new approach to economic development in our community.

SPONSORSHIP LEVELS

$1,ooo Community Builder Sponsorship

* Large sized logo placed at footer of our website.
* Logo included in sponsor section of our member news letter.
*Recognition at our events, print materials, and  social media.
* Feature profile of your business in our email newsletter.
* Promotion of your business events with our email newsletter as requested.
* Use of the CMC Investment Cooperative Community Builder logo for your marketing materials.
*Table at the annual meeting.

$500 Community Partner Sponsorship

* Small sized logo placed in footer of our website.
* Logo included in sponsor section of our member newsletter.
* Recognition at our events and annual meeting.
*Use of our Community Partner logo for your marketing materials.

$250 Community Supporter Sponsorship

* Small sized logo placed in the footer of our website.
* Logo include in sponsor section of our member newsletter.
* Recognition at our events and annual meeting.

HOW TO BECOME A SPONSER

Sponsorships last for one year and CMC Investment Cooperative will mail you an invoice annually. An electronic or mail n form can be filled out below.  We offer payment online through electronic invoicing or mailing a check to ************.

THANK YOU TO OUR SPONSORS!






Pricing Table


Volunteering


Volunteering
CMC Investment  Cooperative is excited to offer numerous ways for members and non-members to get involved, be part of CMC investment Cooperative, and help it grow.

COMMUNITY ABBASSORDS (unlimited)
Volunteers who are willing to staff booths at community events, speak at information sessions or other events, and get the word out about CMC Investment Cooperative.

GRAPHIC DESIGN (1-2 people)
Volunteer to update, revise, and create new flyers and promotional materials for events and marketing.

VIDEO EDITOR ( 1-2 people)
Volunteer to create and update CMC Investment Cooperative videos.

MEMBER OUTREACH (2-4 people)

We want to plan more events for our members. Volunteers help to plan social or other events to engage members and build relationships wit us.

FUNDRAISING (2-4 people)

CMC Investment Cooperative is looking for a group of motivated and passionate volunteers to help raise sponsorship money from local businesses and submit grant applications.




What We Do

Cooperative Driven Development - One Member One Vote - Investing In Our Community Is Our Mission

How To Start A Cooperative


How To Start A Cooperative
STEP 1. Identify The Need.
Determining what the needs are in your community are critical and form the basis and mission of your organization.  It can helpful to research any local development plans which have already been completed.

STEP 2. Build A Strong Team
This may seem like a no brainier but the team you select will ultimately determine whether your organization is successful.  Credibility, trustworthiness, and the ability to work cohesively are very important.  It's also important to have a wide range of backgrounds and skills in your team.  You'll want people on your team who have experience in accounting, construction, real estate, marketing, and ideally even other cooperatives.  Although its not required but ideally the people you select have strong ties and networks in your community that you can utilize in the early steps of building the organization.  The people you select should be aware of the time commitment that will be required with a volunteer ran startup organization.

STEP 3. Establish The Cooperative
Research the cooperative model and the implications to the business.  One of the great benefits with a cooperative is a group of people can accomplish a great deal more than one person could on their own.  One drawback is due to having many owners, making decisions will require consensus by a board of directors and decisions tend to take longer than if you were the sole owner of a business.  
Determine how your organization will be structured. CMC Investment Cooperative is governed by a volunteer Board of Directors which oversee three standing committees (Property & Tenant, Finance & Governance, and Membership & Marketing).  The Board of Directors are elected at annual meetings by members of CMC Investment Cooperative.
Determine how to file your organization according to your local state co-op law.  Research federal securities laws to determine how your shares will be structured. CMC Investment Cooperative is formally organized as a cooperative under Colorado statue governing cooperatives. CMC Investment Cooperative decided early on to only allow Colorado residents to purchase shares to avoid additional requirements from federal securities laws.
Determine what an ownership share will cost and whether the value will be tied to an individual project or to the total assets of the organization.  Also discuss how your dividends will be structured. CMC Investment Cooperative decided on a $1,000 base membership share and for our shares to be tied to the total assets of the organization.  CMC Investment Cooperative can issue dividends when it has the financial ability to do so. CMC Investment Cooperative  also has capital account allocations which it can give to members if the equity in our properties increases.  These capital accounts can eventually be turned into dividends when reaching a certain dollar amount.
Below are the CMC Investment Cooperative  articles of incorporation and bylaws that can be used as a guide when considering starting your own property investment cooperative.



STEP 4. Raise The Capital
You've outlined a part of your community or parts of your community that you would like to work in and now it's time to start raising capital to find a project.  This step, depending on your timing, may also happen after you find the project.  Research properties and determine roughly how much capital your group will need to complete a project. Realize that you'll need certain startup costs to put earnest money down on a property, complete any structural or environmental inspections, and retain an architect and engineer.  Depending on how much capital  your group can raise, your group will need to obtain other financing options from banks or neighborhood organizations.  While this is happening, make sure your organization is getting competent legal advice on securities offering and relevant state and federal exemptions.
 This step is where the rubber meets the road.  It's time to hit ground running and telling your story to anyone who will listen.  Presenting to local organizations and holding events where potential members can come learn about your organization and why they should join.  Recruit members to be ambassadors and help the spread the word to their friends and family.

STEP 5. Find The Right Project
Identify a project that aligns with your vision of your organization.  When a potential project is identified, complete an analysis to determine how the project will cash flow.  Look at how much capital is required to be raised, how much can be raised by owners, and how much will need to taken out in loans.  Determine what lease rates your group would anticipate.  Regardless of how amazing the project may be, the project must be able to cash flow in order to protect your members investment and ideally offer them competitive rate of return as well. Work with your architect or engineer to determine what work you will do and coordinate with  your local municipality to determine what work will be required for the anticipated use of the space.  It's important to identify what the finished space will need to look like to avoid costly change orders during construction.  
Determine how your group will go about recruiting and selecting tenants.  Look for synergies with nearby businesses that might help to make all businesses in the area successful.  Determine how your organization will support your tenants and make them successful.

STEP 6. Construction
Depending on how much work your property needs, a contractor may need to be hired.  Complete a cooperative bidding process and analyze  the bids based on price and contractor qualifications. Hire a third party independent project manager to oversee the construction.  Allow the project manager leway to handle smaller change items up to a certain dollar amount and require board approval for larger cost changes.
Remember to coordinate and respect the needs of your tenants as their livelihood and success of their business will greatly affected by the schedule of construction. Keep your members properly informed during the construction and be ready to celebrate success when the project is compete.

STEP 7. Post The Project
Hire a property manger to perform regular maintenance and tenant requests.  Manage your property responsibly to maintain positive cash flow.  Establish a track record for financial viability and build up enough savings to cover potential periods of vacancy.  Take time to reflect on lessons learned and continue to tell your story to potential members and future tenants.  Work on building systems that allow for growth and added capacity.  Recruit and train new board members to ensure organizational perpetuation.  Start looking for your next project!

Why Join?


Why Join?
* The cooperative model is an innovative vehicle for community investment with many advantages over traditional models.
* A cooperative operates democratically on a one-member one- vote basis so that all members have equal voting power.
*A cooperative is a for profit business that may provide members with a modest return on their investment.





Contact


  • 950 Alta Vista Drive, Craig, CO, United States 81625

Before You Join


Before You Join
CMC Investment Cooperative encourages anyone interested in becoming a member to start by reading through this website to learn more about CMC Investment Cooperative and the bylaws and articles of incorporation below. Potential members should understand that they are making a long-term patient  investment by joining the co-op. CMC investment Cooperative relies on these investments from its members to fund future projects. 

The Colorado Uniform Cooperative Association Act (ULCCA)


The Colorado Uniform Cooperative Association Act (ULCCA)
The Colorado Uniform Limited Cooperative Association Act (ULCAA)                        
James B. Dean
Chair of Colorado ULCAA Drafting Committee
Reporter for NCCUSL ULCAA Drafting Committee

 

Contents
General background on ULCAA
What is unique about ULCAA?
Background information for understanding Colorado ULCAA
Colorado ULCAA
Differences between Colorado ULCAA and NCCUSAL ULCAA
Summary comments regarding ULCAA generally

 

The discussion that follows provides a brief outline of the background and provisions of Colorado’s newly enacted Colorado Uniform Limited Cooperative Association Act.  In appropriate situations, this Act can provide a very flexible type of entity through which its members can conduct operations for their mutual benefit. 

 

General Background on ULCAA

The Uniform Limited Cooperative Association Act (ULCAA), adopted by the National Conference of Commissioners on Uniform State Laws (NCCUSL) in 2007, was adopted in Colorado, with modifications, as Senate Bill 11-191 in the 2011 Colorado General Assembly and was signed by the Governor on May 23, 2011.  It will be known in Colorado as the “Colorado Uniform Limited Cooperative Association Act” (Colorado ULCAA).  It will be codified as Article 58 of Title 7, Colorado Revised Statutes (CRS).  Colorado ULCAA is effective April 2, 2012. 

References to sections of Colorado ULCAA in this discussion are to Colorado ULCAA as codified.  References to specific provisions of the NCCUSL version that differ from Colorado ULCAA will be to “NCCUSL ULCAA Sec. ____.”  Where there are generally common provisions or comments referenced in this discussion with respect to Colorado ULCAA and NCCUSL ULCAA, references will simply be to “ULCAA.”

 

What is unique about ULCAA?

A cooperative organization is one owned by persons who join together (1) to utilize the organization to provide themselves with goods, services or other items, (2) to have democratic control over the association, (3) to provide the basic equity financing for the association, and (4) to share in the financial benefits of the organization in accordance with their respective use of the association.  It is not a “not for profit” organization because its profits are returned to its members at the end of each year in cash, evidence of equity investment, rebates or in other forms.  Unlike “for profit” organizations, however, traditional cooperatives do not permit outside investment from persons who would have a vote in the governance of the cooperative.

ULCAA provides for a new and unique form of cooperative organization that provides for the organization of unincorporated limited cooperative associations, or “LCAs,” that can have outside investors to be admitted as members of the organization.  Many attributes of LCAs under ULCAA are similar to other forms of cooperative organizations such as those organized under Article 55 or Article 56 of Title 7, CRS.

What makes ULCAA different from other cooperative entity statutes in Colorado and elsewhere is the ability of a limited cooperative association to admit outside investors as members with voting rights and participation in the financial gains or losses from the operations of the LCA.  This is a significant change from traditional cooperatives of all kinds and from the cooperative models on which much federal law related to cooperatives has been developed.  To what extent federal laws relating to cooperatives will apply or be available to LCAs organized under an ULCAA-type state statute will only be determined as LCAs come into wider use.  These federal laws include, among many others, cooperative provisions in the Internal Revenue Code and limited exemptions from federal antitrust laws for agricultural cooperatives.

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Background information for understanding Colorado ULCAA

This discussion is intended to outline leading provisions for Colorado ULCAA and note where Colorado ULCAA differs significantly from NCUSSL ULCAA.  The discussion is not intended to be a thorough discussion of Colorado ULCAA or of cooperative organizations in general. 

For a good understanding of ULCAA, knowledge of cooperative organizations in general is helpful.  Overviews of cooperative organizations can be found in James B. Dean and Donald A. Frederick, “Business Cooperatives: Characteristics, Opportunities and Legal Foundation,” 22 Colo. Lawyer 953 (May 1993); James B. Dean and Donald A. Frederick, “Business Cooperatives: Taxes, Finances and Other Legal Issues,” 22 Colo. Lawyer 1685 (Aug. 1993); James B. Dean, John J. Conway, and Charles F. Holum, “The New Colorado Cooperative Act: A Setting for a Business Structure,” 25 Colo. Lawyer 3 (Dec. 1996); and with respect to worker owned cooperatives, Linda D. Phillips, “Worker Cooperatives: Their Time Has Arrived,” 40 Colo. Lawyer 33 (Sept. 2011).  A comparison of Colorado cooperatives with other types of Colorado entities is found at Robert R. Keatinge et al., Choice of Entity in Colorado: An Update,” 25 Colo. Lawyer 3 (Oct. 1996).

ULCAA endeavors to balance traditional cooperative principles with the concept of having non-user investors as voting members of the cooperative organization (“investor members”) together with the traditional members who utilize the services of the cooperative (“patron members”).  The Prefatory Note and Official Comments to NCCUSL ULCAA provide information on how this has been approached and how the sections of ULCAA are intended to operate.  The Note and Comments can be found at the NCCUSL website (www.nccusl.org) under “Limited Cooperative Association Act.”  A detailed discussion of ULCAA, including extensive references to various cooperative literature and places in ULCAA that may require interpretation by the courts, can be found in Thomas Earl Geu & James B. Dean, “The New Uniform Limited Cooperative Association Act: A Capital Idea for Principled Self-help Value Added Firms, Community-based Economic Development, and Low-profit Joint Ventures,” 44 Real Property, Trust and Estate L. J. 55 (Spring 2009).

Before one undertakes to utilize Colorado ULCAA, it is strongly recommended that some or all of these materials be examined.

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Colorado ULCAA

Colorado ULCAA provides for the creation of a statutorily defined entity, the limited cooperative association or LCA, that combines traditional cooperative values with modern financing mechanisms by providing two distinct categories of members: patron members and investor members. An LCA is an unincorporated association of individuals or businesses that unite to meet their mutual interests by creating and using a jointly owned enterprise. The Act contemplates the formation of various types of limited cooperative associations, for marketing, advertising, bargaining, processing, purchasing, real estate, worker-owned cooperatives, or any other lawful purpose, but other statutes and regulations (such as those applicable to banking) may make it difficult for a LCA to be used for some purposes.

An LCA is not required to have investor members; more traditional cooperatives may use Colorado ULCAA to organize and may wish to do so to take advantage of the flexibility of ULCAA, but in doing so these cooperatives need to examine the potential effect of organizing under ULCAA rather than traditional cooperative statutes with respect to relationships to other laws that may not recognize an LCA as a “cooperative” for purposes of those laws.

Colorado ULCAA combines concepts from the Colorado Cooperative Act, for profit and non-profit corporate statutes, limited liability companies, and various types of partnerships.  To preserve a foundation in cooperative principles, there are some areas of the Act that contain required provisions, but generally the Act contemplates that its organizational documents and the relationships among the members are contractual in ways similar to limited liability companies.  Colorado ULCAA contains default provisions for most aspects of a limited cooperative association if the organizational documents do not provide otherwise.  Some of the default provisions must be varied, if at all, in the articles of organization, Sec. 7-58-303(3).  Others may be varied in the articles of organization or the bylaws, Sec. 7-58-305(3).  The articles and bylaws constitute an LCA’s organizational documents.

The Act provides:

  •  Operating definitions and an outline of the nature and powers of limited cooperative associations. The act also deals with the effect of articles of organization, bylaws, required record retention, service of process, and business dealings between members and the limited cooperative association.
  •  Requirements for records filed with the secretary of state and procedures for signing and filing the records, referencing Article 90 of Title 7, CRS, for most of these provisions;
  •  A statutory formation process for limited cooperative associations, including the required contents of articles and bylaws, and the initial organizing directors;
  •  Qualifications for membership in a limited cooperative association, the rights and powers that come with belonging to the organization, and the requirements for annual members meetings and special members meetings;
  • Permission for an LCA to have investor members and the structure for LCA patron and investor members, and creates their interests as personal property interests, consisting of governance rights, financial rights, and for patron members the possible right or obligation to do business with the LCA;
  • For a two-tiered voting structure intended to provide some protection to patron members where an LCA also has investor members, under which all votes are counted and then only patron votes are counted to determine if a measure passes by the applicable majority in both instances;
  •  Authorization of marketing contracts between the limited cooperative association and patrons for marketing of member goods to third parties;
  •  For the directors of the limited cooperative association, their qualifications, and their authority and powers, with balancing mechanisms for the numbers of directors to be elected by patron members and by investor members;
  •  For the division of earnings at the end of the year between patron members and investor members with some accounting provisions that can or must be utilized;
  •  Designation through incorporation by reference of the governing law for indemnification of individuals who incur liability on behalf of the association and a grant of authority to the association to purchase insurance on these parties’ behalf;
  •  Unless otherwise provided by the association’s organizational documents, a statutory recognition that member contributions to a limited cooperative association may consist of tangible or intangible personal property or any other benefit to the association, including money, labor, services, promissory notes, agreements to contribute, and contracts to be performed;
  • The right of a member to dissociate and the consequences of dissociation;
  •  The statutory right of a member to maintain a derivative action to enforce an association’s right where the association fails or refuses to enforce that right;
  •  Permission for foreign limited cooperative associations to apply for and receive a certificate of authority to transact business in Colorado;
  •  A statutory process and required filings for conversion of a limited cooperative association to another entity or vice versa, and the effect of conversion on the rights, duties, liabilities, immunities, and debts of the converting entity;
  •  A statutory process and required filings for merging of a limited cooperative association into another entity or vice versa, and the effect of merger on the rights, duties, liabilities, immunities, and debts of the merging entity;
  •  A statutory process and required filings for dissolving a limited cooperative association,   including judicial, voluntary, and administrative dissolution or suspension; and
  •  Member-approved and nonmember-approved disposition of the association’s assets.

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Differences between Colorado ULCAA and NCCUSL ULCAA

An MS Word document comparison between Colorado ULCAA and NCCUSL ULCAA would make it appear that Colorado’s drafting committee made an extremely large number of changes to NCCUSL ULCAA in arriving at Colorado ULCAA.  There are indeed a large number of changes but the appearance is deceiving.

In Article 90 of Title 7, CRS, many provisions of Colorado’s entity statutes in Title 7 are harmonized for various entities (corporations, limited liability companies, partnerships, cooperatives and other forms of entities).  To be consistent with other entities in Colorado, provisions covered in Article 90 were removed from NCCUSL ULCAA in drafting Colorado ULCAA.  This removed many pages from the Colorado version.

There are many words in NCCUSL ULCAA that are not words used in Colorado’s statutory drafting.  These words were changed from the NCCUSL version to the Colorado version.  There were other words throughout NCCUSL ULCAA that the Colorado drafting committee believed were either unclear or did not follow typical Colorado approaches.  An example of perhaps both of these is the changing of “organic rules” in NCCUSL ULCAA to “articles [of organization] and bylaws” in Colorado ULCAA.  Colorado ULCAA makes it clear in a number of places that notices or other communications must be in a “record” as in Sec. 7-58-1101(4)(a), CRS, that requires a notice by a member of voluntary withdrawal to be in a record while NCCUSL ULCAA simply says a member may withdraw “by express will.”

Some provisions of NCCUSL ULCAA were relocated in Colorado ULCAA where the Colorado drafting committee believed the relocation helped make it easier to find a provision or make it more easily understood in the context of other provisions.

None of the changes described in the preceding three paragraphs were intended to make any material change to NCCUSL ULCAA as adopted in Colorado.  Rather the changes were intended to harmonize NCCUSL ULCAA with Colorado’s statutory scheme for all entities or to clarify places where the Colorado drafting committee believed it would be helpful for users of Colorado ULCAA.

The Colorado drafting committee did make a few material changes to NCCUSL ULCAA.

  • Colorado ULCAA reduces the time period for keeping certain records required to be kept by a limited cooperative association from six years to three years, Sec. 7-58-112, CRS;
  • Throughout ULCAA, on significant changes to the organizational documents (articles or bylaws) or changes to the organization (such as mergers, conversions, dispositions of assets requiring member approval, dissolution), NCCUSL ULCAA provided for a two-thirds vote of the members for approval although it could be reduced in the articles or bylaws;  Colorado ULCAA changes this throughout to a simple majority vote, but permits the articles or bylaws to provide for a larger majority, see, e.g. Sec. 7-58-405(1), CRS;
  • NCCUSL ULCAA provides for one member to constitute a quorum for a membership meeting; Colorado ULCAA conforms to the Colorado Cooperative Act which provides for 5% of all members or 30 members, whichever is less, as a quorum requirement, subject to a different requirement provided in the articles or bylaws, Sec. 7-58-510, CRS;
  • NCCUSL ULCAA took a traditional approach to unanimous consent in writing in lieu of a meeting of members; Colorado ULCAA adopted the Colorado Business Corporation Act approach permitting an LCA to provide for less than unanimous written consent, Sec. 7-58-510, CRS;
  • Under NCCUSL ULCAA the Uniform Commercial Code governs transferability of governing rights (generally the right to vote) in a limited cooperative association if an LCA seeks to prohibit transferability with the result that prohibitions are very limited; Colorado ULCAA reverses NCCUSL ULCAA on this point and defers to Article 90 which as for all Colorado entities allows the articles, bylaws or other agreements to prohibit the transfer of governing rights by members; transfers of financial rights are transferable, Sec. 7-58-603;
  • As permitted by NCCUSL ULCAA, Colorado ULCAA adopts provisions of the Colorado Business Corporation Act as the governing law of an LCA with respect to standards of conduct and liability, conflicts of interest and indemnification of directors and others, Secs. 7-58-818, -819, and -901, CRS;
  • Colorado ULCAA follows the Colorado Cooperative Act in providing for the relationship of Colorado formed limited cooperative associations to Colorado’s anti-trust, securities and unclaimed property laws, Secs. 7-58-110, -1009, and -1010, CRS;
  • In connection with derivative actions, if the plaintiff wishes to discontinue or settle the action, Colorado ULCAA requires that notice must be given to the LCA, Sec. 7-58-1304, CRS, where NCCUSL ULCAA does not; and Colorado ULCAA allows a court to award attorney fees and expenses to the defense if a court finds the proceeding was commenced or maintained without reasonable cause or for an improper purpose, Sec. 7-58-1305(3), CRS;
  • Colorado ULCAA contains provisions for the merger of a parent and wholly-owned subsidiary, Sec. 7-58-1607, CRS, which NCCUSL ULCAA does not have;
  • NCCUSL ULCAA requires a membership vote on dispositions of assets if the disposition leaves the LCA without “significant continuing business activity”; Colorado ULCAA adopts the more customary membership vote requirement of dispositions not in the “usual and regular course of business” and extends the voting requirement to certain encumbrances of property of the LCA, Secs. 7-58-1501 and -1502, CRS.

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Summary comments regarding ULCAA generally

ULCAA is a new approach to cooperatives by permitting membership to voting investors who do not patronize the cooperative.  It is a lengthy and complex statute as are corporate and many partnership statutes, but just as familiarity with corporate statutes results in an ease of use, familiarity with ULCAA allows one to work within its parameters with a fair degree of ease.  Colorado’s version of ULCAA has hopefully removed some ambiguities that appear to exist in NCCUSL ULCAA, but may not have eliminated all of them or may have created other ambiguities.

Colorado ULCAA can offer opportunities through its flexibility for the creation of cooperative-type entities, both with and without investor members, that can serve their members in new and innovative ways. 

A portion of the preceding discussion is taken (with some alterations) from “Legislation Passed During 2011 Legislative Session,” compiled by Machael Valdez, 40 Colo. Lawyer 33 at 34 (Aug. 2011).  Substantial input on the drafting of Colorado ULCAA was provided by Thomas Morris of Colorado’s Office of Legislative Legal Services.

 

 

The Colorado drafting committee for ULCAA consisted of:

James B. Dean, chair (and a reporter on NCCUSL ULCAA)
Vanessa Becker of Holland & Hart LLP
Peter M. Eggleston of McClure & Eggleston LLC
Charles F. Holum
Linda D. Phillips of Dean, Dunn & Phillips LLC
Sarah Steinbeck of the Business & Licensing Division, Colorado Secretary of State
A. Keith Whitelaw, former Director of the Business & Licensing Division, Colorado Secretary of State
Representatives of the Cooperative Development Center at Rocky Mountain Farmers Union

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NEIC


Events


CMC Investment Cooperative Informational Meeting

CMC Investment Cooperative informational meeting. BEST WESTERN PLUS Deer Park Hotel & Suites


  • Date: 06/15/2017 06:30 PM
  • Location: 262 Commerce Street Craig, Colorado 81625 (Map)

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Single Video


Articles


CMC Investment Cooperative Funds


Craig Fund:Investments in Craig Colorado

Investments in Craig, Colorado

Craig Fund

Maybell Fund:Investments in Maybell, Colorado

Investments in Maybell, Colorado

Maybell Fund

Dinosaur Fund:Investments in Dinosaur, Colorado

Investments in Dinosaur, Colorado

Dinosaur Fund

Moffat County Fund:Investments in Moffat County

Investments in Moffat County

Moffat County Fund

Our Story


Our Story
In January of 2017 local businesswoman Nadine Daaszkiewicz circulated among the local business community an article on
 the North East Investment Cooperative (NEIC) including Michelle Balleck, Director of the Craig Moffat County Economic
 Development Partnership.
One day in April local businessman Chris Nichols was walking in his neighborhood and  stopped by and visited with  Frank
 and Kerry Moe in their driveway. The conversation turned to economic development and the idea of a investment
 cooperative being formed was discussed to invest in helping revive Craig and Moffat County, starting in Downtown Craig,
 Colorado.
Frank immediately began  doing research on investment cooperatives, not being aware of NEIC and came across their
 website. Recognizing  this as a great way to help his community. Frank said to himself "all great ideas need to have
 someone be the catalyst to get it done. I can be that person".
Frank started a website CMC Investment Cooperative (Craig Moffat County Investment Cooperative), created a logo,
 filed with the Colorado Secretary of State , obtained a EIN number from the IRS and started a facebook page.
In early June Frank reached out to Chris Nichols and they said "lets get it done". Key founding members from legal,
 accounting, real estate, banking, investment, construction, marketing, private citizens and other businesses were identified
 and contacted.  

The NEIC website was used and copied as a template and inspiration.

Timeline


Time 1

Investment Cooperative Concept Circulated Around the Community.

Jan 01, 2017

Time 2

Craig Moffat County Investment Cooperative "LCA" Registered with the Colorado Secretary of State.

May 27, 2017

Time 3

First Meeting of Founding Members.

Jun 30, 2016

Time 4

Board of Directors Election.

Jul 31, 2016

Members


Members
Over 50 Members and Growing.
100% Owned By Members.
CMC Investment Cooperative has been fortunate to receive investment from committed community members around the state of Colorado. Our success and ability to help change our community would not be possible without them.




See What Members Are Saying About Us


Martha Jones:Interior Architect

"We joined CMC Investment Cooperative because strong communities have strong local investors that build up the community. Our dream is to be part of a movement to take back our main streets from outside forces and companies."

Martha Jones

Debbie Kross:Senior Interior Designer

"When I found out my neighborhood was coming together to take change into their own hands and not just wait for someone else to do it, I wanted to do my part. My first worry was, “Can I afford this?” Then I realized that if I truly believed in our community how could I afford not to."

Debbie Kross

John Warmouth:Visualiser of Interiors

"Joining CMC Investment Cooperative seemed like a no brainier. Downtown needed more development and CMC Investment Cooperative gave neighbors and business owners a chance to minimize their individual risk while at the same getting buy in and support from the community."

John Warmouth

Julia Western:Senior Designer

"My family moved to Craig around the time that the CMC Investment Cooperative was forming. We were excited to join because the CMC Investment Cooperative represents the kind of community we want to be part of. Watching the change happen in Craig has been very rewarding. For most of us investing means mutual funds or a 401k. We hope those funds grow, but are only vaguely aware of how that money is being used. With CMC Investment Cooperative we see our investment everyday. The return is not only to our personal financial benefit but to the social and economic benefit of the whole community."

Julia Western

Our Members


Alvan Adams / Bob Bomber / Cat Catter / Doug Douger / Efram Effer / Frank Faster / Gem Gemstone / Hall Hatter / Ian Ingot / Jim Jam/ Ken Kind / Les Lester / Mike Manly / Nike Nix / Olaff Off / Paul Piper / Quint Que / Rachael Real / Sue Stone / Trinny Trip / Uni Unique / Vicky Vix / Wes Wesly /  Xavier Xton / Yuel Yak / Zen Zoo

Articles


Design Concepts Craig, Colorado

Design Concepts Craig, Colorado

Design Concepts Downtown Craig, Colorado

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Downtown Craig Facade Project Taking Shape

Downtown Craig Facade Project Taking Shape

Downtown Craig Façade Project Taking Shape

Downtown Colorado, Inc.

Downtown Colorado, Inc.

Craig, Colorado Downtown Assessment March 18-19, 2013

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CU Main Street Program


COLORADO - MAIN STREET


COLORADO - MAIN STREET
https://www.colorado.gov/pacific/dola/main-street-communities

Main Street Story
Colorado Main Street® is a program founded by the National Main Street Center (NMSC); a national organization committed to historic preservation-based community revitalization. The Colorado program uses the NMSC model to assist communities as they preserve and rejuvenate their downtown and commercial districts within the context of historic preservation. A town’s main street says a lot about the community, and bringing to life the history and unique aspects inspire creative energy and pride. Local residents are eager to share their heritage and visitors come to learn and enjoy.
Main Street® is about real places doing real things. The program is designed to advocate and support a return to local empowerment, and the rebuilding of central business districts based on the traditional assets of each community’s unique architecture, character, and local ownership. The Colorado Main Street® program has three things: a proven strategy for revitalization, a strong network of linked communities, and a committed DOLA Main Street staff who manage the program.
How does it work? This is a statewide program that assists local governments, downtown organizations, and communities through a process that helps organize community needs and ideas so they result in a strategic plan to work from. It provides technical resources and training in the four areas featured in the National Main Street Center® Approach:
  • Economic Vitality
  • Design
  • Organization
  • Promotion
Who are the Main Street communities? The current twenty one Colorado Main Street® communities are: Steamboat Springs, Lyons, Brush, Granby, Rifle, Meeker, Montrose, Buena Vista, Woodland Park, Victor, Westcliffe & Silver Cliff, Ridgway, Lake City, Trinidad, Lamar, Elizabeth, Leadville, Wellington, Windsor and Central City.
The Colorado Main Street program is paid for in part by a History Colorado State Historical Fund grant.
 
MSALOGO_16COPROGRAM_RGB (1).png
Colorado Main Street is a Main Street America™ Coordinating Program. As a Main Street America™ Coordinating Program, Colorado Main Street is part of a powerful, grassroots network consisting of 45 Coordinating Programs and over 1600 neighborhoods and communities across the country committed to creating high-quality places and to building stronger communities through preservation-based economic development

Pledge Form


Pledge To Join

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