Benefit Corporation Report for Year 2012
Knowwhereyourfoodcomesfrom.com, Inc. came into existence on April 2, 2012 when the New York State Department of State (Division of Corporations and State Records) issued a filing receipt noting its “Exist Date” as of April 2, 2012. Pursuant to its Certificate of Incorporation, knowwhereyourfoodcomesfrom.com, Inc. is “a benefit corporation;”
Pursuant to the New York Business Corporation Law Sec. 1708(a), a benefit corporation must deliver to each shareholder an annual benefit report and pursuant to Sec. 1708(d) deliver a copy of the benefit report for filing to the Department of State for filing. Pursuant to Sec. 1708(c), a benefit corporation must post its most recent benefit report on the public portion of its website.
This Benefit Report for Year 2012 for knowwhereyourfoodcomesfrom.com, Inc. has been prepared by its incorporator, Frank W. Barrie. As of the date of the preparation of this report, knowwhereyourfoodcomesfrom.com, Inc. has no shareholders. The incorporator, Frank W. Barrie, is the President and Secretary of the benefit corporation pursuant to organizational meeting resolutions dated August 22, 2012.
II. Process and rationale for selecting the third party standard used to prepare the benefit report
The mission of knowwhereyourfoodcomesfrom.com, Inc. conforms to the mission statement set forth on the website www.knowwhereyourfoodcomesfrom.com, i.e., to promote local agriculture by encouraging consumers to eat locally grown foods, which are produced in a sustainable and healthy way, or “organically” grown, so as to preserve and support small farm economies and to ensure a healthy environment for future generations. The Benefit Corp Information Center (www.benefitcorp.net) provides guidance on selecting a third party standard. Utilizing this guidance, the third party standard to assess the social and environmental performance of knowwhereyourfoodcomesfrom.com, Inc. was selected. Food Alliance (www.foodalliance.org) provides comprehensive third-party certification for social and environmental responsibility in agriculture and the food industry.
The voluntary, third-party certification program of Food Alliance is based on these six principles:
1. Protect, conserve and enhance soil, water, wildlife habitat and biodiversity;
2. Conserve energy, reduce and recycle waste;
3. Reduce use of pesticides and other toxic or hazardous materials;
4. Maintain transparent and traceable supply chains;
5. Support safe and fair working conditions;
6. Guarantee food product integrity, with no genetically engineered or artificial ingredients.
III. Ways in which the benefit corporation pursued general and specific public benefit during the year and the extent to which general public benefit was created
The benefit corporation was created in order to operate the website www.knowwhereyourfoodcomesfrom.com. This website has three major directories, organized geographically, to provide information on (1) farmers markets, (2) community supported agriculture (CSA) farms, and (3) farm to table restaurants committed to the use of local foods. Under each of these three categories, the website has a page for each state of the United States and each province of Canada. This information has been made available at no cost to visitors to the website thereby conferring a “general public benefit.”
The website has also posted the following specific articles/items in the period, April 1, 2012 to December 31, 2012 (also at no cost to visitors to the website):
(1) A book review of Wendell Berry’s Jayber Crow, A Life on the River (4/2/2012);
(2) A recipe for yogurt cheese and corn muffins (4/6/12);
(3) A book review of Michael Pollan’s Food Rules, the New Illustrated Edition (5/1/12);
(4) A recipe for bean burgers (6/3/12);
(5) A movie review of Brunswick, A Portrait of a Farmer and the End of Rural Life (7/1/12);
(6) A restaurant review of Lobster Cove Market & Restaurant, fresh and local summertime dining in Rockport (Cape Ann), Massachusetts (7/11/12);
(7) A news report, “FDA directed to take action on unsafe use of antibiotics in animal feed (8/1/12);
(8) A book review of Thich Nhat Hanh’s Savor, Mindful Eating, Mindful Life (9/5/12);
(9) A restaurant review of Ten Tables in Boston’s Jamaica Plain neighborhood (9/18/12);
(10) A restaurant review of Bistro Les Gras, farm to table dining in Northampton in Massachusett’s Pioneer Valley (10/1/12);
(11) A news report, Soil from Germany & Denmark imported by Hong Kong organic growers (10/6/12);
(12) A restaurant review of Marigold Kitchen in Vermont, a pizzeria serving pizzas utilizing fresh and local ingredients (11/5/12);
(13) A restaurant review of Farmhaus, a farm to table restaurant in St. Louis, Mo (11/26/12);
(14) A news report, “Strong U.S. presence at 2012 global meeting of Slow Food/Terra Madre.”
The website has also freely provided information on the following topics:
(1) Food Co-ops;
(2) Sources for the following local foods: cheeses, honey, pasture raised meat and yogurt;
(3) Fair traded tropical foods: coffee, tea and chocolate;
(4) Employment opportunities related to “meaningful food work” by providing links to (1) www.goodfoodjobs.com, (2) Northeast Organic Farming Association, www.nofa.org; and (3) the Greenhorns, http://thegreenhorns.wordpress.com; and
(5) Gardening topics including community gardens, home food preservation, container gardening, gardening tips and edible garden design/install.
The content appearing on the website www.knowwhereyourfoodcomesfrom.com is in harmony with the six principles of the Food Alliance certification program delineated above.
Small ads appearing on the website during April 1, 2012 to December 31, 2012 have promoted the following organizations/entities (at no cost to these organizations/entities):
(1) Native Seeds, www.nativeseeds.org,
(2) the documentary, Brunswick, www.brunswickfilm.com,
(3) Equal Exchange, www.equalexchange.coop,
(4) American Farmland Trust, www.farmland.org, and
(5) Hawthorne Valley Farm, a biodynamic farm, http://hawthornevalleyfarm.org.
These 5 organizations/entities reflect principles in harmony with the six principles of the Food Alliance certification program delineated above.
IV. Any circumstances that have hindered the creation by the benefit corporation of general or specific public benefit
On December 2, 2009, Frank Barrie, filed an application for registration on the Principal Register of the United States Patent and Trademark Office of the mark consisting of the earth with North America and South America outlined by use of fruit and vegetable shapes appearing in blue and white and the words “know where your food comes from.com” appearing in black with “your food” in bolder black lettering. These words circle clockwise around the top with a long directional arrow circling counterclockwise around the bottom. Integrated Management Information, Inc. opposed registration of this mark on the ground of priority and likelihood of confusion. Litigating this matter consumed much time and energy. Success was achieved with and an Order dated January 22, 2013 by the Trademark Trial and Appeal Board, Opinion by Administrative Trademark Judge Zervas dismissing the opposition (Opposition No. 91195943).
Focus may now return fully to the creation by the benefit corporation of public benefit rather than defending against a meritless claim in a complicated litigation.
V. Assessment of the performance of the benefit corporation
In the period April 1, 20112 through December 31, 2012, the website, www.knowwhereyourfoodcomesfrom.com had the following traffic from visitors:
|Average Visit Duration:||01:50|
The geographic source of visitors:
VI. Compensation paid by the benefit corporation during the year to each director in that capacity
VII. The name of each person that owns beneficially or of record 5% or more of the outstanding shares of the benefit corporation:
The benefit corporation has not yet issued any stock.
Dated: February 1, 2013