Matchmaker, Matchmaker, Find Me A Lawyer
Legal Food Hub pairs farmers and food entrepreneurs with volunteer attorneys.
BY LISA ZWIRN
Kate Kerivan, owner of Bug Hill Farm in Ashfield, Massachusetts, grows berries organically; makes fruit syrups, sauces and preserves; and manages the farm and area woodlands in ways to preserve the wildlife habitat. Her primary concern these days, however, is personal.
“I’m a single owner of a farm who is aging,” says the 69-year-old, who acquired the property a little over 10 years ago. Kerivan has been looking for a buyer who will allow her to remain on the farm and “work as much as the new owners will let me,” she says. “It’s a problem. Aging farmers don’t really want to go anywhere else. I love it here.”
In late 2014, at an informational workshop in Greenfield, Kerivan learned of the Legal Food Hub (aka the Hub), an organization that could link her to free legal help for succession planning. Through the Hub, she was introduced to attorney Richard Cavanaugh, of Common Grow in Petersham, who helped Kerivan understand her options and will negotiate a future sale on her behalf. “If it’s helping folks who are striving to grow better-tasting food that is better for us, I’m happy to do it,” he says.
The Legal Food Hub, launched in June 2014, is a project of the Conservation Law Foundation, a New England environmental advocacy organization. By arranging free legal services for farmers, food entrepreneurs and related organizations, the Hub satisfies its mission of fostering a sustainable, resilient and just food system throughout New England. In the spring of 2015, the Hub opened in Maine; it’s expanding to Rhode Island this fall and Connecticut in the near future, with plans to go national.
In practice, the Hub functions as a matchmaker, pairing attorneys (who volunteer their time and expertise) with small farms and food entrepreneurs who could never afford to pay high prices for legal services. “Farmers don’t have a lot of financial resources,” says Jennifer Rushlow, senior attorney and director of CLF’s Farm & Food Initiative. The same goes for food entrepreneurs starting a bagel, cookie, organic juice or tofu company, and other food and agriculture organizations such as the Boston Public Market, CommonWealth Kitchen and Southeastern Massachusetts Livestock Association. Legal needs include entity formation, purchase and sale agreements, leases, trademark registration, employment contracts and estate planning.
According to Rushlow, there are plenty of attorneys committed to doing pro bono work. Many are “passionate about the food system and helping farmers and small food entrepreneurs,” she says. “It’s something they care about. We don’t have to sell it.” Both CLF and the Hub are funded by grants and individual donors.
The matchmaking process starts with gatekeeper Annie Lemelin, an attorney and coordinator of the Hub. Lemelin receives a request, assesses the issues and determines whether the Hub can help. If the participant meets the eligibility requirements—they must satisfy the Hub’s definition of a farmer, food entrepreneur or farm/food organization, and there are caps on business and household income—she reviews the attorney network to make the most appropriate match. Most cases take an average of two weeks to place, although some can be almost immediate. In a little over two years, the organization has placed 151 cases (90 in Massachusetts; 61 in Maine). There are 92 law firms in the network, including solo practitioners and large international firms. The estimated value of pro bono legal services provided thus far is about $825,000 and over 1,900 attorney hours.
About half of the participants are farmers; the remainder is split fairly evenly between food entrepreneurs and other organizations. In Maine, the majority are small farms spread across the state, says Ben Tettlebaum, CLF staff attorney and coordinator of the Hub in Portland. “The number one legal issue is entity formation and that’s usually forming an LLC,” he says, referring to the beneficial ownership structure of a Limited Liability Company. Estate planning is another need, as are long-term lease arrangements, he says “especially for young folks who don’t have the money to buy a large tract of land.”
Jonathan Klavens and his Boston firm Klavens Law Group have been involved with the Hub from the beginning. “We’re a for-profit law firm with a strong environmental and social mission,” he says. “We’ve made a special exception for the [pro bono] work we’re doing [for the Hub] because we feel strongly about the need for the program for the farming and food community.” His firm has advised farmers on solar projects on their land and is working with an emerging food cooperative in Dorchester, assisting them in aspects of capital raising and real estate.
WilmerHale partner Joshua Fox, in Boston, says, “Our view is we have a responsibility to give back to the community.” Fox has worked with Fresh Food Generation, a food truck and catering business that serves low-income neighborhoods of Boston, providing advice on raising capital and structuring operating agreements for the owners. He also participated in a legal clinic offered at the Massachusetts Urban Farming Conference held at Northeastern University earlier this year.
Other Hub cases include:
- Adam Hirsh, founder of Exodus Bagels, whose 800-plus batches of bagels are gobbled up at Jamaica Plain’s Egleston Farmers’ Market every Saturday. Hirsh has been baking at CommonWealth Kitchen (another Hub participant) since January 2015. At the shared-use commercial kitchen, he says he received “good insight about navigating the food system,” including accessing legal help through the Hub. When looking for permanent space (if all goes as planned, Exodus Bagels will be in a new baking and restaurant location in Roslindale by the time this magazine hits the stands), Hirsh worked with Matthew Lynch, of Nixon Peabody, who negotiated and drafted a lease for the property and managed the lengthy restaurant permitting process. “Legal services are an important ingredient that would have been a stumbling block for us,” says Hirsh. “It was a huge savings.”
- Norumbega Cidery, a small producer of hard cider in New Gloucester, Maine, whose owner Noah Fralich needed assistance registering a trademark for his company and product. Attorney Rita Heimes, of Verrill Dana in Portland, helped Fralich through the process. “It was a really good fit because I had a single issue I needed to address,” says Fralich. “[The Hub] fills a need that small businesses, specifically agricultural businesses, can really use.”
- Farmer Geoff Kinder, co-founder of South Dartmouth’s nonprofit Round the Bend Farm, who also has his own animal husbandry business. He sells his pasture-raised pork, beef and lamb through a CSA program. The Hub matched Kinder with Beveridge & Diamond attorneys Marc Goldstein and Brook Detterman, who helped him form an LLC for his business.
- Maine tofu maker Jeff Wolovitz, who needed assistance with the purchase of a new tofu manufacturing facility in Rockport. “I had no idea how much was involved in a legal transaction like this,” says Wolovitz, owner of Heiwa Tofu. He worked with Portland, Maine, attorney Thomas Kelly, of Robinson, Kriger & McCallum. “If I didn’t get pro bono legal services, a lot of my questions would have gone unanswered,” he says.
- The Boston Public Market, which opened about a year ago, and contacted the Hub for help structuring the lease agreements required for each vendor. The market received assistance from real estate attorneys at Nixon Peabody.
CLF’s Rushlow explains that the Hub’s goal is essentially to help preserve local farmland and foodstuffs. “We’ve seen that the industrialized agricultural system we have is causing a lot of harm, including environmental damage, producing less nutritious foods and putting small producers out of business,” she says. “We’d like to see our food system become more sustainable, and New England is a model for this.”
Conservation Law Foundation Legal Food Hub