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Co-op Law & Practice CLE

Thursday, June 21, 2018 | 9:00 a.m. to 5:00 p.m.

University of Dayton School of Law
Mathias H. Heck Courtroom, Keller Hall

300 College Part Ave., Dayton OH 45469
U of D Parking Lot S1 (Corner of Brown and Stewart Streets)

The cost for this CLE is $175.

Attendees may apply for a discount or scholarship to attend this program based on financial hardship. This discount applies to the educational portion of the program only. Applications will be assessed on a case by case basis. Members of worker-owned cooperatives and their boards of directors may also apply for discounted rate of $20; limits apply.

Registration prior to Tuesday, June 19, 2018 is required. Attendance is limited to the first 60 registrants. Full details below the form.

Attorney Registration #:
Firm / Agency:
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***Links to pay for registration via PayPal will be provided on the confirmation page after submitting this form.***

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Advocates for Basic Legal Equality, Inc. (ABLE) is offering training on cooperative law for legal aid attorneys, co-op practitioners, private attorneys interested in collaborating with co-op advocates, accountants, cooperative worker-owners, business brokers, social investors, and lending institutions.

This training aims to equip local attorneys and advocates to advance ABLE's community economic development practice, which aims to promote the growth of a resilient, just local economy in the Dayton metro area and beyond, providing legal services to low-income entrepreneurs, immigrant and minority communities, community-based businesses and those considering launching their own businesses, and nonprofit organizations. 

All requests for discounts or scholarship must be received by June 10, 2018. For more details, please contact Jacqueline Radebaugh at

Program Co-chairs:
Jacqueline Radebaugh | ABLE
Eric Britton | Shumaker, Loop & Kendrick, LLP

Sponsored by: 


CLE Credit Hours

We have applied for 5 hours of CLE credit, which is pending approval from the Supreme Court of Ohio.


8:30 - 9:00


9:00 - 9:10

Welcoming Remarks | Jacqueline Radebaugh

9:10 - 10:00

New Co-ops 101 | Eric Britton 

  • Social history background to cooperatives
  • Legislative background
  • Principles from original English cooperatives
  • Values, vision, mission, goals, and strategies
  • Rights and responsibilities of co-op membership

10:00 - 10:50

Co-op Entity Formation | Carolyn Eselgroth

  • Legal Structures
  • Taxation
  • Dangers and benefits of co-op practice and
    501(c)(3) entity collaboration and partnership

10:50 - 11:00


11:00 - 11:50

Co-op Management & Strategic Planning | Deborah Olson

  • Hiring and employment policies
  • The union's place in the cooperative model
  • Group decision making and strategic planning
  • Cooperative management oversight

11:50 - 12:10


12:10 - 1:15

Lunch (provided)

1:15 - 3:15

Practitioners Panel
Moderators: Lela Klein, Eric Britton
Panel: Deborah Olson, Clark Arrington, Carolyn Eselgroth, Jeff Harr

  • Incubator model vs. conversions (including property
    acquisition and third-party contracts)
  • What can go wrong, consensus process and facilitation,
    and conflict resolution policies
  • Practical scenarios discussion

3:15 - 3:30


3:30 - 4:30

Co-op Lending & Non-Extractive Financing and Co-op Organization Documents | Clark Arrington

  • Types of financing available for cooperatives
  • Preferred stock model and non-extractive financing
  • Equity funds, venture capitalists, and business brokerage relations
  • Cooperative equity transactional drafting considerations

4:30 - 4:45


4:45 - 5:00

Closing Remarks | Matthew Currie

About the Presenters

Jacqueline R. Radebaugh, Esq.

Jacqueline Radebaugh is an advocate with ABLE in Dayton, Ohio. She represents low-income, women and minority entrepreneurs, delivering transactional legal assistance to their small businesses, cooperatives, not-for-profit organizations and community groups. Ms. Radebaugh recently obtained her LLM from the University of Texas at Austin, where she was a student in the Entrepreneurship and Community Development Clinic and received the Pro Bono Beacon Award for her engagement in pro bono projects in south Texas, particularly with immigrants and youth with disabilities. She is originally from Brazil, where she obtained her first law degree and practiced corporate tax law for five years, after which she engaged in post-graduate research and received graduate degrees in Sociology of Religion & Society and Public Law from the Pantheon-Sorbonne University. As in-house counsel for a major French union, she advised hundreds of not-for-profit organizations in French civil and administrative law and advocated for Human Rights at the European Parliament. Ms. Radebaugh is licensed to practice law in Texas and Sao Paulo, Brazil.


Eric D. Britton, Esq.

Eric Britton is a partner at Shumaker, Loop & Kendrick, LLP, with extensive experience on cooperative law. He represents employers and plan trustees on ERISA compliance and benefit plan design matters and has substantial expertise in employee stock ownership plan (ESOP) transactions.


Carolyn Eselgroth, Esq.

Carolyn Eselgroth has practiced law for more than 20 years, assisting with governance, contractual needs, and mergers and acquisitions of agricultural cooperatives, agricultural trade associations, check-off organizations, non-profit organizations, and a variety of farm and other businesses. She also works with landowners on real property leases, purchases, and sales. A native of Ross County, Ohio, Ms. Eselgroth grew up doing chores at the family dairy farm and participating in 4-H. Prior to her legal career, she was an associate editor of Ohio Farmer magazine and served on the board of the American Agricultural Editors' Association. During law school, Ms. Eselgroth interned with the USDA Office of General Counsel in Washington, D.C. She is a member of the Ohio State and Columbus bar associations. She currently serves on the Ohio 4-H Foundation board and the Congregation Council of All Saints Lutheran Church.


Deborah Olson, Esq.

Deborah Olson has specialized in creating and advising employee-owned companies and many types of cooperatives. Her mission is to help people and companies by providing tools using broad equity ownership to grow sustainable businesses and communities. Through ESOPs (Employee Stock Ownership Plans), cooperatives, and other structures, she represents sellers, buyers, companies, trusts, unions, employees, and consumers. Ms. Olson has helped created a variety of worker and consumer owned cooperatives, provided employee ownership advice for a large number of unions or their members organized into buyout committees, and taught employee/board of director members and ESOP trustees (including union members) their duties, and union representatives how to successfully negotiate employee ownership.


Lela Klein, Esq.

Lela Klein is the co-founder and executive director of the Greater Dayton Union Co-op Initiative (GDUCI), an incubator for worker-owned businesses that broaden economic opportunities and strengthen blue-collar communities. She is also a board member and organizer with the Gem City Market project, which aims to bring a full-service cooperative grocery store to the food desert in Northwest Dayton, Ohio. Prior to co-founding GDUCI, Ms. Klein was general counsel of the IUE-CWA, a 45,000-member manufacturing union, where she led major strategic projects, advocated on behalf of working people, and created a mentorship program to foster leadership among young manufacturing employees. She was also an organizer and later an attorney with the Service Employees International Union (SEIU). After witnessing the destructive impact of the global recession on American workers, Ms. Klein returned to her hometown of Dayton, Ohio, in 2012 to use her legal and organizing training to build innovative, worker-centered solutions. She is thrilled to have been named a 2017 Echoing Green fellow, and she holds a JD from Harvard Law School. 


Clark A. Arrington, Esq.

Clark Arrington is an attorney and educator. He currently serves as legal counsel for The Working World (TWW). Prior to joining TWW he taught and practiced law in Africa. Mr. Arrington organized a master's degree program in CED at the Open University of Tanzania for Southern New Hampshire University, taught business law at Kampala International University-Dar es Salaam, and was a legal consultant to the African Development Bank in Tunisia. Prior to his African practice, he was chair, general counsel and capital coordinator for Equal Exchange, and on the boards of the ICA Group, the Social Venture Network and the Cooperative Fund of New England.


Jeffrey A. Harr, CPA

Jeffrey Harr has worked in public accounting since graduating from The Ohio State University in 1978. He spent the first nine years after graduation with an international public accounting firm before starting his own practice. He is currently a shareholder in BHM CPA Group, Inc., a public accounting firm established in Ohio in 1994 and he has been working with cooperatives since 1988. The firm employs approximately 65 people and works with 40 to 45 cooperatives primarily in Ohio, Michigan and Indiana. He also consults with other CPA firms around the country on tax and accounting issues impacting cooperatives and performs many peer reviews of other CPA firms in Ohio and other states. Mr. Harr is licensed as a CPA in Ohio and Michigan. He is a member of the Ohio Society of CPAs and serves on the Peer Review Board for Ohio, the American Institute of CPAs, the National Society of Accountants for Cooperatives, Pickaway County YMCA Board of Directors (past president), member of the board of director Sunrise Rotary Club (past president), a member of the board of directors of a community bank and a past member of the Circleville City Schools Board of Education (past president).


Matthew Currie, Esq.

Matthew Currie is a managing attorney with Advocates for Basic Legal Equality (ABLE). In his role, Mr. Currie oversees the firm's Housing and Community Economic Development practice. Mr. Currie has been an attorney with ABLE since 2005. During this time, he has successfully represented tenants and tenant associations in numerous housing matters, including the fair housing, equal access, due process and conditions cases. More recently, Mr. Currie has provided vital support to community groups and neighborhood activists interested in resilience and equity. This work includes efforts to open the Gem City Market, a multi-stakeholder cooperative grocery store in a Dayton food desert. He is a founding member and current president of the Greater Dayton Union Cooperative Initiative, a worker-owner business incubator inspired by the principles and structure of Mondragon to create an economy that works for everyone. Mr. Currie is an adjunct professor at the University of Dayton School of Law, where he developed and will teach a Social Justice Law Capstone course. Mr. Currie graduated from Vermont Law School with a J.D. and a Master of Studies in Environmental Law.

About ABLE

Advocates for Basic Legal Equality, Inc. (ABLE) is a nonprofit regional law firm that provides high quality legal assistance in civil matters to help eligible low-income individuals and groups in western Ohio achieve self-reliance, equal justice, and economic opportunity. With the objective of supporting and promoting low-income individuals' participation in and benefit from development within their own communities, ABLE is committed to providing technical and legal support for low-income entrepreneurs beginning or struggling to maintain a small business, particularly focusing on historic gaps in legal counsel to low-income and minority small business owners and institutionalized barriers to success. ABLE serves 32 counties in western Ohio from offices in Dayton, Defiance, and Toledo.

Community Enterprise Legal Assistance (CELA) is a community economic development initiative of ABLE. CELA aims to facilitate economic empowerment in low-income and minority populations, bringing wealth to communities, creating jobs, and broadening economic equality across racial divides.

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