Corporate Governance for Cooperatives

CPE: 1 Credit Hour

Effective governance is the cornerstone of every successful cooperative. This session will explore key governance issues that cooperatives face—from the foundational steps of formation and drafting organizational documents to the ongoing responsibility of maintaining accurate records and documenting board meetings. Attendees will gain a practical understanding of how strong governance practices protect the cooperative’s integrity, ensure legal compliance, and support long-term success. The discussion will also highlight common pitfalls and the potential consequences of failing to adhere to legal and recordkeeping requirements.

Learning Objectives:
1. Acquire a basic understanding of cooperative formation and governing documents.
2. Gain insight into the importance of keeping accurate records of board meetings and cooperative activities.
3. Examine pitfalls and consequences of not following legal requirements.

Presenter and Moderator Bios

Presenter: Kevin Gray, Senior Vice President and General Counsel, Alabama Farmers Cooperative, Inc.

Kevin Gray is Senior Vice President and General Counsel of Alabama Farmers Cooperative, Inc. As AFC’s first in-house General Counsel, he leads the company’s legal, internal audit and corporate governance functions. Kevin acts as a strategic legal advisor to the executive team and board of directors and manages all of the day-to-day legal matters impacting AFC, its subsidiaries, joint ventures and cooperative system. He works extensively on joint ventures, mergers and acquisitions, financing and other significant business transactions. Kevin uses his leadership experience to mentor emerging leaders as an instructor in systemwide internal leadership development programs, sharing insights on governance, ethics, and strategic decision-making.

Prior to joining AFC in early 2020, Kevin spent over two decades in private practice in Huntsville, Alabama, most recently as a partner at Bradley Arant Boult Cummings LLP.  His primary practice areas included commercial real estate, commercial finance, mergers and acquisitions and complex commercial bankruptcy proceedings.

Kevin serves on the board for the North Alabama Boys and Girls Clubs where he is a member of the executive committee and was appointed by the Huntsville City Council to the board of directors for the Huntsville-Madison County Public Library. Kevin earned his BA from Lipscomb University in Nashville in 1992 and his JD from the University of Memphis Law School in 1996.

About Alabama Farmers Cooperative

Headquartered in Decatur, Alabama, Alabama Farmers Cooperative (AFC) is a federated cooperative comprised of 27 member-owned co-ops with more than 60 retail locations across Alabama, Southern Tennessee, and the Florida Panhandle. Founded in 1936 as the Tennessee Valley Fertilizer Cooperative, AFC has diversified its operations to become one of the Southeast’s largest farmer-owned agricultural businesses. Guided by its values of family, integrity, perseverance, and stewardship, AFC goes beyond providing resources and services, striving to make a lasting difference in the communities it serves.

Moderator: Wayne Sine, CPA, MBA, Education Director, National Society of Accountant for Cooperatives

After retiring as Tax Director of a regional supply cooperative on the East Coast, Wayne Sine was asked to serve as Education Director for NSAC. As an active and long-term member of NSAC, Wayne previously served as Chair of NSAC’s Tax Committee, President of the Atlantic Chapter, and was a recipient of NSAC’s Silver Bowl Award. In addition to his work with NSAC, Wayne has also served on the Legal, Tax, and Accounting (LTA) Committee of the National Council of Farmer Cooperatives, Chaired the Tax Committees for both the Virginia Chamber of Commerce and the Virginia Manufacturers Association, served on the Tax Policy Committee of the Virginia Society of CPAs, and served as Region Vice President for Tax Executives Institute.