Brewers Association

Legal Considerations

Consult an Attorney

Before you can begin collecting dues and doing business as a guild/association, there are federal and state registration requirements you must follow to obtain tax-exempt status. Consulting an attorney on these issues is strongly recommended as requirements will vary from state to state.

Hint: Often there are craft beer enthusiasts, brewers, or others in the industry that also have a legal background.

Paperwork

  • Mission: What's the guild's purpose? Promotional purposes, advocacy in state politics, education, or a combination? : Sample Mission Statements
  • Bylaws: this document spells out how business will be conducted by the guild/association, the size and election of a board of directors, and how the guild/association will be funded. : MN, NC, OR, PA, TN, and San Diego Brewers Guild's bylaws
  • Articles of Incorporation: : MN, NC, WI
  • Insurance for the board: resources to come...
  • IRS Non-Profit Status:   : 501(c)6 : details and form

Initial Paperwork

First, you must obtain a Federal Employer Identification Number (EIN), even if you will not have any paid staff. This is like a Social Security Number for your guild/association. Banks require an EIN for setting up an account. You can file form SS-4 online at www.irs.gov.

Most brewers guilds/associations fall under section 501(c)6 of the Federal Tax Code. This is the designation for trade associations and business leagues. While online filing for your EIN, download Publication 557: Tax-Exempt Status for Your Organization. It will contain information and forms required for obtaining 501(c)6 status. 

For more info on nonprofits, here's a helpful outline: "Things a U.S.-based nonprofit must (and must not) do."

Next, you will want to check with your state's Attorney General's office/Department of State to find out any particular state requirements.

Other documents you will need to file are your Articles of Incorporation, and the association bylaws. This document spells out how business will be conducted by your guild/association, the size and election of a board of directors, and how the guild/association will be funded.

In your association bylaws, it is important to include specific information for each class of membership; that is, an unambiguous definition of the class that enumerates the class criteria and spells out voting rights. More on membership on the Dues/Membership page.

Again, the advice of an attorney with respect to these issues is essential.

Taking Minutes to Protect Organization

The purpose of taking minutes is to protect the organization and the association members who participate in the meeting. The minutes are not intended to be a record of discussions, nor serve as a newsletter for the organization. Minutes should be kept as brief as possible, and should only reflect action taken at the meeting. Read helpful guidelines here.

Compliance with Antitrust Laws

In addition to making sure that your guild/association receives tax-exempt status, your guild/association must comply with the antitrust laws, which consist of federal and, potentially, state laws. Generally speaking, the antitrust laws encourage appropriate collaborative efforts (such as a brewers guild/association) to promote products, exchange innovative ideas, and attempt to influence government policy.

Nevertheless, the antitrust laws generally forbid conduct among competitors that unreasonably restrains trade. In the guild/association setting, members should avoid any conduct that might lead to an inference on which members have agreed to set terms. These would be competitively-significant items such as prices, discounts, rebates, output, credit terms, customer allocations, boycotts of customers or distributors, and the like. This is because guild/association members are likely to be competitors with one another, and agreements among competitors of these types could lead to serious antitrust liability.

If any guild/association activities involve sensitive, competitively significant topics like those described above (price, discounts, etc.), members should refrain from addressing those topics without prior approval from an attorney. Guild/association members must exercise common sense when participating in meetings or other guild/association activities to avoid any perception that the guild/association is engaged in conduct that could run afoul of the antitrust laws.

The Illinois Craft Brewers Guild has graciously shared their comprehensive Antitrust policy for other guilds to reference:

ICBG Antitrust Compliance Policy

Monthly Legal Briefs

Find out what is happening locally and nationally in the Monthly Legal Briefs. This comprehensive summary can be found in our Government Affairs section.

This is a great resource for draught installers, wholesalers and retailers and covers topics that include line cleaning, draught system components and design, gas dispense and balance, and proper pouring and sanitation. For a quick reference and easy to print pages visit the wiki-format website DraughtQuality.org or order printed copies.