A Legal “Brain Trust” for Ecovillagers
By Joel Rothschild of the Ecovillagers Alliance
I grew up on the West Coast, among over-educated flower children who taught me that I can do anything, as long as I believe in it. I carried this spirit into adulthood, but moving to Washington, DC sobered me up a bit. DC is, after all, a monument to the belief that I can do anything, as long as it’s permitted, or as long as I have the money for lobbyists and lawyers.
As a budding community land co-op organizer, I traveled from DC to meet an elder, someone whose organization had done inspirational things with cooperative finance — just the sort of people power the Ecovillagers Alliance seeks to emulate! Something I was dying to know was, how had this organization’s feat of grassroots cooperative finance managed to be legal? The answer, delivered with a wink was, “I like to think of what we’ve done as pre-legal.” It should be legal, and by the light of such pioneers perhaps one day it will be. But for now, pre-legal, which is to say not legal.
I came home feeling conflicted. I shared this elder’s view that the official obstacles to cooperative investment do less to prevent fraud than to prevent any meaningful revolution in the status quo of wealth and power. To say we don’t need Wall Street and we don’t need the state’s permission to pool our money and buy land for community — how beautifully radical! But I looked around at my fellow organizers back in DC: people of color, single moms, small food business entrepreneurs, empty-nesters fighting gentrification, young people fighting student debt. How many of us could survive a lawsuit, or an expensive regulatory action, if it bankrupted our community land co-op?
It isn’t academic or alarmist to worry that collectively-owned property could face legal risk. It has happened too often to recount. For every “pre-legal” innovation I’ve heard touted by its inventors with due pride, I’ve heard a resident describe how their community was nearly torn to pieces when its legal foundation eventually proved weak, controversial, or an easy target for unfriendly authorities.
The Ecovillagers Alliance exists to help lead a social movement. We therefore carry a strategic responsibility and a moral responsibility. The strategic responsibility is to not only facilitate communities’ transformation, but to ensure the transformation can be passed to future generations and to other communities aspiring to follow. The moral responsibility is what we owe the most vulnerable among us: that they should not be excluded or jeopardized just because they lack the safety net to survive a collapse of what we build.
When we take extra steps to ensure our community land co-ops have the legal protection of a real estate investment co-op, and that in turn our REIC will not become the target of securities regulators, we are standing up to protect our fellow community members who could lose all of what little an unjust history gave them. We are standing up for our children, that they should receive a stable foundation to build upon further. And we are frankly owning that this is revolutionary work.
When Revolution Means Doing Your Homework
The nation’s laws were written for individual and corporate private ownership of our neighborhoods, not for grassroots cooperative ownership. What we’re doing, organizing community land co-ops, is a challenge to the status quo. The status quo will find ways to challenge us in return.
Anything revolutionary in this country has been taken down either by assassination or by legal process on points people had thought to be trivial.
I hope those words will tell you we have the right lawyers. I overheard them during one of the check-ins I sit on, between Ecovillagers Alliance servant-leaders and the “Brain Trust.” They resound with a sober awareness of what it takes for system-changing work to have an impact that lasts, that isn’t reversed and erased by the mundane machinery of established power.
This sober awareness, backed by decades of professional expertise, is what makes the Ecovillagers Legal Brain Trust so exciting and so important. It could lead to impact that lasts, and spreads, like nothing we’ve seen in cooperative community land for generations.
In future updates, I look forward to describing specific questions, answers, and strategy coming from this team to empower the success of community land co-ops. For now I want to begin introducing the people themselves, who are our greatest strength of all.
Introducing the Ecovillagers Legal Brain Trust
In addition to the Ecovillagers servant-leaders (and don’t forget, anyone can volunteer to be one!), this work is powered by EVA’s outside special counsel, the firm Gilmore Khandhar, LLC, who in turn coordinate a growing network of legal minds volunteering place- and subject-based expertise to the cause.
Because much of Ecovillagers Alliance’s budget goes to enable us having outside special counsel in the first place, everyone should know who they are and what responsibility they’ve assumed on the movement’s behalf. Here’s how they describe it:
Ecovillagers Alliance (“EVA”) has engaged Gilmore Khandhar, LLC to serve as outside special counsel in the development and launch of the Ecovillagers Cooperative (“EVC”), a real estate investment cooperative to be domiciled in and initially focus on the Mid-Atlantic Region (DC, DE, MD, NJ, NY, PA, VA).
The planning and establishment of EVC is exciting and presents many challenging legal and regulatory issues. As outside special counsel, Gilmore Khandhar, LLC, will oversee and manage all key legal matters related to organizing and formalizing EVC during the period of this engagement. These matters will include:
• Addressing compliance with federal and state securities and other investment and real estate-related regulations,
• Identifying the best entity structure and domicile choices and assisting with drafting of foundational documents and formalization of the EVC,
• Creating agreements to formalize the relationships between EVA, EVC, and future anticipated local partners,
• Creating a process to field legal questions from EVA participants during the engagement as outside special counsel.
Finally, as outside special counsel, Gilmore Khandhar, LLC will be responsible for identifying and coordinating legal counsel and legal resources to address additional legal needs related to EVC, in consultation with EVA. Gilmore Khandhar, LLC, will also assist EVA to assemble a pro bono legal team with subject matter expertise in practice areas such as cooperatives, impact investing, and real estate, as part of a legal strategy for EVC to transition into after this engagement.
Gilmore Khandhar, LLC’s engagement as outside special counsel will end with the filing of documents to formally launch EVC, sometime in 2019.
I find the last two paragraphs the most exciting. After many years’ work, we could have a real estate investment co-op for community land co-ops ready to incorporate in mere months. Only it doesn’t end there. As new Ecovillagers Cooperative members explore possibilities for investment and self-governance, and new community land co-ops explore possibilities for buildings and operations in different cities and states, the questions and challenges will keep on coming. And we will have a whole team of experts in place to meet them.
Dorcas R. Gilmore, Principal, Gilmore Khandhar, LLC
Dorcas Gilmore has more than a decade of experience representing local, regional, and national economic equity initiatives. She has served in a general counsel capacity for a range of nonprofit, for profit, and hybrid organizations and is currently editing a book for lawyers on investment for economic and social impact.
More about Dorcas: Dorcas R. Gilmore, Esq. is a founding principal of Gilmore Khandhar, LLC. She is an advocate and consultant on issues of leadership, racial equity, and community lawyering. Dorcas currently directs the Small Business & Community Equity Development Clinic at the University of Maryland Carey School of Law.
Previously, she taught community economic development and supervised student attorneys as a Visiting Associate Professor at George Washington University Law School and Visiting Practitioner in Residence in the Community & Economic Development Law Clinic at American University Washington College of Law. Before law teaching, she was an Assistant General Counsel for the NAACP representing the national office and its over 1,000 local and state affiliates. Dorcas focused her advocacy work on economic and environmental justice. She began her legal career as a Skadden Fellow & Staff Attorney at the Community Law Center, Inc. creating a Youth Entrepreneurship Initiative to provide business legal services to youth-led businesses, organizations, and social ventures and an Equitable Development Project to assist communities in developing and negotiating community benefits agreements. She was a Gilbert & Jaylee Mead Public Interest Scholar at the University of Maryland School of Law. Prior to law school, Dorcas provided workforce development training in the Dominican Republic as a part of the national government’s Presidential Plan Against Poverty.
Dorcas is co-founder of Baltimore Activating Solidarity Economies. She is the Chair of the Community Economic Development Committee of the American Bar Association’s Business Law Section. She serves on the Board of Directors of the National Black Worker Center Project and Coordinating Committee of the Baltimore Black Worker Center. Dorcas is an Advisory Board member of the Sargent Shriver National Center on Poverty Law’s Racial Justice Institute. During and since the Baltimore Uprising, she has been a co-founder of the Baltimore Action Legal Team and Steering Committee member for the Law for Black Lives.
Parag Rajendra Khandhar, Principal, Gilmore Khandhar, LLC
Parag Khandhar has two decades of experience in structuring, advising, and providing technical assistance to cooperative enterprises and nonprofit organizations. He currently teaches about and advises economic democracy efforts regionally through his roles with the Keystone Development Corporation and Baltimore Roundtable for Economic Democracy.
More about Parag: Parag Rajendra Khandhar, Esq. is a founding principal of Gilmore Khandhar, LLC. He is dedicated to building a resilient, radically inclusive economy centering upon principles of race and social equity, sustainability, and valuing people and the planet over profit. He is a law school clinical educator, currently teaching in the Small Business and Community Economic Development Clinic at George Washington University Law School. Parag was a Clinical Teaching Fellow in the Community Development Clinic of the University of Baltimore School of Law where he supervised teams of law students and represented grassroots groups, community-based enterprises, and solidarity economy initiatives such as cooperatives and food sovereignty projects.
Prior to the fellowship, Parag was the Housing & Community Justice Staff Attorney at the Asian Pacific American Legal Resource Center in the DC Metro Area, where he represented and organized with tenants in DC Chinatown, Asian seniors in Maryland, and many other groups. Parag was a Public Interest / Public Service Scholar at the American University Washington College of Law.
Parag is a co-founder of Baltimore Activating Solidarity Economies (BASE) and the Asian American Solidarity Economies Network (AASE). He serves on the advisory boards of Impact Hub Baltimore and the Baltimore Roundtable for Economic Democracy (a non-extractive loan fund and technical assistance provider to cooperative owned and managed projects in Maryland). Parag is a Board of Directors member of the Keystone Development Center. He is also a facilitator-participant in the Law and Social Change Jam.
Prior to law school, he worked for 10 years in NYC with Asian and immigrant communities in direct and emergency relief services after September 11th, data advocacy, technical assistance, and managing a community arts space.
Now on to the rest of the “Brain Trust.” These are just the first to join — we look forward to welcoming more voices and troves of expertise over the months and years to come — but these legal clinicians, researchers, and pioneers set Ecovillagers on the best imaginable foot forward.
Clark Arrington, General Counsel, The Working World
Clark Arrington has decades of experience with cooperative law, including work with the Southern Federation of Cooperatives, the ICA Group, and as General Counsel with Equal Exchange. Mr. Arrington is currently very involved with structuring The Working World’s national financial cooperative and supporting other impact investment and investment equity projects in the United States.
More about Clark: Clark R. Arrington is an experienced attorney and educator who has supported socially responsible businesses around the world. He currently serves as General Counsel for The Working World and lives in Philadelphia PA. Prior to joining The Working World he taught and practiced business law in Tanzania and Tunisia. He organized a Master’s Degree Program in Community Economic Development at the Open University of Tanzania on behalf of the Southern New Hampshire University, taught business law at the Kampala International University-Dar es Salaam, served as Special Counsel to Mkono & Co Advocates and served as a Legal Consultant to the African Development Bank in Tunisia. Before venturing to Africa, he served as Chair, General Counsel and Capital Coordinator of Equal Exchange, Inc. He also served on the boards of the ICA Group, the Social Venture Network and the Cooperative Fund of New England.
Barbara Bezdek, Professor of Law, University of Maryland Carey Law School
Barbara Bezdek has significant expertise in real estate law, housing cooperatives, and worker cooperatives, and regional expertise in Maryland and Washington D.C. She has dedicated her recent work to teaching about and supporting community land trusts as a viable tool for maintaining housing affordability.
More about Barbara: On the law faculty at the University of Maryland since 1988, Professor Barbara Bezdek combines her interest in the legal foundations of social change with courses designed to help students link theory and practice. Prior to joining the Maryland faculty, she worked as a public interest attorney in Washington, D.C., where she represented neighborhoods, tenant associations and housing cooperatives and litigated cases related to public health & safety and corporate responsibility.
Professor Bezdek’s scholarship and teaching explore ways to expand legal opportunities and practical capabilities of disenfranchised communities to participate politically and economically in the public-private redevelopments that impact them. Her most recent publications examine public interests and community claims in urban redevelopment projects. Her proposal, Putting Community Equity in Community Development: Resident Equity Participation in Urban Redevelopment, was published in Affordable Housing and Public-Private Partnerships, Malloy & Davidson, 2009.
Professor Bezdek was named a U.S. Fulbright Distinguished Lecturer in Law in 2010–2011, which enabled her to teach land use, law and community rights in economic development, at the Shanghai University of Finance and Economics, and lecture in many cities throughout the People’s Republic of China. She was a founder and board chair of the Faith Fund Inc., a community development loan fund formed by an interfaith consortium in Central Maryland to address the credit needs of local housing and facilities developers.
Susan Bennett, Professor of Law, American University Washington College of Law
Susan Bennett has significant expertise with community economic development law, community lawyering, and housing cooperatives. She has experience with the Tenants Opportunity to Purchase Act and representing housing and investment cooperatives in the District of Columbia and Maryland.
More about Susan: Susan D. Bennett founded and directs the Community and Economic Development Law Clinic, through which students provide transactional representation to non –profit organizations, small businesses, and affordable housing cooperatives in under-served neighborhoods in D.C. and the metro area. Before coming to WCL, she specialized in housing and consumer litigation at the Maryland Legal Aid Bureau.
Professor Bennett holds expertise in community economic development, nonprofit organizations, poverty law, civil legal services for poor people, public interest law, and federal housing law and programs. She received a Fulbright Senior Specialist award to consult during the summer of 2013 with the Facultad de Derecho of the Universidad Católica de Chile in Santiago concerning the development of its small business clinic, the Clínica Jurídica en PYMES.
Professor Bennett is the author of numerous articles, including “On Long-Haul Lawyering,” in the Fordham Urban Law Journal, and “No Relief But Upon the Terms of Coming Into the House: Controlled Spaces, Invisible Disentitlements, and Homelessness in an Urban Shelter System,” in the Yale Law Journal. She has published articles in the Clinical Law Review concerning ethics in community development practice and problem-solving in ill-structured community development settings. She co-authored the text, Community Economic Development Law: A Text for Engaged Learning. She has served as a member of the Editorial Board of the Clinical Law Review since 2016.
Professor Bennett is a member of the D.C. Bar’s Pro Bono Committee, the Advisory Board for the D.C. Interpreter Bank, and the steering committee of the D.C. Reduced Fee Lawyer and Mediator Referral Service (“DC Refers”). She co-chaired the D.C. Bar’s Section on Courts, Lawyers and the Administration of Justice from 2016–7 and served on its Steering Committee from 2014–2017. From 2007–2010 she served on the American Bar Association’s Commission on Homelessness and Poverty. She served as member, secretary and co-chair of the board of directors of the National Law Center on Homelessness and Poverty.