Affiliated Foods, Inc., A Corporation - Page 41




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              That patronage dividends are somehow different from                     
         transaction-specific price reductions was recognized well before             
         Congress codified the definition of a patronage dividend in 1962.            
         The difference was recognized by courts overseeing legislative               
         price regulation in fields in which cooperatives operated.  In               
         1950, the U.S. Court of Appeals for the Third Circuit held that a            
         purchasing cooperative cannot use its cooperative status as a                
         shield against State Fair Trade Laws prohibiting price reductions            
         at the time of sale.  Sunbeam Corp. v. Civil Serv. Employees’                
         Coop. Association, 187 F.2d 768 (3d Cir. 1951).  Also in 1950,               
         the California District Court of Appeals held that the provisions            
         of the California Corporations Code that permit a cooperative                
         corporation to distribute its earnings to its shareholder-patrons            
         are paramount to the provisions of the California Alcoholic                  
         Beverage Control Act that prohibit sales of liquor at less than              
         posted prices and secret rebates.  Certified Grocers v. State Bd.            
         of Equalization, 223 P.2d 291 (Cal. Dist. Ct. App. 1950).                    
              A categorical difference between patronage dividends and                
         transaction-specific price reductions had been recognized by                 
         commentators.  See, e.g., Packel, supra at 217 (“It is important             
         to distinguish a price reduction, given at the time of the                   
         transaction, from a true patronage dividend.”); Bunn, Consumers’             
         Co-Operatives and Price Fixing Laws, 40 Mich. L. Rev. 165, 173               
         (1941) (“The truth is that a patronage dividend is not a price               







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