Article
I Name
Acticle II Address
Article III Purpose
Article IV Memberships
Article
V Definitions
Article
VI Officers and Council Members
Article VII Powers and duties of council members and officers
Article
VIII Committees
The exact name of the organization is: Flinthills Pagans Alliance, Inc.
ARTICLE II
The exact address of the organization is: 1016 Pierre St. Manhattan, KS 66502
The purpose of the organization is to engage in the following activities:
The Flinthills Pagans Alliance, Inc. organization is formed exclusively for religious, educational, and charitable purposes.
ARTICLE IV Memberships
Membership is open to any individual, including, but not limited to members
of any Tradition, Grove, Denomination, Circle Nest Temple, Hearth, Clan, Group,
or Church or those that follow a Solitary Path.
Section 1. Rights and Responsibilities
All members and representatives of the Flinthills Pagans are encouraged to support and participate in FHP programs and maintain the obligations to the organization; to become knowledgeable and wise in Paganism and its ways; to honor higher powers, and are expected to conduct themselves at all times in an ethical and appropriate manner and to apply themselves and their talents to individual and group acts that support and promote alternative religions and philosophies and their ideals. FHP expects its members shall represent these ideals in their daily lives and in all interactions. The good standing of any member of the organization may be challenged for violations of codes of conduct and ethics.
Section 2. Resignation
Any member may resign at any time by submitting a letter of resignation to the FHP Council.
Section 3. Removal
Members may be removed from membership at any time with cause by a majority of the vote of the FHP Council following the established procedures.
ARTICLE V Definitions
Section 1. Council Members
The term “Council Members” (Council) as used in these Bylaws means those established to direct the organization . As such, they are the corporate board for Flinthills Pagans Inc and are equivalent to a board of directors.
Section 2. Advisory Committee of the Council
An advisory committee of the Council is any committee appointed by the Council which consists solely of non-council members. Said committee is not a voting committee of the Council.
ARTICLE VI Officers and Council Members
Section 1. Enumeration
The officers of the organization shall be a president, vice-president, treasurer, secretary and such other officers as the council members shall elect. The council members may designate persons or groups of persons as sponsors, benefactors, contributors, advisors or friends of the organization or such other title as they deem appropriate: These will be non-voting members.
Section 2. Council Members
The initial council shall be those thirteen (13) persons named as council members by the originator of the organization. Thereafter, one third of the council members shall be elected at an annual meeting of the members. Each person wishing to be a council member must present two (2) Letters of Recommendation, one letter must be from a current or previous 1 council member. Each person running for council member must present their resume of current and previous activities for the organization. Except as hereinafter provided, the council members shall hold office until their term is complete or1 until their respective successors are elected.
An active council member must plan to attend all meetings. If unable to physically or via conference call attend a meeting, a member must either arrange for a substitute or give their proxy to another council member. If a member has more than one (1) unannounced and two (2) announced absences in a six (6) month period, they will be asked or expected to resign their active position. 1
Each council member shall be required to attend no less than two (2) Flinthills Pagans Alliance sponsored events per month. 1
Council members should have at least limited access to the internet on a regular basis. (Once a week). In addition, council members will be required to have one of the following means of contact, phone, answering machine, answering service, pager and three (3) emergency contacts. Only one (1) contact can be a current council member. 1
Section 3. Officers
The initial officers shall be those persons voted as officers by the original council. The council shall, at their annual meeting, elect a president, vice-president, treasurer and secretary, who shall hold office until the November meeting of council members and until their respective successors are elected. The council members also may at any time elect such other officers as they shall determine.
Section 4. Sponsors, Benefactors, Contributors, Advisors, Friends of the Organization
Persons or groups of persons designated by the council as sponsors, benefactors, contributors, advisors or friends of the organization or such other title as the council deems appropriate shall, except as the council shall otherwise determine, serve in an honorary capacity. In such capacity they shall have no right to vote at any meeting, shall not be considered for purposes of establishing a quorum and shall not have other rights or responsibilities to the FHP Council.
Section 5. Resignation
Any council member or officer may resign at any time by giving his or her resignation in writing to any council member of the organization .
Section 6. Removal of Officers and Council Members
Officers and Council Members may be removed from office at any time with or without cause by a majority vote of the Council then in office.
Section 7. No Right to Compensation
Unless the council members, at their discretion, provide for compensation with a duly authorized written agreement, no council member or officer resigning, or removed, shall have any right to any compensation.
Section 8.
No officer or council member shall be personally liable to the organization for monetary damages for any breach of fiduciary duty by such officer or council member as an officer or council member notwithstanding any provision of law imposing such liability, except that, to the extent provided by applicable law, this provision shall not eliminate or limit the liability of an officer or council member (i) for breach of the officer's or council member's duty of loyalty to the organization (ii) for acts or omissions not in good faith or which involve intentional misconduct or a knowing violation of law, or (iii) for any transaction from which the officer or council member derived an improper personal benefit. No amendment or repeal of these provisions shall deprive an officer or council member of the benefits hereof with respect to any act or omission occurring prior to such amendment or repeal.
Section 9.
No part of the net earnings of the organization shall be applied to the benefit of, or be distributed to its members, council members, officers, or individuals, except that the organization shall be authorized and empowered to pay reasonable compensation for services actually rendered and to make payments and distributions in furtherance of the organization's purposes set forth in Article II of these ByLaws.
Section 10. Vacancies
Continuing council members may act despite a vacancy or vacancies in the council and shall for this purpose be deemed to constitute the full council.
Section 11.
Voting
Voting shall consist of a show of hands, secret ballot, or written proxy during
meetings. For members not attending meetings, votes cast by electronic media
shall be accepted. For emergency votes called electronically, electronic media
shall be accepted. In any voting issue, a simple majority of votes cast is required
for passage.
ARTICLE VII Powers and duties of council members and officers
Section 1. Council Members
The council members shall be responsible for the general management and supervision of the business and affairs of the organization except with respect to those powers reserved to the members by law, the articles of organization or these bylaws. The council members may from time to time, to the extent permitted by law, delegate any of its powers to committees, subject to such limitations as the council members may impose.
Section 2. President
The president shall be the chief executive officer of Flinthills Pagans and as such shall have charge of the affairs of the organization subject to the supervision of the council members and shall preside at all meetings at which he or she is present. The president shall also have such other powers and duties as customarily belonging to the office of president or as may be designated from time to time by the council members. The President will only vote in the case of a tie.
Section 3. Vice-President
The Vice-President shall execute the duties of the President in the President's absence and shall also have such other powers and duties as customarily belonging to the office of vice-president or as may be designated from time to time by the council members.
Section 4. Treasurer
The treasurer shall be the chief financial officer of Flinthills Pagans. The treasurer shall also have such powers and duties as customarily belonging to the office of treasurer or as may be designated from time to time by the president or the council members.
Section 5. Secretary
The secretary shall record all proceedings of the council in a book or books to be kept. The secretary shall also have such powers and duties as customarily belonging to the office of secretary or as may be designated from time to time by the president or the council members.
ARTICLE VIII Committees
Section 1. Committee formation
The council may create committees as needed. Committees may elect their own
chairpersons, who will report to the FHP Council as non-voting members. This
precludes committee chairpersons who are already Council Members.
ARTICLE IX
The by-laws of the organization have been duly adopted by the initial council.
ARTICLE X
Amendments
The bylaws may be amended at a regular meeting provided that written notification
of the proposed amendment is made not less than 10 days prior to the meeting.
The passage of the amendment will require a unanimous vote of members either
in person or by written proxy.
ARTICLE XI
These ByLaws were approved at the meeting of the council members by unanimous
vote on October 10, 2004.
FOOTNOTES:
1. Amendment Passed by Unanimous Vote