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Written by Jay Schuster
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Friday, 23 December 2005 |
As amended and accepted at the annual meeting March 2002
Article I - Name, Location and Purpose
Section 1.01 Name
The name of the corporation is Faerie Camp Destiny, Inc. ("the corporation").
Section 1.02 Registered office
The principal mailing address of the corporation is located at P.O. Box
531, Winooski, VT 05404, Chittenden County. Should the address of this
office change, the board of directors will specify through a bylaw
amendment the new registered office of the corporation.
Section 1.03 Purpose
This is a public benefit corporation.
The purpose of the corporation shall be:
To manage a Faerie sanctuary which would operate as a cultural learning
center and spiritual oasis for those who call themselves Radical
Faeries.
To foster stewardship of the land of the corporation and to honor our
natural environment as we do our own sacred Faerie natures.
To provide a residence of a limited number of Faeries to operate as a
retreat center and occasional gathering site for the larger Faerie
community.
To care for and nurture elder Faeries and those incapitated by illness or grief.
To sponsor creative projects that reflect and support the Faeries and Faerie culture.
To sponsor and assist in the creation of other sanctuaries.
And for the purposes of education and support of the belief that the
earth is alive and all of life is sacred and interconnected, and to
produce other related events as the opportunity arises to further the
purposes of the organization.
Radical Faerie culture celebrates the miracle of queers discovering
themselves and each other. For historical reasons, most Radical Faeries
are gay men. However, womyn and children have organically become a part
of Faerie culture and society and are therefore welcome and included in
the Faerie community. In light of this, Destiny is open to all who
support the goals of the organization, regardless of gender, sexual
orientation, race, religion, physical ability, economic status or
ethnicity.
Section 1.04 Consensus
All decisions of the organization will be reached by the process of
consensus, defined as a process in which all voices are heard and
considered and no decision is finalized until everyone present consents
to work with the decision and feel morally able to allow it to go
forward. Currently, any decision must meet the criteria of the Bill of
Responsibilities to the Land.
Article II - Members
Section 2.01 No members
This corporation shall have no members. Any action which would require
approval of members, if the corporation had them, can be approved by
the Circle of Destiny through the process of consensus.
Article III - Board of Directors (Circle of Destiny)
Section 3.01 Definitions
Circle of Destiny = Board of Directors.
Planets = Committees
Coordinating Planet = Executive Committee
Section 3.02 Powers
The Circle of Destiny will exercise all of the corporation’s powers,
directly or through authorized agents. The board is subject to the law,
the articles of incorporation and these bylaws.
Section 3.03 Numbers
The Circle of Destiny shall consist of no less than 6 people.
Section 3.04 Manner of Selection
The participants in the Circle are self-selected individuals who
support the purposes of the corporation, have attended at least one
gathering or participated with an affiliated circle, and who
consistently participate in Circle of Destiny meetings. Members of the
Coordinating Planet and the Officers of the Corporation are selected in
a ritual setting.
Section 3.05 Terms
There are no term limits.
Section 3.06 Vacancies
See section 4.06 below.
Section 3.07 Resignation
A participant may resign at any time by delivering a written or verbal
notice to the contact person for the planet on which they serve. No
participant may resign if the corporation will be left without any
participants in charge of its affairs, unless she/he gives notice to
the Attorney General.
Section 3.08 Removal
The Circle of Destiny may remove a participant for abuse of the
consensus decision making process by consensus of the other
participants, at a properly called meeting in which the participant in
question is present. Should the participant wish, he or she may ask the
Coordinating Planet to call a second circle to reconsider the matter.
Such a circle must be called with 30 days notice. The removal is not in
effect until that circle reaches consensus.
The period of removal will be determined by the Circle. When that
period has ended, the participant who was removed may request that
their return to the circle be considered at an upcoming meeting. In
such a case, the circle must be properly called with 30 days notice and
the participant who was removed must be present.
A person who is disrupting a circle by word or deed so that it can’t
conduct business may be asked to leave that specific meeting.
Policies regarding the presence at Gatherings and Sanctuary of a
participant who has been removed will be addressed by the Gathering
Planet.
Section 3.09 Planets
As needed, the Circle of Destiny will create Planets to accomplish the
necessary business of the corporation. At the least there will be a
Coordinating Planet, a Money Planet, a Gathering Planet, a Media
Planet, a Land-Use Planet, and a Tribal Memory Planet. Other Planets
can be named or removed by a consensus of the Circle of Destiny.
Section 3.10 Pay
Participants will not be paid for their services in the decision and
administration process. The corporation may reimburse participants for
actual and necessary expenses incurred in the performance of their
duties so long as the Circle of Destiny either approves a particular
expense or by consensus adopts a resolution providing for reimbursement.
From time to time, the corporation may choose to contract labor or
services from one of its participants, if said participant is duly
qualified and as long as all relevant procedures for contracting are
followed, as outlined in Section 5.03 below.
Section 3.11 "Interested" Participants
No matter what other provisions of these bylaws say, no more than 49%
of the persons serving on the Circle of Destiny may be interested
persons. An interested person is either:
a. A person the corporation is now paying for
services rendered within the last twelve months, whether as an officer,
other employee, independent contractor, or otherwise (excluding any
reasonable expenses reimbursed to a participant as a participant); or
b. Any brother, sister, ancestor, descendent,
spouse, brother-in-law, daughter-in law, mother in law, father-in-law,
or significant other of a person the corporation is now paying.
Section 3.12 Place of Meetings
The Circle of Destiny may designate any meeting place it deems appropriate for any regular or special meeting.
Section 3.13 Regular meetings
Regular meetings of the Circle of Destiny will take place as needed,
usually quarterly, unless otherwise determined. It is the
responsibility of the Coordinating Planet to arrange and facilitate
these meetings. At each meeting the Circle of Destiny will set the
time, date and place for their next meeting.
After each meeting, minutes of that meeting will be sent to the
participants in that circle for their comments. If after 30 days, no
one has suggested changes or expressed objections, the minutes are
considered approved and will be posted on the web site. If there are
corrections or objections, amended minutes will be resubmitted to those
who participated in the circle and if approved, the minutes will then
be posted to the web site with the necessary changes. Formal approval
of the minutes will occur at the next Circle meeting.
Section 3.14 Annual Meeting
The Circle of Destiny will hold an annual meeting within 30 days of the
Spring Equinox (March 21) to organize, and transact other business at a
location to be determined by the Coordinating Planet.
Section 3.15 Meeting Notices
Date and time of regular Circle of Destiny meetings are sent to all
participants at least one week prior to meeting. It is our practice
whenever possible to give at least a 30-day notice of meetings, as
advertised in the Destiny Star, the list serve, and by mailings.
Minutes of the prior meetings will be posted on the web, having been
approved by those present at the meeting which the minutes reflect.
Minutes reflect the consensus decisions which have the consent of the
Circle of Destiny.
Minutes of a meeting are sent to particpants. If no objections are
lodged within two weeks, the minutes are considered approved (consented
to) and posted.
Section 3.16 Waiver of Notice and Consent to Meetings
Actions taken at any Circle of Destiny meeting, however called and wherever held, are valid if:
a. A quorum is present; and
b. The participants and facilitator agree that the
number present is sufficient and representative enough for consensus on
the business at hand.
Section 3.17 Meetings by telephone or other Electronic Means
A meeting of a specific Planet may be held by conference telephone,
list-serve or other electronic means, as long as all participating
participants can hear or communicate with each other at all times.
Meetings of the larger Circle of Destiny, however, must be held face to
face.
Section 3.18 Quorum
A quorum will generally be considered to be six (6) participants. Those
present need not be representative of any specific planets, but those
present must consider whether they are a large and a representative
enough circle to conduct the business at hand, or that they have the
needed information and expertise to consider any business at hand. If
not, the business will be tabled. If so, it is understood that those
present at an officially and properly called publicized meeting of the
Circle of Destiny carry the trust of the larger community. Decisions
reached will be recorded in the Red Book/Green Book. Except where these
bylaws indicate otherwise, the Circle of Destiny may not do any
business at a meeting which lacks a quorum. When the Circle of Destiny
meeting starts with a quorum but loses it after the meeting begins, the
Circle of Destiny may continue to do business.
Sell of Property or Dissolution of the Organization (see Section
10.02), would require the consent of two consecutive meeting called for
that purpose with warning given 30 days before the second meeting.
Section 3.19 Voting by Proxy
In the consensus process, no voting takes place, therefore no proxy voting is needed.
Section 3.20 Red Book/Green Book
The Circle of Destiny maintains its consensus decisions in a ledger
book which is called the Red Book / Green Book. Each times the Circle
makes a decision, it is recorded in the Red Book / Green Book and dated
and signed by those present. Each decision reflects the current feeling
of the community. Decisions can change and new decisions note these
changes and are added to the Red Book / Green book in chronological
order leaving previous decisions in the book for reference.
Article IV Officers
Section 4.01 Officers
The officers of this corporation shall be a president, a secretary and
a treasurer, selected at the July meeting in a ritual setting. (This is
updated from the Articles of Incorporation which specify a March
election.)
Section 4.02 Coordinating Planet
The Coordinating Planet is a co-equal planet, comprised of participants
from the Circle. This Planet is charged with calling and facilitating
the meetings of the Circle, and with shepherding the process by which
Destiny comes to consensus. (More information on the specific duties of
this planet are found in the Red Book/Green Book) The titular heads of
the corporation, the President, Secretary, and Treasurer, shall be
selected from the participants of the Coordinating Planet. The Circle
of Destiny may delegate certain specific responsibilities to the
coordinating planet consistent with the law, these bylaws, and the
articles of incorporation.
Section 4.03 Other officers
The Circle of Destiny may appoint by consensus other officers if and
when deemed appropriate. The Circle of Destiny will decide on the
terms, authority and duties of these officers.
Section 4.04 Qualification, Election and Terms
Any person who is part of the Circle of Destiny may be an officer of
this corporation. The Circle of Destiny will appoint its titular heads
(named officers) in a ritual setting from among the members of the
Coordinating Planet at its July meeting or whenever necessary. An
officer appointed to fill an unexpired term will serve only until the
term expires. Officers may succeed themselves.
Each planet may determine the means by which a participant may join. In
general, participants step forward at the Annual Meeting, but may join
a planet at any time by contacting the planet.
Those wishing to serve on the Coordinating Planet must either be
present at the July ritual at which the members step forward, or must
let their intention be know prior to the ritual.
Section 4.05 Removal and Resignations
A meeting of the Circle of Destiny may remove any officer by consensus
of the others present. Any officer may resign at any time by giving
written notice to the Coordinating Planet.
Section 4.06 Vacancies
When any office of the corporation becomes vacant, the Circle of
Destiny will appoint a replacement to fill the unexpired term. The
Coordinating Planet may temporarily fill a vacancy in an office (except
that of the secretary) until the Circle of Destiny fills the vacancy.
Section 4.07 Duties of the President
Subject to the control of the Circle of Destiny, the President has the
authority to sign official documents on behalf of the corporation, but
otherwise has no more or less authority than other participants.
Section 4.08 Duties of the Secretary
Subject to the control of the Circle of Destiny, the Secretary has the
authority to sign official documents on behalf of the corporations, but
otherwise has no more or less authority than other participants. The
traditional duties of the Secretary reside with the Tribal Memory
Planet, which is to keep complete records of the corporation, including
(without limitation):
a. the articles of incorporation;
b. the bylaws;
c. the minutes of all meetings ;
d. all waivers, consents and approvals.
The Coordinating Planit shall see to it that all notices are properly given.
Section 4.09 Duties of the Treasurer
Subject to the control of the Circle of Destiny, the Treasurer has the
authority to sign official documents on behalf of the corporations, but
otherwise has no more or less authority than other participants. The
treasurer will work with whoever is keeping the corporation’s books and
ensure that the organization maintains proper financial controls and
procedures.
Article V Contracts, Loans, Checks and Deposits
Section 5.01 Deposit of Funds
All funds of the corporation not otherwise employed shall be deposited
in such banks or trust companies or with such bankers or other
depositories as the Circle of Destiny from time to time may determine.
Section 5.02 Checks, Drafts, or Orders
All checks, drafts, endorsements, notes and evidence of indebtedness of
the corporation shall be signed by the Bookkeeper of the organization or
by any other member of the community whose authority to sign is
officially listed with the financial institution that holds our
account. The Money Planet will determine who is officially listed.
Section 5.03 Contracts and Obligations
Except as otherwise authorized by the Circle of Destiny one (1) or more
members of a Planet may sign contracts and obligations not to exceed
$400. The Circle of Destiny may delegate authority to sign contracts and
obligations exceeding $400 to the Coordinating Planet in conjunction
with the Money Planet provided that the Coordinating Planet report all
such contracts and obligations to the Circle of Destiny at the next
regular Circle of Destiny meeting. No person(s) shall obligate the
corporation beyond the limits in the approved budget without specific
authority of the Circle of Destiny.
Article VI Liability and Indemnification
Section 6.01 Participant Liability
Participants are not personally liable for the corporation’s debts, or other obligations, except as otherwise provided by law.
Section 6.02 Indemnification of Participants, Officers, Employees Agents
The corporation may indemnify a Participant, officer, employee or other agent of the corporation if:
a. indemnification is at that time, or subsequently, allowed under Vermont law; and
b. the procedures of all applicable provisions of Vermont law regarding indemnification are followed.
Article VII Books and Records.
Corporate records (including all minutes, books and records of
account, and organizational documents) will be kept at the
corporation’s principal office in Vermont, and with the Tribal Memory
Archive. As much as is prudent, corporate records will also be
maintained publicly on our web site. Financial records will be kept by
the Bookkeeper of the organization, who is either a participant serving
on the Money Planet or someone contracted for services. Financial
records can made available to any individual or Planet for
review upon request with reasonable notice.
Article VIII Fiscal Year
Section 8.01 Fiscal Year
The fiscal year of the corporation shall end on December 31.
Article IX Funds and Donations.
Section 9.01 Funds and Donations
The corporation is hereby empowered to raise funds for its charitable
purposes. The corporation shall maintain records, books and other
necessary documentation in appropriate accounting form of all grants,
donations, bequests or other contributions to the corporation and shall
report such contributions to the Internal Revenue Service as said
service may, from time to time, require.
Section 9 .02 Government Intervention
No substantial part of the activities of the organization shall be
carrying on propaganda, or otherwise attempting to influence the
legislation (except as otherwise provided by IRC 501 (h)) or
participating in, or intervening in (including the publication or
distributions of statements), any political campaign on behalf of or in
opposition to any candidate for pubic office.
Section 9.03 501 (C)3 Status
Said corporation is organized exclusively for charitable, educational,
religious or scientific purposes, within the meaning of section
501(c)(3) of the Internal Revenue Code (or corresponding section of any
future Federal tax code).
No part of the net earnings of the corporation shall inure to the
benefit of, or be distributable to its members, trustees, directors,
officers or other private persons, except that the corporation shall be
authorized and empowered to pay reasonable compensation for services
rendered to and make payments and distributions in furtherance of
section 501(c)(3) purposes
Not withstanding any other provision of these articles, the corporation
shall not carry on any other activities not permitted to be carried on
(a) by a corporation exempt from Federal income tax under section
501(c)(3) of the Internal Revenue Code (or corresponding section of any
future Federal tax code).
Article X Amendments and Dissolution
Section 10.01 Amendments
The Circle of Destiny may amend these bylaws by the consensus process.
Section 10.02 Dissolution
In the event of dissolution, all of the remaining assets and property
of the organization shall, after payment of necessary expenses thereof,
be distributed to such organization as shall qualify under Section 501
(c) 3 of the Internal Revenue Code of 1986, (i.e. charitable,
educational, religious or scientific) or corresponding provisions of
any subsequent Federal tax laws, or to the federal government or state
or local government for a public purpose, subject for the approval of a
Justice of the Supreme Court of the State of Vermont. It is the intent
of this corporation to distribute the assets of the corporation in a
manner which, in the reasonable judgment of the Circle of Destiny,
shall promote the purposes and mission of the corporation, as stated in
the Articles of Incorporation and By-laws of the corporation. [See 3:18
for Quorum requirements.]
Article XI Non-Discrimination Policy
Section 11.01 Non-Discrimination Policy
This policy defines Faerie Camp Destiny position on discrimination. This policy applies to all of Destiny’s contractors.
Faerie Camp Destiny follows an equal opportunity employment policy, and
employs personnel without regard to race, creed, color, religion,
national origin, sex, sexual orientation, age, physical or mental
handicap, veteran status, and marital status. This policy also applies
the workings of the Circle of Destiny, and to relationships with
outside vendors and customers, use of contractors and consultants, and
in dealing with the general public.
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