Bylaws

The Friends of Annwfn, Inc.

PREAMBLE:

Recognizing the necessity to care for the sanctuary known as ANNWFN / FOREVER FORESTS, to keep with the original intent of the founders, (the original signers of the Articles of Incorporation of the Church of All Worlds, on the 28th of August, 1978) and to hold this land irrevocably for religious stewardship and promote religious, cultural, benevolent, and educational community needs:

We, The Friends of Annwfn wish to fulfill these needs, that ANNWFN / FOREVER FORESTS may have locally provided administration chosen from the Order Of Ents, who with the community at large and the stewards of ANNWFN shall be responsible for long term planning as well as day to day functions and maintenance, and that we may support, build-up and promote the idea of the Land being Sacred Space.

We also wish to promote reforestation, and to recognize and care for the Earth as Our Sacred Mother, to which end we do hereby adopt and enact the following Articles:

ARTICLE 1: NAME

The name of the corporation shall be The Friends of Annwfn, Inc., and is a nonprofit educational and religious organization, incorporated under the laws of the State of California.

The county of the corporation's principal office can be changed only by amendment of these bylaws and not otherwise, as it is the wish of The Friends of Annwfn to keep the governance local.  The Board of Directors may, however, change the principal office from one location to another within the named county by majority vote of the standing board.  By noting of such a change in the minutes of a regular board meeting, the new change of address shall not be deemed an amendment of these bylaws.

The corporation may also have auxiliary offices at such other places, within the State of California as its business may require, and as the Board of Directors may, from time to time designate.

ARTICLE 2: PURPOSE

The purposes of this corporation shall be as outlined in the Articles of Incorporation, which is to care for and oversee financially and physically, the Sanctuary known as ANNWFN / FOREVER FORESTS, established in 1978, and specifically the following:

SECTION 1.        To Maintain the Sacred Space that was installed in 1978, by Gwydion Pendderwyn.

SECTION 2.        To keep open and available for community use this Sacred Space for gatherings, workshops, and regular ceremonies, and to encourage membership, and member donations.  To work, associate, and affiliate with other similarly oriented individuals and groups, promoting peace, love, joy, freedom, development, sisterhood/brotherhood, conservation, personal awareness, celebration of life and the Eco-system, Eco-psychic recovery, recovery of natural wilderness, and to aid and support such people in such efforts as shall be found not to be in conflict with the purposes and principles of The Friends of Annwfn, Inc.

SECTION 3.        To care for the cremated remains of our Loved Ones, and the Memorials installed to remember them, and to provide all possible means for recycling the remains of the deceased members/ loved ones, consistent with Eco-awareness and personal will.

SECTION 4.        To continue the efforts of reforestation and restoration of the Forests.

SECTION 5.        To buy, sell, own, hold, mortgage, or otherwise encumber, lease, or otherwise hold and dispose of real and personal property on behalf of the corporation.  To receive money, property, and values of every kind heretofore donated, contributed, collected, and held, and to receive and hold money property, and values of every kind that might be donated, contributed, collected, and held for the benefit of this religious and educational organization.

SECTION 6.        To publish newsletters, papers, radio programs, website, and any other material deemed appropriate and which are not in conflict with the nonprofit laws of California or the IRS Code.

SECTION 7.        To engage in and promote any functions services and activities deemed appropriate or necessary for the purposes of The Friends of Annwfn, Inc. Board of Directors, or their delegated authority.

ARTICLE 3: MEMBERSHIP

SECTION 1: DEFINITION

Membership shall consist of persons who pay annual membership dues, and take part in the ongoing work parties, events, and projects of ANNWFN.  Corporate policy prohibits unlawful discrimination based on race, color, creed, gender, religious beliefs, marital status, age, national origin or ancestry, physical or mental disability, medical condition including genetic characteristics, or sexual orientation.  Corporate policy also prohibits unlawful discrimination based on the perception that anyone has any of those characteristics, or is associated with a person who has or is perceived as having any of those characteristics.  Membership privileges shall be the availability of the Sanctuary and full voting rights.  Each member shall also be eligible to become elected to the board.  Membership dues may change from time to time.

Applicants for membership shall be admitted upon making application therefor in writing and signing a waiver of liability for use of the facilities as required for insurance purposes.  Annual donations will be recorded and membership level cards issued for presentation at the various functions.  All annual donations for membership will be processed at the time of application for membership.

SECTION 2: MEMBERSHIP LEVELS

Membership levels are as follows:

ORDER OF ENTS - $50.00 annual donation, participation in a tree planting and in the functions of the Sanctuary.  Committee involvement suggested but not necessarily required.

SUSTAINING - $100.00 annual donation entitles the member to 3, one person, and camping visits.

ON THE GOLDEN ROAD TO UNLIMITED DEVOTION - $1000,00 or more annual donation entitles member to 5, two persons camping visits and 1 Sabbat celebration weekend.

LIFETIME - $5,000.00 donation and or recognition of substantial work or life commitment to the Sanctuary as recognized by the community and the board of directors.

SECTION 3: USE OF ANNWFN

ANNWFN is designed for and intended to be utilized as Sacred Space.  To this end the Sanctuary is available for functions that correspond with the Wheel of the Year, and with love and respect for our Mother Earth.

Every member is welcome to utilize the Sanctuary for personal retreats and camping.  If a member wants to reserve space exclusively, prior notice subject to availability and a non-refundable $50.00 deposit will be required.  Reservations can be made by contacting the resident stewards.

A celebration of the Turning of the Wheel of the Year will be observed, as well as Lunar and Solar observances. The Wheel of the Year consists of  8 High Days, which correspond to the Solstices, Equinoxes, and Cross-Quarter days.

Every member and members of the community at large are welcome to reserve this Sanctuary for group events, such as weddings, funerals, or other life changing celebrations.  Members are encouraged to facilitate/lead ritual celebrations as they see fit, provided however, all actions are in keeping with: AN IT HARM NONE, and California State Law.

SECTION 4: VOTING RIGHTS

The annual meeting of the general membership shall be held during the summer months and determined at the convenience of the board.  It is suggested that the meeting be held at the Sanctuary and members can thereby acquaint themselves with the yearly progress and changes to be discussed in the annual report to the membership. At this meeting also the members of the board shall be elected by a majority of voting members when their terms are up, and approval of any changes to the bylaws submitted by the Board of Directors, enacted by a vote of the active membership.  Each active member shall have one vote.

Members entitled to vote shall not be permitted to vote or act by proxy, and no provision in this or other sections of the bylaws shall be construed to permit any member to vote or act by proxy.

Meetings of members shall be presided over by the president of the board, or by the vice president if the president is absent from the meeting.  The president may also authorize the standing stewards to conduct the meeting.  The secretary of the corporation shall be the recording secretary.  Meetings shall be governed by consensus and no rulings or actions shall be passed which are inconsistent with or in conflict with these bylaws, with the articles of incorporation of this corporation, or with any provision of law of the State of California.

SECTION 5.  TERMINATION OF MEMBERSHIP

The membership of a member shall terminate upon the occurrence of any of the following:

A.      Upon submission of notice of such termination desired by the member either personally or by mail to the stewards or to the board, and commencing on the date of receipt of the notice.

B.      Upon a determination by the Board of Directors that the member has engaged in conduct materially and seriously prejudicial to the interests and purpose of the corporation.

C.      Upon failure to renew one's membership on or before their due date.  A thirty (30) day grace period will be granted and every effort to notify the member will be made by the organization.

The following procedure shall be implemented upon determination that a member should be expelled:

A.      A notice shall be sent by first-class mail to the last address of the member as shown on the corporation's records, setting forth the expulsion and the reasons therefor at least fifteen (15) days before any action is taken.  Date, time and place of hearing shall be included.

B.      The member shall be given an opportunity to be heard at a hearing to be held not less than five (5) days before the effective date of the action.  The Board of Directors or the active stewards of the Sanctuary shall conduct the hearing.

C.      Following the hearing, the Board of Directors shall decide whether or not the member should, in fact, be expelled, suspended, or sanctioned in some other way fair to the greater membership.  The decision of the board shall be final.

D.      No refund of donations already paid for membership privileges shall be granted or pro-rated.

All rights of a member in the corporation shall cease on termination of membership as herein provided.

ARTICLE 4: DIRECTORS

SECTION 1: NUMBER

Management of the corporation shall be vested in a Board of Directors, consisting of no less then 3 and no more the 5 persons, chosen from the Order of Ents, and consisting of the following officers: President, Vice-President, Treasurer, and Secretary.  Decision-making shall be by consensus, but if an agreement cannot be reached, decisions will be made by two-thirds (2/3) majority vote.  In all voting, all votes are equal.

SECTION 2: OFFICERS OF THE BOARD

At the first meeting of the Board of Directors, the board shall elect from its own number a President, a Vice-President, a Treasurer, and a Secretary.

SECTION 3: POWERS

The powers of the Board of Directors shall be those usually assigned to such directors. They are subject to limitation or specification at any meeting of the board. They shall specifically include the following:

         A.  To call regular or special meetings of the directors.

         B.  To make rules and regulations not inconsistent with the laws of the State of California or the bylaws of this corporation, for the guidance of directors and members.

         C.  To make rules and regulations for the use and management of all of the corporations' property, whether real or personal, and to change such rules and regulations during a regularly scheduled meeting of the Board of Directors, after having been presented as an information item at a previous regular meeting.

         D.  To enter into contracts with stewards, caretakers, interns, and residents who live on, and care for the Sanctuary known as ANNWFN.

         E.  To determine what shall be due and reasonable compensation to be paid any member of the corporation to or for services rendered the corporation, affecting one or more of its purposes. 

          F.  To conduct meetings and all business in full view of the membership, with meeting minutes in detail that time allows to be publicly posted with complete accounting of revenue and expenses.

SECTION 4: AUTHORITY

The Board of Directors shall have the authority to borrow money on behalf of the corporation, including the power and authority to borrow money from any of the members, directors, or officers of the corporation, and to otherwise incur indebtedness on behalf of the corporation. To authorize the execution of promissory notes, or other evidences of indebtedness of the corporation, and to agree to pay interest thereon to sell, convey, alienate, transfer, assign, exchange, lease, and otherwise dispose of, mortgage, pledge, hypothecate, and otherwise encumber the property, real or personal, and the franchises of the corporation to purchase, lease, and otherwise acquire property, real and personal, on behalf of the corporation; and generally to do and perform, or cause to be done and performed, every act the corporation may lawfully do and perform.

SECTION 5: DONATIONS

The Board of Directors shall keep and care for all charitable donations of real property and durable goods in perpetuity in the name of the corporation with respect to the wishes of the donor.  Said charitable donations and gifts may be transferred only to another nonprofit charitable organization as set forth in the Articles of Incorporation.

ARTICLE 5: OFFICERS & DUTIES

SECTION 1.        The officers of the corporation shall be a President, a Vice-President, a Treasurer, and a Secretary.  Another office may be created by resolution of the board, not to exceed 5 officers.

SECTION 2.        The term of all offices shall be three years.  If an officer is unable to fulfill the length of the term, the remaining board members will appoint a replacement until the end of the term from the Order of Ents.  Officers may be reelected by a majority of voting members to serve on any position of the board.

SECTION 3.        The President shall be the Chief Executive Officer of the corporation, and shall preside at all meetings of the Board of Directors.  S/He shall have general charge of the business of the corporation, and shall execute, with the Secretary, in the name of the corporation, all deeds, bonds, contracts, and other obligations and instruments authorized by the Board of Directors.  The President shall have such other powers and perform such other duties as may be assigned by the Board of Directors.

SECTION 4.        Unless the Board of Directors shall specify otherwise, the Vice-President shall be vested with all the powers and shall perform all the duties of the President, in case of absence or disability of the President

SECTION 5.        The Secretary shall keep records of all regular and special meetings of the Board of Directors and forward these records to the members and Board of Directors.  The Secretary shall also mail, or post on the website, notification to members and Board of Directors of the time, place, and planned agenda of the regular board meetings.  Notices of meetings should be sent three weeks prior to regular meeting date, and as soon as possible before a special meeting.  The Secretary also servers as the correspondent of the corporation with the persons representing the State of California, and files whatever reports and forms that may be required by the State on an annual or ongoing basis.  In case of the absence or disability of the Secretary, or refusal or neglect to act, notices may be given and served by the President, or by the Vice-President.

SECTION 6.        The Treasurer shall receive and safely keep all funds of the corporation and deposit same in such bank or banks as may be designated by the Board of Directors.  Such funds shall be paid out only on the check of the corporation signed as directed by the Board of Directors. Two signatures of the standing board are required for payments over $500.  The Treasurer shall also control the keeping of the books and accounts of the corporation, and is responsible for the filling and payment of any monies required by the State of California.

The fiscal year of the corporation shall begin on the first day of January and end on the last day of December in each year.

SECTION 7.        Board members may be removed from office either by board consent or by petition of the membership with two thirds (2/3) of the member's signatures.  Cause for removal must be stated with acceptable causes being:

A.   Failure to fulfill the duties of the office;

B.      Engagement in public behavior 'unbecoming the office' while representing The Friends of Annwfn, Inc.;

C.      Conviction of a grievous felony while in office.

The board member shall be served with a written warning or rebuke and a board review to determine if removal is warranted.  Decisions for removal can be appealed within one (1) month.  The appeal will be presented to the general membership requiring a two-thirds (2/3) majority for removal.

SECTION 8.        An officer may resign at any time upon written notice to the board, without prejudice.

ARTICLE 6: MEETINGS

The Board of Directors shall meet as needed to conduct necessary business, at a minimum of four times a year, one meeting of which will serve as the Annual Meeting of the membership during the summer months.  The meetings will be open to all interested members.  Notice of the meetings will be posted to the directors and members not less than three weeks prior to the meeting, and will include a meeting agenda.

Special meetings may be held whenever deemed necessary by the board and notice of special meetings shall be made as early as possible.  These meetings shall not occur during regular religious observances.

The meeting will consist of:

                1.  Calling the meeting to order by the chairperson or appointed officer.

                2.  Reading of the previous meeting minutes for ratification.

                3.  Reports

                4.  Old business: Spokespersons for and against shall each be given a reasonable length of time to give their closing arguments concerning the motion.  The chairperson will summarize the motion and ask for a vote.  Motion will be carried by consensus first or a vote of the majority of the directors.

                5.  New business: Any new motions may be presented at this time. The initiator of a motion will be given a reasonable length of time to present their motion to the directors.  Opposing views (if any) will be given a reasonable length of time to voice their opinion.  The originator of the motion will then be given a reasonable amount of time for rebuttal and answer questions.

6.       Announcements.

ARTICLE 7: COMMITTEES

Committees may from time to time be designated by resolution of the board.  Such committees may consist of persons, who are not also members of the board or members of The Friends of Annwfn, Inc.  These additional committees shall act in an advisory capacity only to the board unless designated to do otherwise by the board.

The committees shall keep regular minutes of their proceedings, cause them to be filed with the corporate records, and report the same to the board from time to time as the board may require.

The board by a majority vote may at any time revoke or modify any or all of the authority so delegated to committee members, increase or decrease the number of its members, and fill vacancies therein from the community, membership or the board.

ARTICLE 8: AMENDMENTS

Proposals to amend these bylaws can be made by any member or director. Recommendations by the Board of Directors after duly being studied and passed by the board, will be presented for approval in a regularly scheduled annual meeting of the membership with thirty days notice to the membership.