Article I: Name and Purpose
Section 1: The name of the organization shall be The Web PATH (Pagan Academy of Teaching & Healing) Center, Inc. hereinafter referred to as The Web.
Section 2: The Web is organized for cultural purposes, more specifically to provide community to those seeking earth-based spiritual guidance in an expression of 21st century pagan culture through ritual, one-on-one training sessions, retreats, classes and the arts.
Article II: Membership
Section 1: General membership shall consist of anyone of The Web mailing list or attending Web events. Voting membership shall consist of anyone paying one dollar during the annual membership drive.
Article III: Annual Meeting and Membership Meetings
Section 1: Annual Meeting: The date of the regular annual meeting shall be at the annual summer gathering.
Section 2: Special Meetings: Special meetings of the membership shall be called by the Chair, or by 20% of the voting members by petition to the Secretary for appropriate notice to the voting membership.
Section 3: Notice of these meeting shall be given to each voting member by mail and/or e-mail not less than ten days before the meeting.
Article IV: Council of Trustees
Section 1: Council Role, Size, Compensation: The Council is responsible for overall policy and direction of The Web. The Council and their delegates have responsibility for the day-to-day operations to the Web membership and committees. The Council shall have up to thirteen Trustees and not fewer than three Trustees and not fewer than three Trustees. The Trustees receive no compensation.
Section 2: Meetings: The Council shall meet at least four times per year, including New Year's Day, the annual summer gathering and two other agreed upon dates.
Section 3: Special Meetings: Special meetings of the Council shall be called at the request of the Chair or one-third of the Council. Notices of special meetings with agendas shall be sent out by the Vice-Chair/Secretary to each Trustee two weeks in advance.
Section 4: Council Elections: Election of new Trustees or election of current Trustees to an additional term will occur as the first item of business at the annual meeting of The Web. Trustees will be elected by a majority vote of the voting members. Voting may be in person or in writing received by the Secretary by the meeting day.
Section 5: Terms and Term Limits: A Trustee's term of Council membership is two years with a limit of three elected terms (six years). A Council officer's term is two years in the office with a limit of two consecutive terms (four years). The past chair may in fact have an additional year (year seven) on the Council and/or Executive Committee as a non-voting member, for the sake of continuity.
Section 6: Quorum: A quorum of at least 51% of the Council must be present before business can be transacted or motions made or passed.
Section 7: Notice: An official Council meeting requires that each Trustee have a written notice with an agenda two weeks in advance.
Section 8: Officers and Duties: There shall be a minimum of three officers of the Council consisting of Chair, Vice-Chair/Secretary and Treasurer. The Council may choose to select four officers (Chair, Vice-Chair, Secretary and Treasurer) when membership warrants. All officers of the Council are signatory on financial records. Their duties are as follows:
Chair will be elected in the even years; shall conduct the Council meetings including the annual meeting; call the meetings with appropriate advanced notice; form special and ad hoc committees by developing their charge and guiding process; coordinate with the ritualists about major new Web sponsored events or any significant new diversions from regular Web practices.
Vice-Chair/Secretary will be elected in the odd years; shall keep minutes of the meetings and disseminate them to the Council within thirty days of the meeting; shall serve in the absence of the Chair; sets the agenda for meetings in consultation with the Chair; chairs the nominations committee; conducts Council elections; keeps the official archives of the Council (with official copies placed in the Web Library); will make official/approved minutes available on the internet and by mail upon request; maintains the official records, correspondence and membership rolls of the membership. The Position shall be divided in to two offices when the Council becomes large enough, at the discretion of the Council.
Treasurer will be elected in the even years; shall maintain true financial records; make financial reports at Council meetings; collect dues and make membership reports in consultation with Vice-Chair/Secretary; be responsible for preparing and submitting the appropriate corporation reports and records including tax records, banking and other financial reports; oversees grants and other spending; arranges for annual audit as appropriate; manages fundraising monies.
Section 9: Resignation, Termination and Absences: Resignation from the Council must be in writing and received by the Vice-Chair/Secretary. A Council Trustee may be removed from the Council for excess absences if s/he has three unexcused absences from Council meetings in a year. A Trustee may be removed for other reasons by a three-fourths vote of the remaining Trustees. Council vacancies will be filled by appointment for the remainder of the term by the Chair, in consultation with the other Trustees, with an appropriate comment time for their feedback.
Article V: Committees
Section 1: The Council may create committees and appoint committee members as needed. There are three standing committees: the Finance Committee, the Policy committee and the Nominations Committee. The Treasurer chairs the Finance Committee. The Vice Chair chairs the Nominations Committee. The Chair or his/her designee chosen from the Council chairs the Policy Committee. In all other cases, each committee shall select their facilitator/chair. Each committee reports and makes recommendations to the Council at each Council meeting.
Section 2: Executive Committee: The Officers and the Past Chair serve as members of the Executive Committee. Except for the power to amend the Articles of Incorporation and By-Laws, the Executive Committee shall have all of the powers and authority of the Council in the intervals between Council meetings, subject to the direction and control of the Council. The Executive Committee oversees the elections conducted by the Vice-Chair/Secretary, holds legal and fiduciary responsibility and places before the Council proposals for action on behalf of the whole organization.
Section 3: Finance Committee. The Treasurer is the facilitator of the Finance Committee. The Finance Committee is responsible for developing and reviewing fiscal procedures, a fundraising plan, and annual budget. The Council must approve the budget and all expenditures within the budget. Any major changes in the budget must be approved by the Council of Trustees as representatives of the voting members. The budget may be amended to reflect changes in organizational income, financing, major purchases and/or emergency expenditures. The Executive Committee may act on behalf of the Council in emergency fiscal situations requiring immediate action as defined in the policies. The fiscal year shall be November 1 through October 31. Annual and quarterly reports are required to be submitted to the Council showing income, expenditures and pending income. The financial records of the organization are public information and shall be made available to the membership, Trustees and the public.
Article VI: Amendments
Section 1: These By-Laws will be amended when necessary by a two-thirds majority vote cast by the voting membership. Proposed amendments must be submitted to the Secretary to be sent out with the meeting announcement to the voting members 30 days before a vote on the proposed amendments. Votes will be made in person at the meeting set for that purpose or by mail or hand carried in person to be received by the Secretary by the meeting day. The Executive Committee will count the votes and announce the results at the meeting. Notification of the results will be provided in writing to the general membership within 30 days.
Article VII: Tax Exempt Status
Section 1: In the event of dissolution, all remaining assets and property of the organization shall after necessary expenses thereof be distributed to an appropriate not for profit corporation selected by The Web Council of Trustees in accordance with section 501 (c)(3) of the Internal Revenue Code, or corresponding provisions of any subsequent Federal Law.
Section 2: No part of net earnings of the organization shall inure to the benefit of any member, officer of the organization or private individual (except that reasonable compensation may be paid for services rendered to or for the organization), and no member, officer, or any private individual shall be entitled to share in the distribution of any assets upon dissolution of the organization.
Section 3: No substantial part of the activities of the organization shall be carrying on propaganda, or otherwise attempting to influence legislation (except as otherwise provided by section 501 (h) of the Internal Revenue Code, as amended) nor shall the organization participate in, or intervene in (including the publication or distribution of statements), any political campaign on behalf of or in opposition to any candidate for public office.
Article VIII: Uses of the Treasury
The Treasury of The Web will be used to fund the business of The Web, for example:
1. Reimbursement of Expenses: The Council reimburses routine postage and photocopying of Council and Committee members conducting Web business. The treasury will not be used to reimburse Trustees, Committee members of Executive Council members for routine travel to Council meetings or annual meetings.
2. Budgetary items, scholarships to relevant workshops/centers/meetings/events shall be funded in accordance with The Web mission statement and the vote of the council.
3. The Treasury will not fund requests from groups outside The Web unless the group(s) is(are) working on joint projects with The Web, as approved by the vote of the Council of Trustees.
The Council of Trustees adopted these By-Laws by unanimous vote June 28, 2002 at the regularly scheduled meeting of the Web Council held at the Web PATH Cultural Center, 4030 Galen Rd. Clyde, NY.
The Glossary of Terms that follows was determined not to be part of the By-Laws but is offered for the purposes of clarification. Click here to go to Glossary of Terms