Bylaws Of Athens Area Pagans, a Georgia Non-Profit Religious Corporation
Adopted January 28, 2012
As Revised February 22, 2020
ARTICLE I Name and Principal Office
The name of this Corporation is “Athens Area Pagans.” This Corporation will be further referred to in the Bylaws as the “AAP.” The Council of Elders of the AAP shall have full power and authority to change the principal office from one location to another. Any change of this location shall be recorded by the Secretary on these Bylaws opposite this section, or this section may be amended to state the new location. The location of the principal office of the AAP shall be 120 Red Fox Run, Athens, Georgia 30605.
ARTICLE II Purpose
The purpose of the AAP is:
- To provide the followers of Pagan faiths and philosophy in Athens and northeast Georgia a social network;
- To provide a network to support the development of the Pagan community;
- To promote the image of Paganism to the general public;
- To organize events for the Pagan community;
- To assist individuals, groups and businesses within and relevant to the Pagan community.
- To assist the larger community in times of crisis.
- To raise funds for these activities by any method consistent with law and regulations governing non-profit religious corporations.
Political activity prohibited
It is intended that the AAP shall be a religious organization as defined by the United States Internal Revenue Code and other relevant bodies of law. As such, AAP shall not under any circumstances: advocate for or against the election of any political candidate; advocate for or against the enactment or repeal of any particular law or legislation; contribute funds to or raise funds for such political activities.
However, nothing herein shall be construed to bar members of the AAP from expressing opinions on political topics as long they do not present themselves as speaking for the AAP.
Article III Designated Online Communications Platform
The officers of the AAP shall designate an Online Communications Platform (to be known herein as the “Designated Online Communications Platform.”) The officers shall choose a platform that is generally available to anyone with access to the Internet, but access will be controlled by the officers or their designated moderators, and users may be required to use a password or other method of verifying their identity.
The officers may from time to time change the Designated Online Communications Platform upon reasonable notice of 30 days to all users.
ARTICLE IV Membership
Any person may, without becoming a member of the AAP, request to be included in the Designated Online Communication Platform maintained by the AAP and will be included to the extent the moderator is persuaded that the prospective member is a natural person. Also any person may attend the public (non-voting) meetings of the AAP, provided such persons do not act in such a way as to disrupt those meetings, or to endanger the safety of others, or to expose the AAP to civil or criminal liability. However, inclusion on the Designated Online Communication Platform or attendance at meetings do not make one a Member of the AAP or confer any right to participate in the AAP’s decision-making process.
Any other statements in this document notwithstanding, it is not the business or desire of AAP to dictate the behavior of any individuals, groups, organizations or businesses except within the context of official business of the AAP including its functions, meetings, projects and online forums. The AAP does not claim or desire governance outside those confines.
All Members in any category are required to provide a real name and address to the secretary to be maintained upon the roll of members.
The AAP will take reasonable measures to ensure the anonymity of any member who requests it. Names and addresses will be kept confidential by the secretary except to the extent that the member gives written consent that the name and address may be shared with others, or to the extent necessary to enforce the rules of the AAP or as required by law. It will be the responsibility of the Member to inform the secretary of any craft name, email address or other name or handle used by the Member in contacts with the AAP. The secretary may, as necessary, implement procedures to verify the names and addresses of any member are accurate or to be sure that names and addresses on the roll of members are accurate and current.
Due to the reporting requirements in the State of Georgia, Officers must be willing to have their real names and addresses recorded on public documents. Except for this requirement, the AAP will endeavor to protect in other contexts the identities of Officers who desire anonymity. However, except in unusual circumstances, anyone who becomes an Officer should be willing to have their true identities made public and must understand that that might happen despite the best intentions of the AAP.
No compensations to members
With the exception of the statements regarding Officers below, members of the AAP will not be compensated for activities directly associated with membership.
Classes of membership
- GENERAL MEMBERS — Any natural person who is sympathetic to the aims of the AAP and is willing to abide by its rules is eligible to become a general member of the AAP.
- CORE MEMBERS — Core Members are General Members of the AAP, as defined in the paragraphs above, who have been significant contributors to the organization in any given year. To qualify as a core Member, a Member must, during the previous year, have a.) performed at two hours of labor in connection with an AAP event or function; or b.) have contributed an amount of money to the AAP equivalent to 1.25 times the current hourly minimum wage multiplied by two. Attendance at regular AAP meetings shall be valued at $0.50 per meeting. Core members must re-qualify as core members each year. Although the Secretary will make reasonable efforts to ensure that records of contributions are complete and up to date, It is the responsibility of the individual to ensure that their own records are correct. To that end, upon request by an individual whose identity has been verified, the Secretary will provide a record of that individual’s recorded contributions.
- GROUP AFFILIATES — Any local religious group, business or other organization that is sympathetic to the AAP and willing to abide by its rules is eligible to become a group affiliate of the AAP, provided that at least one of its members is also a general member of the AAP.
- OFFICERS — Pursuant to the requirements of the State of Georgia at the time of the adoption of these bylaws, there will be three classes of Officer. Their titles and duties are outlined below. Officers are uncompensated for their efforts at the time of this writing. However, should the duties of office become sufficient that they can not be executed by reasonable efforts within a yearly average of 5 hours per week, the Officer may, but is not required to, request compensation. If the AAP is financially able, compensation will be provided at a level not higher than that consistent with similar work performed for similar non-profit organizations. The three classes of officer are:
- Chief Elected Officer
- Chief Financial Officer
Their duties are discussed below.
- ELDERS — There shall be at least at least three elders and no more than nine elders at any given time. The initial council of Elders is established by the adoption of this document.
- To be an elder, one must have been a member of the AAP for at least three years, have been a core member at least two consecutive years, consent to becoming an Elder, and be approved by all existing elders. Elders will remain elders for life or until they voluntarily resign, and will not be deprived of Elder status except upon active explicit consent of a quorum of ⅔ of the Core membership and any persons from the General membership who wish to be included.
- The role of the Elders is to ensure that the essential spirit of the AAP is maintained and to block activities that might be illegal or otherwise detrimental to the organization.
- The following are suggestions for choice of Elder. The final decision, of course, rests entirely in the current members of the Council.
- Diversity of opinion, background and viewpoint should be considered a valuable characteristic for the Council of Elders. To that end, the following recommendations are made:
- When choosing new members, current Council members should seek individuals likely to express opinions that differ from those of the standing members.
- At most one person from any group (excluding the AAP) or family should retain Elder status. Of course, this does not preclude two or more Elders from subsequently forming a group or family, though, in such a circumstance, at their discretion, all but one might decide to resign their status as Elder.
- Active involvement in the community should be considered a valuable characteristic for an Elder. To this end, it is suggested that preference be given to individuals who:
- Live in, and are likely to remain in the Athens area.
- Have a history of service to the local Pagan community.
- Maintain active roles in the community.
- Although there is no age requirement for inclusion on the Council, maturity should be considered a valuable characteristic for an Elder.
ARTICLE V Meetings
In most cases, voting will be conducted online and in conjunction with the Designated Online Communication Platform as described elsewhere in this document. However, in certain circumstances as described herein, formal meetings will be held, at which only the votes of members present at the meeting will be counted. Members who can not be physically present may participate via technology-based conferencing methods, but they must provide the mechanism for doing so and that mechanism shall be such that all in attendance will be convinced of the remote member’s identity.
Formal Meetings shall be conducted in accordance with rules appropriate to consensus-based decision making. The nature of those rules, perhaps including the adoption of an external standard, should be determined at each annual meeting.
There shall be at least one annual formal meeting of the membership be held during the Month of February. The meeting shall be held at a date, place and time to be specified by the president in consultation with the general membership on the list, provided, however, that the meeting will take place in Athens-Clarke County unless the membership agrees by Active Implicit Consensus to have it at another location.
Nominees for officers, the financial report and a proposed budget will be published on the email list at least two weeks before the date of the meeting, for comment. However, decisions will be made only by those present at the annual meeting, which will be open to all Members.
The three officers for the year will be elected at the meeting, the Treasurer’s report will be submitted for the approval of the membership, and a budget for the coming year will be submitted for the approval of the membership.
Other formal meetings may be called by the officers or elders by announcement on the list at least two weeks before the date of the proposed meeting. Proposals for additional formal meetings may be blocked according to the rules set out below in Article V.
Regular weekly meetings will not be considered formal meetings for purposes of voting, unless they are announced as such as set out herein.
All other decisions requiring the consent of the membership may be presented for decision on the email list.
ARTICLE VI Decision making
For purposes of this article, the words “Member” or “Members” will be understood to refer to General Members, Core Members and Elders collectively, unless otherwise specified, but will not refer to members of the Designated Online Communication Platform who have not qualified as General Members or Core Members.
It is the intention of the organizers of the AAP that decisions of the group be made by consensus to as great a degree as practicable. However, it is also the intention of the organizers that a.) the original intent and spirit of the organization be maintained; b.) all federal and state regulations regarding the actions of non-profit religious organizations be observed; and 3.) that the opinions and preferences of members who have contributed time and resources to developing the AAP be given due weight.
Active and Passive Consensus:
- Active Explicit Consensus: Consent must be explicitly stated by a quorum of the membership, and votes of “abstain” and “block” are treated equivalently. That is, the entire quorum must vote “consent” or “consent with reservation.” Wherever not specified in this document and not decided by some other decision of the AAP, quorum for active explicit consensus should be ⅔ of the Core membership and any of the General membership who wish to be included. Any decision may be made by this method at the discretion of the individual proposing an action except that decisions regarding removal of Elder status or substantive changes to these bylaws must be made via this method with a quorum of ⅔ of the Core members and any General members who wish to be included.
- Active Implicit Consensus: Consent must be implicitly stated by a quorum of the membership. Here, only a vote of “block” can cause an action not to be adopted. Wherever not specified in this document and not decided by some other decision of the AAP, quorum for active implicit consensus should be ½ of the Core membership and any of the General membership who wish to be included. Any decision may be made by this method at the discretion of the individual proposing an action except for the rules regarding active explicit consensus and that decisions affecting the group as a whole must be made by this method. Decisions affecting the group as a whole include, but are not limited to: adoption of a yearly budget and changes in protocols for proposing and accepting more general actions.
- Passive Consensus: Explicit statements are not required from any members. Silence on the part of any member implies consent by that member.
Ordinary decisions. In general, a proposal may be made by a General Member or Core Member and will be deemed adopted two weeks after being published to the email list unless it is blocked by another Member as otherwise provided below or is invalid under the rules providing for the expenditure of funds or property. Elders are not expected to make proposals unless they are also currently qualified as Core Members. Group Affiliates wishing to propose an action should do so through their member(s) common with the AAP.
Decisions regarding the expenditure of funds or property. Any proposal requiring expenditure of the funds must be made by a Core Member and must be consistent with the annual budget as amended to be valid.
If a project is proposed that would require expenditures not included in the annual budget or any proposal is made to expend money in excess of budgeted amounts, that proposal must be endorsed by an Elder, must be accompanied by a proposal to amend the budget and must be approved at a formal meeting called by the Elder endorsing the proposal.
Notwithstanding any other provision, the Treasurer may refuse to disburse funds on the ground that the expenditure would leave the AAP with insufficient funds to meet established bills or commitments. The treasurer may disburse funds as budgeted without formal presentation to the membership.
All funds or other donations accepted on behalf of or in the name of the AAP or of any project of the AAP become the property of the AAP. No property of the AAP shall be alienated except in a manner consistent with the laws and regulations of Georgia and the United States governing non-profit religious organizations.
Any member may propose a plan to raise funds or solicit in-kind donations for any purpose approved by the membership, provided that any funds or other goods acquired in the name of the AAP become the property of the AAP and must be turned over to the treasurer as soon as practicable or secured as directed by the treasurer.
To the extent funds or other donations are solicited for a particular purpose approved by the membership, the treasurer will keep a separate accounting of those funds, and they shall not be used for any other purpose. Previous statements notwithstanding, if the purpose for which the funds was originally designated should become invalid, any remaining funds will be presented for repurposing at the next Annual Meeting. In this case, funds may be distributed to another specific cause or absorbed into the General Fund.
Any member entrusted with funds or property of the AAP shall keep an accounting of the use of those funds, and shall account for them to the treasurer, and shall return any unused funds or unused property to the treasurer.
Group Affiliates: To encourage participation by local groups, Group Affiliates may propose actions, may comment on decisions and may attend meetings. All interactions between the Group Affiliate and the AAP should occur via an Ordinary Member of the AAP. Group Affiliates may not vote, and any Ordinary Member who serves as liaison will not have additional standing or stature within the AAP on account of their being that liaison. If multiple persons serve as liaison to the Group Affiliate, the standing or stature of the individuals will not be diminished on account of their collective status as liaison.
Blocking — A single member may block any proposal made by announcing his or her intention to do so on the list, provided, however:
A General Member may block only one proposal per year.
A Core member can block three proposals per year.
An Elder can block any proposal.
For the purpose of counting blocks, the year shall run from immediately after midnight on December 31 of one year to midnight on December 31 of the following year.
Overturning a Block — Once a proposal has been made and blocked, the proposal will not go forward unless it the original proposal is endorsed by the membership in a formal meeting as follows:
Where a proposal has been made and blocked by a General or Core member, any Core Member of Elder can request a formal meeting to reconsider the proposal.
If a proposal has been blocked by an Elder, only another Elder can request a formal meeting to reconsider the proposal.
Once the president receives notice of a request for a meeting to reconsider a block, the president will set time, date and place for the meeting, not less than two weeks after the notice of the date of the meeting. During this meeting the Member who made the proposal and the member who blocked it will have the opportunity to state their cases. A consensus of the Members present and voting, not counting the original proponent and the original opponent, may defeat the block and allow the proposal to go forward in its original form or with modifications agreed to at the meeting.
ARTICLE VII Duties of Officers
The Chief Elected Officer shall be the chief executive officer of the AAP and shall be generally responsible for overseeing the operations of the AAP and seeing to it that these by laws are properly observed. More specifically, the duties of the Chief Elected Officer shall be as follows:
- To call meetings as required by these by laws and to make arrangements for a proper place and time for meetings to the extent necessary. (Example: the Chief Elected Officer will declare the date, time and place of the annual meeting, in conformity with paragraph 2 of Article IV of these by laws.)
- To act as presiding officer at all meetings. This will include, in the case of proposals by general members pursuant to Article V of these by-laws, the duty to determine, in consultation with the Secretary and Chief Financial Officer, whether a proposal has been properly made, whether it has been properly blocked, to determine the dates within which action on a proposal or block must be taken and to declare, in each case, when a proposal has been accepted or a block has been sustained. [Example 1: In the case of a proposal made to the email list, or a block of a motion, the Chief Elected Officer shall within a reasonable time, post a message to the list, stating that the person making the proposal or blocking the proposal has standing to take such an action and that the proposal or the block will stand unless further action, consistent with these by laws, is taken by a particular date specified by the Chief Elected Officer.] [Example 2: where a proposal or block requires active consensus, the Chief Elected Officer will state on-line exactly how and by what time such votes are to be cast.] [Example 3: Where a live meeting is required by Article IV of these by-laws, the Chief Elected Officer shall conduct the meeting according the the rules determined at the annual meeting.]
- To negotiate and execute all contracts, applications, agreements, leases, insurance policies, government documents and other instruments necessary to maintain the status of the AAP and to execute the will of the membership as provided elsewhere herein, provided however that the Chief Elected Officer may, with the approval of the membership, delegate these duties, as to particular matters, to any member or committee of members, provided that the Chief Elected Officer must propose the delegation to particular member or members to the general membership as provided in article V, and members qualified to block proposals generally may block such a proposed delegation to the same extent that such member could block any other, except that a proposed delegation must be blocked within five days of the proposal. There shall be no limitation on the number of proposals to delegate that the Chief Elected Officer may make during the Chief Elected Officer’s term.
- The Chief Elected Officer shall make or approve all public statements about the AAP made to any person outside the AAP. No statement about or purportedly about the policies or nature of the AAP shall be binding upon the AAP unless it has been made by the Chief Elected Officer or a person designated by the Chief Elected Officer as provided herein, or approved in writing by the Chief Elected Officer.
- The Chief Elected Officer shall collaborate with the Secretary and Chief Financial Officer in preparing a proposed budget, a proposed calendar for the coming year, and a proposed official list of members as provided elsewhere herein to be presented to the membership on or before the annual meeting.
- The Chief Elected Officer shall make such proposals to the membership as Chief Elected Officer may deem in the best interest of the AAP, but such proposals shall be subject to approval on the same basis as any other core member, except that there shall be no limitation on the number of proposals or blocks a Chief Elected Officer may advance during his or her term as Chief Elected Officer. However, such proposals or blocks will be subject to approval of the membership on the same basis as those of any other Core Member.
The Secretary shall be primarily responsible for maintaining the records and the membership list of the AAP. More specifically, the it shall be the duty of the secretary:
- To maintain a list of members of the AAP, specifying the status of each as General or Core member, including the legal names and addresses of all members. The secretary will consult with the Chief Financial Officer at least once annually to determine whether Members have continued to qualify for Core Membership.
- To take such steps as are reasonable to verify the personal information of all Members, and, from time to time, take such steps as are necessary to determine that the pertinent information about Members is up-to-date and accurate. The Secretary will keep all personal information about members absolutely confidential, except in a case that the member shall have give formal written permission to disclose personal information.
- To keep the records of the AAP, including recording and preserving the minutes of all formal meetings, and making and preserving records of all formal acts of the AAP approved by the membership or all proposals made by successfully blocked. The Secretary shall, in consultation with the Chief Elected Officer and Chief Financial Officer, prepare a summary of all acts of the organization for approval by the membership at the annual meeting.
- To prepare and file documents such as the annual corporate registration or other such matters as are required to maintain the status of the AAP.
- To prepare the organization’s calendar, and to provide for notice to the membership of important events, and to prepare advertising or press releases, in consultation with the Chief Elected Officer, provided however that these duties may be delegated to a member or committee of members with notice to the membership as provided herein above.
The Chief Financial Officer shall be primarily responsible for safeguarding and accounting for the assets of the AAP, including funds in banks, cash on hand or other property. More specifically, it shall be the duty of the Chief Financial Officer:
- To maintain bank account for the AAP and ensure that it is balanced.
- To disburse funds of the AAP as authorized by the membership or otherwise required by law, provided that the Chief Financial Officer shall refuse to disburse funds if doing so would be inconsistent with the budget as amended, or would cause the AAP to be insolvent or would leave the AAP unable to meet expected obligations.
- To ensure that all obligations of the AAP are paid promptly.
- To prepare any tax returns or financial statements required by law or to effect any decision of the membership or action of the organization.
- To record all income to the AAP from any source and keep a record.
- To arrange for proper storage of any non-cash assets of the AAP, and to keep a record of such assets.
- To prepare, in consultation with the Chief Elected Officer and Secretary, an annual budget and financial statement to be presented to the membership at the Annual Meeting.
ARTICLE VIII Other matters.
- Nothing herein shall be construed to violate the law of Georgia or the United States or any regulations governing non-profit religious organizations.
- All provisions of these by laws are severable. Should any provision be held illegal or unenforceable or rendered illegal or unenforceable by changes in law or regulations governing such organizations, that shall not affect the validity of any other provision.
- In the event of the dissolution of AAP, all assets remaining after any legal debts of the corporation have been satisfied shall be donated to Pagan Pride Project Inc., or such other qualifying non-profit religious organization as shall be hereafter designated by the Elders of the AAP.