Articles of Incorporation
A Non-Profit Religious Corporation
Article I: Name
The name of this Corporation is Westernesste.
Article II: Duration
The period of duration of this Corporation is: Perpetual.
Article III: Purposes
This corporation is a nonprofit religious corporation and is not organized for the private gain of any person. It is organized under the Nonprofit Religious Corporation Law exclusively for religious purposes.
The purposes for which this Corporation is organized are religious and educational; in general, to promote the religious, cultural, charitable, benevolent and educational purposes and principles of Westernesste through Westernesste’s website and World Wide Web presence and its publications, seminars, services, camps, and gatherings.
This Corporation is organized and operated exclusively for religious purposes within the meaning of Section 501(c)(3) of the Internal Revenue Code, including, for such purposes, the making of distributions to organizations that qualify as exempt organizations under Section 501(c)(3) of the Internal Revenue Code, or corresponding section of any future Federal tax code.
The specific purposes and powers are:
A. To train, empower and ordain religious and educational leaders, and to support and further their Service;
B. To organize, establish, charter, and operate such subordinate and subsidiary organizations, religious Orders, and other religious and educational groups as may be deemed necessary or expedient adequately to carry out the purposes of Westernesste;
C. To establish and maintain religious communities, sanctuaries, retreat centers, groves, gardens, schools, libraries, cemeteries, camps, festivals, gatherings, rites and rituals in accordance with the principles of Westernesste; and to buy, sell, own, hold, mortgage, or otherwise encumber, lease, or otherwise hold and dispose of real and personal property necessary to properly establish, fit up, and maintain such places and host such events;
D. To publish newsletters, papers, magazines, pamphlets, books, electronic media, directories and other literary and recorded materials deemed appropriate to the purposes of Westernesste;
E. 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 Westernesste, without limit as to amount;
F. To enter into, make, perform and carry out contracts of every kind for any lawful purpose deemed appropriate to the purposes of Westernesste;
G. To engage in and promote any functions, services and activities deemed appropriate, necessary or expedient for the purposes of Westernesste and which are lawful or not expressly forbidden under the powers covered by the California General Nonprofit Corporation Law, and with all the powers conferred upon nonprofit corporations, as that law is now in effect or may be hereinafter amended.
Article IV: Provisions
Westernesste admits members of any race, nationality, or gender to all rights, privileges, programs and activities generally accorded or made available to its members. No subgroup or office of Westernesste shall discriminate on the basis of race, nationality, or gender in the administration of its policies.
2. The property of this corporation is irrevocably dedicated to religious purposes and no part of the net earnings of this corporation shall ever inure to the benefit of, or be distributable to, its members, Directors, Officers, or other private persons, except that this corporation shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes set forth in these articles.
3. No substantial part of the activities of this corporation shall consist of carrying on propaganda, or otherwise attempting to influence legislation (except as otherwise provided by Section 501(h) of the Internal Revenue Code), and this corporation shall not participate in, or intervene in (including the publishing or distribution of statements), any political campaign on behalf of, or in opposition to, any candidate for public office.
4. Notwithstanding any other provision of these articles, this corporation shall not carry on any other activities not permitted to be carried on (1) by a corporation exempt from federal income tax under Section 501(c)(3) of the Internal Revenue Code or (2) by a corporation contributions to which are deductible under Section 170(c)(2) of the Internal Revenue Code.
5. Upon the dissolution or winding up of the Corporation, its assets remaining after payment, or provision for payment, of all debts and liabilities of this corporation shall be distributed to a nonprofit fund, foundation, or corporation which is organized and operated exclusively for religious or educational purposes, and which has established its tax-exempt status under Section 501(c)(3) of the Internal Revenue Code.
ARTICLE V: Initial Agent
The name and address in the State of California of this corporation's initial agent for service of process is:
4182 Greenwood Ave. #5
Oakland, CALIFORNIA 94602
The undersigned incorporator hereby declares under penalty of perjury that the statements made in the foregoing Articles of Incorporation are true. I declare that I am the person who executed the foregoing Articles of Incorporation which execution is my act and deed.
Founding Priestess, Rhetor and President of Westernesste
Westernesste's new address and contact info:
3291 NE Irving Street
Portland, OR 97232
Agent for Service of Process
1669 Nelson Road #2
Scotts Valley, CA 95066
THE SIDHEVAIRS FOUNDING ARTICLES OF ASSOCIATION
ARTICLE I – THE ASSOCIATION NAME AND DESIGNATION
The name of this association is The Sidhevairs. The Sidhevairs are designated as an unincorporated nonprofit association created under the laws of the State of California.
Article II – HISTORY, INTENT, PRINCIPLES AND PURPOSES
1. History: The Sidhevairs first formed in 2007 as a group of related projects created by our parent non-profit organization Westernesste for the common and related nonprofit literary, arts, and educational purposes of that organization and in order to provide an organizational and communication platform for the digital arts and mythopoetic expressions and interests of Westernesste. As we grew our artists and members became increasingly interested in how co-created expressions of digital art impacted nascent virtual arts communities inspiring new forms of what might best be termed "mixed digital media". We acquired "virtual real estate" in the form of five themed "islands" exploring cooperative community projects in digital visual arts, utilizing web 2.0 and 3D gaming technology. Our constituents include local and remote artists and audiences. As we grew, we discovered that what began as a form of digital art was evolving into a container in which other forms of art might flourish. Mixed digital media grew to include digital performance art including avatars enacting ancient Greek plays such as Aeschylus' "The Furies", as well as reconstructed ancient mystery celebrations, storytelling enhanced with immersive digital props, and experiments in telematic performances--remote participant collaborations which blur the line between performers and audience. As these experiments in digital mixed-media grew, they began to take on a poetic and mythical life of their own or what we term “digital mythopoetics”.
The Sidhevairs employ computers and digital software tools to create visual, aural and connective materials for our works. Melding gaming technology and computer animation with storytelling and mutable 3D settings we evoke a landscape of moving imagery and dreams. We take this further by incorporating live individual activities as essential components that mirror activities simultaneously enacted in digital and remote collaborations fusing literature, performance art via avatar, media, and the cloud. We are motivated in these efforts because we see the potential for this work to enliven electronic media and nascent virtual communities by infusing co-created art and inspiration into a technology which might otherwise be dominated by dehumanized, overly commercial, and empty technological expressions. We believe that while our work is in keeping with the overall mission statement of Westernesste that it also differs in scope and focus and that it is appropriate to distinguish, recognize and formalize the informal arts association that has formed during our first few years of work.
2. a. Intent and Mission: It is the intent of The Sidhevairs to formalize our history by becoming a coordinating subordinate organization of Westernesste, and thereby to be subject to the general supervision and control of Westernesste.
b. The Sidhevairs projects specifically pertain to Westernesste’s interests in digital arts and creative mythopoetic works in virtual settings. The Sidhevairs will coordinate and provide an accessible source of information pertaining to the various specific digital arts projects sponsored by Westernesste and will continue to more formally act as the coordinating arm of the digital arts, literary and educational interests of Westernesste. The Sidhevairs will assist individual projects of The Sidhevairs to apply for Westernesste charters if they have reached a point in which recognition of a distinct subordinate organization has become important to Westernesste or The Sidhevairs.
c. Mission: The Sidhevairs merge visual, aural, 3D digital, performance and collaborative participatory arts focused upon educating and inspiring our members and those with whom we come in contact. The Sidhevairs explores through the digital arts a variety of modern archetypes and mythopoetic concepts drawn from cross-cultural folkloric and fantasy literature. The Sidhevairs seek to poetically and creatively draw upon these sources to intentionally create new myth and meaning with the hope of enriching the lives of our members.
3. Principles. The Sidhevairs hold these principles as our core ideas:
a. Self-expression and digital mythopoetics can be important to the health of the individual.
b. The availability of means towards self-expression in the mythopoetic digital arts can be important to the health of a community.
4. Purposes: This organization is formed exclusively for the educational and community enrichment purposes under section 501 c3 of the Internal Revenue Code or corresponding section of any future federal tax code. The primary purposes of the Association are to provide a community service as follows:
a. To coordinate, articulate and support the operation of all digital arts projects and virtual property of and in The Sidhevairs, including all extant virtual property at the time of the formation of this association including the five virtual properties known as “isles” or “islands” of The Sidhevairs. Individual Sidhevair isles may also be separate subordinate organizations of Westernesste as their focus and interests differentiate.
b. To contribute to the on-going viability of a digitally facilitated creative community through promotional efforts and solicitation of financial support.
c. To offer our local and virtual communities opportunities for self-expression in mythopoetic digital arts by offering enrichment and training classes in varied virtual settings created by The Sidhevairs.
d. To share information, educate and encourage newcomers to join and participate in the creative work of the Association and the Sidhevair organizations it charters.
e. To provide social activities for members of The Sidhevairs
f. To further the art and enjoyment of the subject matter.
g. To establish and fund internships and other forms of training and development in mythopoetic digital arts, virtual performing arts, online mystery plays and similar celebrations, digital storytelling, machinima, and other similar artistic, literary and educational pursuits that may be of interest to members of The Sidhevairs.
h. To coordinate the charters and facilitate communication among the various subordinate organizations of Westernesste that are specifically intended to provide digital arts in virtual settings including all extant virtual property of Westernesste bearing the name of The Sidhevairs at the time of the formation of this association, member projects and project groups interested in the design of any new or future virtual property bearing the Sidhevair name, digitally enabled performing arts, the recreation of ancient mystery plays and celebrations, digital storytelling, and the creation of mythopoetics immersed in fantasy settings enhanced by machinima and similar animation techniques. At the time of the foundation of this association these subordinate organizations collectively forming the Sidhevairs include Estel Sidhevair, Ennyn Sidhevair, Minas Sidhevair, Caladanann Sidhevair, and Carassad Sidhevair.
5. The activities of the Association shall be held and maintained in the spirit of its history, intent, principles and purposes.
Article III – POWERS
1. The Association shall have all the powers necessary to provide activities to conduct its purposes including, but are not limited to, the power to collect, hold and disseminate information consistent with its purpose: to conduct seminars and workshops, to recommend acceptance by Westernesste of applications for new charters coordinated by The Sidhevairs, and the power to collect dues or land tier donations and disperse funds for the membership.
2. The Sidhevairs may engage in any and all other charitable activities permitted to an organization exempt from federal income tax under Section 501(c)(3) of the Code or corresponding future provisions of the federal tax law. To these ends,
The Sidhevairs may do and engage in any and all lawful activities that may be incidental or reasonably necessary to any of these purposes, and it shall have and may exercise all other powers and authority now or hereafter conferred upon unincorporated nonprofit corporations in the State of California.
ARTICLE IV – OFFICE AND DURATION
1. The office of the Sidhevairs shall be located at the address at which the Parent organization Westernsste has official residence; or at such place as Westernesste or The Sidhevairs may from time to time determine, or as the business of Westernesste or The Sidhevairs may require.
2. The duration of The Sidhevairs shall be perpetual.
Article V – STRUCTURE AND MEMBERSHIP
1. Structure. The Sidhevairs consists of an association of projects dedicated to the promotion and advancement of digital mythopoetics and related digital arts, through public education and the development of individual virtual and digital arts projects deemed directly related to the nonprofit goals and interests of Westernesste by that parent organization’s board of directors.
2. Membership in The Sidhevairs.
a. Membership in the Sidhevairs becomes effective upon the payment of virtual land tier costs in an amount set by the board of the association which can be based upon a sliding scale determined by ability to pay. Service on behalf of one or more projects of The Sidhevairs may be substituted in lieu of tier payments at the discretion of the association board.
b. Commitment to diversity and non-discriminatory policy. The Sidhevairs do not discriminate on the basis of race, color, sex, sexual preference, age, religious affiliation, handicap, national origin, or other personal factor. Any individual interested in The Sidhevairs is welcome to be a member in the Association as long as said member remains in “good standing”.
i. A member is in “good standing” when: the member pays his/her virtual tier payment when required.
ii. A member is no longer in “good standing” when: the member fails to pay his/her annual membership dues when required and/or when in the judgment of the majority of the members, the member no longer supports the best interests of the Association. A member found not to be in good standing may appeal to the parent organization Westernesste for a consideration of the merits of this determination.
c. Liability: Members shall not be personally liable for a debt or any liability of the association.
Article VI – ASSOCIATION LEADERSHIP
The Sidhevairs shall be governed by a Council led by a Director selected by the governing board and Priesthood Council of Westernesste. The Sidhevairs Council’s governing body may also include the assistance of appointed advisors from the association’s membership who serve as one or more Members-at-Large. The Director of The Sidhevairs must be a member of the Board of Directors of Westernesste. The parent organization, Westernesste, is the sole voting member in the association of the Sidhevairs.
One person will be designated as the association’s agent in this state, as needed, following state law requirements. This person must be a 4th Circle or inward member of Westernesste.
ARTICLE VII – ACCOUNTING AND RECORDS
1. The fiscal year of The Sidhevairs shall be January 1 through December 31 of each year.
2. All minute books, correspondence, and other records of The Sidhevairs shall be preserved by the Council. Records that have ceased to be of use for the conduct of the affairs of The Sidhevairs may be turned over for preservation to a depository designated by the Council, or discarded.
3. Dues, Assessments and Fees: The Association’s activities shall be funded through the use of donations and annual membership dues, tier, assessments, and fees charged to the individuals who take part in the Association’s various activities. Fees may be charged by the Association to pay the costs of any of its activities, or parts thereof, which do not fall within the meaning of “normal operating costs”. Said fees shall be established by the Council at an amount per individual per activity, or part thereof, which shall not exceed the amount which is reasonably estimated to be necessary to pay the costs of said activity, or part thereof. Should the fees established and collected for any activity or part thereof, not be sufficient to pay all the costs which do not fall within the meaning of “normal operating costs” which are generated by said activity, or part thereof, the deficiency shall be paid as a “normal operating cost” of the Association which Westernesste may support as part of its larger mission.
4. No individual member has the authority to obligate the Association in any way. In doing so that member becomes personally responsible for that obligation and not the Association.
ARTICLE VIII – DISSOLUTION
In the event of the dissolution of The Sidhevairs its property, funds, and other assets shall be transferred either to the parent organization Westernesste or to whatever organization or organizations operated exclusively for charitable, educational, and/or mythopoetic purposes as The Sidhevairs may determine, provided such organization or organizations qualify as tax-exempt under the Internal Revenue Code of the United States.
These Articles describe the rules by which the Association is to be governed. Any situation concerning the governing of this Association which is not specifically described in these Articles shall be governed by the Bylaws of Westernesste. In any situation in which these Articles conflict with Westernesste Bylaws and/or Articles of Incorporation, the Bylaws and Articles of Westernesste, as the founding and parent corporation, shall prevail.
IN WITNESS WHEREOF, the undersigned has executed these Articles of Association on this 7th day of January 2011.
Maerian Morris, Founder and President of The Sidhevairs
Initial Agent: MAERIAN ROSEMARY MORRIS, 290 McGivern Way, Santa Cruz, CA 95060
of Westernesste, Inc.
4182 Greenwood Ave. #5 Oakland, CA 94602
These are the first and founding Bylaws of Westernesste.
They were composed in session with the Westernesste Founding Priestess at Brigid on February 2, 2008, were ratified by the Priesthood, at Ostara on March 21, 2008 and are deemed effective as of Beltane, 2008 or May 1, 2008.
These Bylaws are based upon the 1968 articles of Incorporation and the amended year 2000 Bylaws of the Church of All Worlds, the members, Scions and Clergy to whom the Westernesste Founder expresses gratitude for their pioneering insight into Neo-Pagan and Gaian Religious and structural guiding principles. Westernesste was formerly a Nest and Subsidiary organization of The Church of All Worlds, previously operating in that status from 1994 to the Incorporation of this organization and creation of these bylaws on February2, 2008.
Dedication-In recognition and honor of the Beauty of Life and Nature and the inherent Divinity present in the individual and gestalt components of Earth, Westernesste joins in the growing celebration on this planet of the Gaia-centric religions, by specifically focusing upon, developing and contributing to the rhetorical and philosophical articulation of a mature and responsible religious dialog along with rites and ceremonies dedicated to the respect of Earth, the guidance, blossoming and support of human and planetary potential, and the realization of responsible personal freedoms in harmonious relationship with the Divine intelligences of the Multiverse.
Mission Statement-The mission of Westernesste is to explore, celebrate and contribute to webs of information, mythology and experience; to provide voice to the Divine within and without; to explore pre- and post-Christian and earth based religious myth, rhetoric, and spirituality; and to provide informed Gaia-centric contexts and religious, rhetorical and educational support for celebrating Nature through community dedicated to responsible stewardship and awareness. To which ends we do hereby adopt and enact the following Articles:
1.1: The name of the corporation shall be Westernesse, and is a non-profit 501(c)(3) religious and educational organization, incorporated in the United States under the laws of the State California.
2.1: The purpose of this Corporation shall be as outlined in the Articles of Incorporation; and specifically the following:
2.1.1: To do all in our power to celebrate and encourage consciousness, individually, collectively, and synergically, at all levels of Being, in the unfolding processes of evolution;
2.1.2: To aid individuals and groups in the exploration and celebration of Human potential, and the realization of individual freedom and personal responsibility; to help people become what they potentially are;
2.1.3: To work toward the development of life-affirming alternatives to hatred, prejudice, intolerance, war, violence, greed, and all of the societal and individual actions and policies which leave humankind paralyzed by fear, ignorance, alienation and guilt, and to work to dispel apathy towards these situations;
2.1.4: To provide mutual help and encouragement in the search for meaning and identity through association with similarly oriented beings in a context of acceptance and love;
2.1.5: To assist those who are searching for alternatives to presently established religions and institutions; to also assist individuals in the integration of life-affirming values and practices into present religious/spiritual paths; to assist individuals in retaining and enriching past affiliations where desired and rejecting that which is negative or no longer relevant to the individual;
2.1.6: To furnish a central headquarters and branch offices (called Churches, Nesstes, Groves, Centers, Temples or other inclusive words as deemed appropriate) through which Westernesste Kindred may locate and communicate with each other, and to buy, sell, own, hold, mortgage, or otherwise encumber, lease, or otherwise hold and dispose of real and personal property necessary to properly establish, fit up, and maintain such places;
2.1.7: To encourage reading, study and growth on the part of members and friends, and to make available literature in various relevant fields;
2.1.8: To publish and circulate materials deemed appropriate to the purposes of Westernesste by its Priesthood Council or their delegated authority;
2.1.9: To establish and maintain religious orders, communities, schools, colleges, libraries, research facilities, wilderness sanctuaries and retreats, camps, festivals, virtual/worldwide Web presence and rites and rituals in accordance with the principles of Westernesste;
2.1.10: To provide for all possible means for recycling the bodies of deceased members consistent with Earth-centric awareness and personal will;
2.1.11: To make provision to establish and ordain various sacraments of Westernesste;
2.1.12: 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 organization;
2.1.13: To study, offer classes and events associated with communication of Westernesste’s ideals and its interests in pre- and post-Christian and earth based religious myth, rhetoric, and spirituality as it evolves in Cyberspace;
2.1.14: To work, associate, and affiliate with other similarly oriented individuals, churches, agencies and groups promoting peace, love, joy, freedom, mutual respect and cooperation among peoples, tribal community, planetary stewardship, personal awareness and development, celebration of life and the eco-psychic 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 Westernesste; and
2.1.15: To engage in and promote any functions, services and activities deemed appropriate, necessary or expedient for the purposes of Westernesste by its Priesthood, their delegated authority, or the directors of any subordinate Organizations.
3.l: Membership. Membership shall consist of those who understand the principles of Westernesste, who have made written or online application, signed the membership charter or agreed to the online charter, who have been accepted by the Priesthood Council or its delegated authority and have paid any annual dues or qualified for a waiver of those dues, as determined by the Priesthood. The form of application shall be that approved by the Priesthood or its delegated authority.
3.l.1: Dues. Any annual membership dues and amounts shall be determined by the Priesthood. All membership funds shall be administered in accordance with established policy as determined by the Priesthood.
3.l.2: Work Trades and Scholarships may be considered in place of dues on a case by case basis upon the approval of the Priesthood or its delegated authority.
3.2: Active Membership. Members of 2nd Circle or inward whose annual dues are current shall be referred to as Active Members, with full voting privileges, subscription to the membership newsletter, notices of Westernesste festivals, events and membership discounts at paid functions.
3.2.1: Inactive Membership. Those whose dues are in arrears shall be regarded as inactive members, and their voting privileges, subscription to the membership newsletter, notices of Westernesste festivals, events and membership discounts at paid functions shall be suspended until such time as they renew their memberships with a payment of the annual dues.
3.3: Family Memberships. Westernesste wishes to recognize and acknowledge every conceivable configuration of family structure that our members wish to claim. Therefore, "Family Memberships" shall be made available at a discount in annual dues to all members claiming the same mailing address.
3.3.1: Member families shall receive a single copy of all mailings, newsletters, etc. for the entire family.
3.4: Youth Memberships. Children and adolescents under the age of 18 may join Westernesste as Youth Members upon filing a Youth Membership Application which includes a signature of parent or guardian granting permission and approval.
3.4.1: Youth members shall not have voting privileges, nor be eligible to form Nesstes or subordinate organizations.
3.5: Prison Memberships. Incarcerated adults may formally join Westernesste at 1st Circle, using a special prison membership application form. In consideration of their condition, annual dues shall be waived during the term of their incarceration.
3.5.1 Incarcerated members shall not have voting privileges.
3.6: Rings and Circles. Membership shall be organized in degrees of introgression, as follows...
3.6.1: Three Rings of three Circles each, to be known (from outer to inner) respectively as Kindred, Initiates, and Priests/Priestesses (Priesthood).
3.6.2: Members may be referred to by designation of a Circle, one through nine with each inward circle and Ring inclusive of those outward from it. (i.e. members of the Third Ring retain their status as Initiates and Kindred, Members of the Second Ring retain their status as Kindred. All members of Westernesste are therefore Kindred.)
4.1: The First Ring shall consist of Kindred. Policies governing each Circle within a Ring shall be maintained separately by the Priesthood Council. The First Ring shall be grouped in the following three Circles, by qualifications to be determined and amended by the Priesthood Council or its delegated authority:
4.1.1: First Circle
4.1.2: Second Circle
4.1.3: Third Circle
4.2: The Second Ring shall consist of Initiates. Policies governing each Circle within a Ring shall be maintained separately by the Priesthood Council. The Second Ring shall be grouped into the following three Circles by qualifications to be determined and amended by the Priesthood Council or its delegated authority:
4.2.1: Fourth Circle
4.2.2: Fifth Circle
4.2.3: Sixth Circle
4.3: Duties of Initiates may include management of Westernesste programs, and any other such duties as may be determined by the Priesthood Council or their delegated authority.
4.4: Priories. An Initiate of 6th Circle or inward may be appointed by the Priesthood Council to be a spiritual steward for Sacred Land involving a Temple or a community of votaries. Such person may be nominated by their community and shall be installed as a Prior or Prioress whose duties shall include administrative and ministerial functions to be determined by the Priesthood or their delegated authority.
4.5: The Third Ring shall consist of Priests and Priestesses. Policies governing each Circle within a Ring shall be maintained separately by the Priesthood Council. The Third Ring shall be grouped into the following three Circles, by qualifications to be determined and amended by the Priesthood Council.
4.5.1: Seventh Circle
4.5.2: Eighth Circle
4.5.3: Ninth Circle
4.6: Duties of the Priesthood shall include providing spiritual guidance and counsel to other members, hosting and officiating at various ceremonies and services, administering the sacraments, writing and preparing rituals, participating in the Priesthood Council, supervising the training of Kindred and Initiates, sponsoring and aiding postulants to the Priesthood, serving as conscience dictates as members of the Priesthood, facilitating communications among Nesstes and other offices of Westernesste, and any other such duties as may be determined by the Priesthood Council.
4.7: Ordination into the Priesthood may be bestowed upon Initiates who have completed all the currently stated qualifications of the Sixth Circle and have been recommended for the Seventh by any sponsoring member of the Priesthood, provided the candidate has first been approved unanimously by the Priesthood Council through the submission of such data as the Council may choose to require.
4.8: High Priest and High Priestess. The titles "High Priest" and High Priestess" are honorific, and may be applied to only one man and/or one woman in a given country at a time. These are religious titles granted in recognition of such individuals as the foremost Priesthood representatives of Westernesste in their country, and are meant primarily to denote such status in interactions outside Westernesste, such as interfaith conferences and forums, public interviews and media presentations, etc. where it is appropriate to have our authorized representatives designated by suitable titles of rank.
4.8.1: Qualifications. To qualify for the title of High Priest or High Priestess, said individual must be an experienced ritualist and public speaker, and be acknowledged High Priest or High Priestess by the National Priesthood Council of their country. He or she should have served on the Central Priesthood or National Management Council of their country.
4.8.2: Term of office. The title of High Priest or High Priestess may be held for as long as the Priesthood Council deems appropriate, during which time it shall be the duty of said persons to select and train their successors. If at any time no member of the Priesthood in a particular country is qualified, acknowledged, or willing to hold one of these titles, said title shall languish until an appropriate recipient arises.
BOARD OF DIRECTORS
5.1: Management of the Corporation shall be vested in a Board, consisting of the four corporate officers (President, Vice-President, Treasurer, and Secretary) and one or more Members-at-Large. Members of the corporation can simultaneously serve in more than one of these roles as deemed necessary by the Priesthood Council.
5.1.1: Members of the Priesthood may, as conscience dictates, attend Board meetings, advise the Board on matters touching upon concerns of Westernesste, and participate in such decisions of the Board as voting members thereof.
5.1.2: Any active member of Westernesste may attend any meeting of the Board of Directors as a non-voting observer except in cases in which the Board must meet sub rosa for purposes of confidentiality.
5.1.3: Conflict of interest. No member of the Board shall vote on a matter from which they would derive direct financial gain or loss.
5.2: At the Annual Meeting of the General Membership, members of the Board may be nominated by a vote of the Active Membership. The Priesthood shall review and ratify or substitute Board members as determined in Priesthood Council. The President, Vice-President, Secretary, and Treasurer shall serve as officers both for the Board and for the Corporation. All members of the Board of Directors must be active members in good standing and qualified to perform the duties of their office.
5.3: 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 powers:
5.3.1: To call regular or special meetings of the Directors, the Councils, or of the membership, on initiative of the President, or by mutual agreement of two or more of the Directors;
5.3.2: 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 officers, Directors, and members;
5.3.3: To make rules and regulations for the use and management of all Westernesste property, whether real or personal, and to change such rules and regulations at such time and in such manner as the Priesthood, the Board of Directors, or Directors of subordinate organizations, shall seem right and proper;
5.3.4: To issue certificates of Charter to members in other areas when they wish to establish a local Nesste or other office of Westernesste, or to establish Subordinate Organizations, upon conditions to be determined by the Board or its delegated authority;
5.3.5: To determine what shall be due and reasonable compensation to be paid any member of the Corporation for services rendered to or for the Corporation, affecting one or more of its purposes; and
5.3.6: To maintain, at the Central Office, confidential files on all members, active and inactive, and such other records as may be deemed necessary adequately to carry out the purposes of the Corporation.
5.4: The Board of Directors shall have full power and 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, and 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 which the Corporation may lawfully do and perform.
5.5: The Board of Directors shall have summary power to suspend or expel any member of Westernesste, or suspend their rights and privileges for conduct which in its opinion disturbs the order, dignity, business or harmony, or impairs the good name, popularity or prosperity of the organization, or which is likely in its opinion, to endanger the welfare, interest or character of the organization, or for any conduct in violation of these Bylaws or of the rules and regulations of the Corporation, which may be made from time to time. Such action may be taken at any meeting of such Board upon the initiative of any member or members thereof in accordance with established procedures set forth by the Priesthood.
5.5.1: Veto. The proceedings of the Board of Directors shall be final and conclusive, unless overruled by majority vote of the Priesthood Council, acting as a board of appeal.
5.6: Dialogue with membership. The mission of the Board collectively and of each member individually shall include, within reason, seeking input from the membership on all major decisions, especially from concerned parties and Initiate councils.
5.6.1: The Board of Directors shall also be empowered to call a meeting of the general membership, provided that they give no less than 30 days notice of such meetings in the official membership publications and online fora recognized by Westernesste.
5.7: Limitations. Except in cases in which the Board finds a compelling interest, or in areas in which a dispute arises, the Board shall exercise the minimum necessary power to coordinate the business of Westernesste as a whole, empowering the membership-including subordinate organizations, offices, and Nesstes- to exercise maximum autonomy. It shall limit itself to matters of the whole body, unless a dispute comes up within a subordinate organization or Nesste or regarding an individual or relationship within Westernesste, and the parties concerned elect to refer their dispute to the Board for resolution. If such a dispute does arise, the Board shall still encourage the subordinate organization or Nesste to resolve the conflict internally and offer suggestions for doing so. Only if the Board finds a compelling interest shall it take action in the internal matters of a subordinate organization, office or Nesste.
5.8: The Priesthood may constitute a nominating committee for Directors to serve on the Board. Their recommendations shall be presented by the Secretary to the Annual Meeting of the General Membership. Other nominations may be made by any active member present at said meeting, or submitted to the Board prior to the Summer Board meeting for inclusion on the ballot to be published in the Summer edition of the general membership newsletter.
6.1: The Officers of the Corporation shall be a President, a Vice-President, a Secretary, and a Treasurer. Priesthood members may serve in more than one role as deemed necessary in service to Westernesste.
6.2: Terms. The term of all offices shall be determined by the Priesthood Council.
6.3: The President shall be the chief executive officer of the Corporation, must be a member of the Priesthood Council, and shall preside at all meetings of the Board of Directors and the General Membership. The President shall be a member of at least 7th Circle or inward. 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 Priesthood.
6.3.1: The President shall also have such other powers and shall perform such other duties as may be assigned by the Priesthood.
6.4: The Vice-President shall be vested with all the powers and shall perform all the duties of the President in case of the absence or disability of the President. The Vice-President shall be a member of at least 7th Circle or inward and be familiar with the administrative procedures of the corporation.
6.4.1: In the case of resignation, permanent disability, or death of the President, the Vice-President shall serve as President Pro Tem and the Board shall appoint a new Vice-President Pro Tem until the next Annual Meeting of the General Membership.
6.4.2: The Vice-President shall also have such other powers and shall perform such other duties as may be assigned by the Priesthood or the Board of Directors.
6.5: The Secretary shall keep records of all regular and special meetings of the Priesthood, and forward these records to the members of the Board, the Priesthood, and the membership. The Secretary shall also notify members of the Priesthood and the Board of the time, place, and planned agenda of the regular Board meetings. Notices should be sent at least two weeks prior to each regular meeting, and as early as possible before a special meeting. Notice of the time and place of future meetings shall be published in a general membership publication and/or be posted to the membership via Westernesste mailing lists.
6.5.1: 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, or by any person authorized by the President or the Vice-President, or by the Priesthood.
6.5.2: The Secretary also serves as the correspondent of the Corporation with persons representing the State of California, and files whatever reports and forms may be required by the State on an annual or ongoing basis.
6.5.3: Minutes of Board meetings shall be prepared by the Secretary and distributed to the Board members and Priesthood not more than two weeks after each meeting.
18.104.22.168: The Secretary shall send minutes for meetings in detail (excluding confidential items) to those active members who request them and who pay for mailing and preparation time. Requests may be fulfilled via e-mail if so requested.
6.6: 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 Priesthood. Such funds shall be paid out only on the cheque of the Corporation signed as directed by the Priesthood. The Treasurer shall also control the keeping of the books and accounts of the Corporation, and is responsible for the filing and payment of any moneys required by the State of California. Subordinate Organization representatives are responsible for the forwarding of quarterly financial records of each Subordinate Organization to the Treasurer in advance of each quarterly Priesthood meeting.
7.1: The Corporation, acting through the Priesthood or its delegated authority, may organize, charter, establish, and operate such Subordinate Organizations as may be found necessary or expedient adequately to carry out the purposes of the Corporation. Chartered Subordinate Organizations shall be included under Westernesste’s Group Exemption.
7.1.1: Subsidiaries should begin as projects or provisional Subordinate Organizations and be considered for full Subordinate Organization status only after they have been active for a year and a day.
7.1.2: Subordinate Organizations shall not have the power to incur debt in the name of Westernesste.
7.2: Reports. Each Subordinate Organization shall submit quarterly reports of its activities and financial status to the Secretary and the Treasurer at least two weeks prior to each meeting of the Priesthood. Provisional Subordinate Organizations should send a quarterly report to the central office.
7.3: Chartering and serving as Directors of Subordinate Organizations shall be open only to Active Adult Members of Westernesste and requires at least one member 4th Circle or inward.
7.4: The governance of Subordinate Organizations shall be by Directors or Councils. Should the Subordinate Organization be authorized to open a bank or checking account, there shall be three approved signatories on the account, at least one of which must be 4th Circle or inward. Directors of Subordinate Organizations must contain at least one member of 4th Circle or inward, but other members of the Subordinate Organization Councils may be any active members of Westernesste that the Subordinate Organization Directors wish to delegate.
7.5: Should the Priesthood determine that a Subordinate Organization is no longer functioning in the furtherance of the purposes of the organization, the Subordinate Organization's charter may be suspended or revoked by action of the Board. All assets of a chartered Subordinate Organization revert to Westernesste upon revocation of their charter, unless said Subordinate Organization has separately incorporated as a non-profit entity, in which case assets shall be divided by mutual agreement or by arbitration.
7.6: Protecting people's life work within Westernesste. In order for members to be willing to devote their lives, assets and resources to Westernesste, each individual and Subordinate Organization shall have as much autonomy and freedom of action and expression as possible.
7.6.1: In case of irreconcilable conflict with Westernesste, the directors of a Subsidiary Organization would, subject to contractual agreement, have the option of removing their organization from the organization while retaining its name, function, corporate status and assets. In such a case, that organization would forfeit the coverage of Westernesste's Group Exemption, insurance, and any other privileges of affiliation with Westernesste.
7.6.2: If there is a dispute between the Priesthood and a subordinate organization, or among directors or other partners in a Subordinate Organization, and if any of these parties are not satisfied with a decision of the board, they may seek binding arbitration by a mutually-agreed-upon party or parties, pursuant to Westernesste’s conflict resolution procedure.
7.7: Should a Subordinate Organization be disbanded, either while covered by Westernesste's Group Exemption, or at any time up to a year after said Subordinate has been removed from Westernesste, any assets revert to Westernesste.
FAMILIES AND NESSTES
8.1: Families and Nesstes. The basic local organizational congregational units of Westernesste shall be Families and Nesstes.
8.1.1: A Family is a group of two or more Westernesste members bonded together in a commitment which may be defined by an appropriate Commitment Ceremony, or by blood, shared familial residence, domestic partnership, or fictive kinship arrangements as recognized by the Prieshood Council.
8.1.2: A Nesste is a small intimate group of at least three, and it is recommended, not more than 13, Westernesstemembers, organized in a local area to learn about, discuss, and creatively practice the principles of Westernesste.
8.1.3: Families and Nesstes are not required to have open meetings and may determine their own internal structure and method of participation.
8.1.4: Families and Nesstes shall not have the power to incur debt in the name of Westernesste .
8.2: Families shall be autonomous units of two or more Westernesste members who publicly declare their relationship and/or commitment to one another.
8.2.1: Handfast Families shall be autonomous units of two or more adult Westernesste members who publicly declare their commitment to one another and have, after participating in a commitment ceremony conducted by the Priesthood of Westernesste, been granted an appropriate Certificate of Sacred Union whereby they shall be recognized as handfasted by Westernesste.
8.2.2: Parental Families shall be autonomous units of one or more adult Westernesste members with one or more children.
8.3.1: Under the general category of "Nesstes," Westernesste recognizes several distinct forms:
22.214.171.124: Fully-Chartered Nesstes. Three of more Active Adult Westernesste Members who have been meeting together as a Proto-Nesste at least monthly for at least one year since initial Proto-Nesste application, and have at least one Initiate, may be chartered as a full "Nesste" of Westernesste. Such Nesstes shall be regarded as local congregations of Westernesste, and shall be so listed in Westernesste publications and internet web sites, receive an automatic subscription to the Inter-Nesste Newsletter, and be included on the electronic communications lists for Nesstes. Granting of a Nesste Charter will be by application to and approval of the Priesthood Council. Group Exemption. Fully-Chartered Nesstes shall be legal subordinate organizations of Westernesste as incorporated under the laws of the United States, and shall be eligible to be covered under Westernesste's group exemption.
126.96.36.199: Proto-Nesstes. Three or more Active Adult Westernesste Members, at least one of whom must be at least 3rd Circle, who wish to form a Nesste may apply to become a "Proto-Nesste," which shall be a provisional Westernesste congregation for a least a year; after which, if a Proto-Nesste has met all the requirements, the group may apply for a Full Nesste Charter.
188.8.131.52.1:Proto-Nesstes shall be regarded as local congregations of Westernesste, and shall be so listed in Westernesste publications and internet web sites, receive an automatic subscription to the Inter-Nesste Newsletter, and be included on the electronic communications lists for Nesstes.
184.108.40.206.2: Granting of a Proto-Nesste Charter will be by application to and approval of the Priesthood Council.
220.127.116.11.3: Proto-Nesstes shall not be eligible to be covered under Westernesste's group exemption.
18.104.22.168: Family Nesstes. Three or more active adult Westernesste members who publicly declare their commitment to one another in a Commitment Ceremony conducted by Priesthood of Westernesste shall receive an appropriate certificate of Sacred Union whereby they shall be recognized as handfasted by Westernesste, and may, if they so request, be recognized as a "Family Nesste" by the Westernesste.
22.214.171.124.1: Family Nesstes shall not be eligible to be covered by Westernesste's Group Exemption unless they also become qualified as regular Fully Chartered Nesstes.
126.96.36.199.2: Family Nesstes shall be exempt from the reporting requirements of other Nesstes unless they also become qualified as regular Fully Chartered Nesstes.
8.3.2 Cyber-Nesstes. Online lists, and other online activities (such as Second Life, Yahoo Groups, chat rooms, IRC, etc.), which serve their members in an online Nesste-like capacity, may, if a majority of Active Adult Westernesste Members thereof (at least three, of whom at least one must be at least 4th Circle) so choose, be designated "Cyber-Nesstes."
188.8.131.52: Cyber-Nesstes shall be regarded as non-local congregations of Westernesste, and shall be so listed in organization publications and internet web sites.
184.108.40.206: Granting of a Cyber-Nesste Charter will be by application to and approval of the Priesthood Council.
220.127.116.11: At the discretion of the Priesthood Council, Cyber-Nesstes which so request shall be eligible to be covered under Westernesste's group exemption.
8.4: Nesste Coordinator. Each Nesste shall designate an individual 3rd Circle or inward who takes on the major responsibilities of administration, contact and organization of a Nesste. Such person shall be known as the Nesste Coordinator, and they shall serve as contact and liaison to central headquarters and the Priesthood Council in all matters of administration and/or corporate needs and concerns relative to their particular Nesste.
8.5: Innovation. The Board and Priesthood of Westernesste do not wish to impose any doctrinal constraints upon local Nesstes beyond the requirement that their activities be in accord with the purpose of the Corporation as stated in the Preamble and Article II of these bylaws. The Board and Priesthood in fact encourage creativity and innovation on the part of all local Nesstes in the lawful pursuit of the goals of Westernesste.
8.6: Disbanding a Nesste. The Priesthood Council may accept and note the disbanding of a Nesste upon written notification from that group's Nesste Council and the return of all Nesste materials issued by the Priesthood Council. The records and materials of the Nesste will go into the Priesthood Council's "inactive" file, where they will remain until or unless the group may be reactivated. If no one reactivates an inactive Nesste within three years, it will be declared "discorporate" and filed accordingly. Proto-Nesste Charters will lapse automatically after one year from the date of their last Quarterly Report.
8.7: Suspending Charters. The Priesthood may suspend the Charter of a Nesste pending investigation of problems that may be brought to the Priesthood Council's attention, or if the Quarterly Reports (or lack thereof) from that group fail to indicate its continuing function. A Nesste whose Charter has been suspended will be regarded as an inactive Nesste, and its Charter may be reinstated if the group can resolve its problems to the satisfaction of the Priesthood Council. If this does not happen within a year and a day, the suspended Nesste will be declared "discorporate." This action may be appealed to the Priesthood, whose decision shall be final.
8.8: Revoking Charters. The Priesthood reserves the right to revoke either a Nesste Charter upon the recommendation of either the Priesthood Council or the Priesthood Council for one of the following reasons:
8.8.1: The conduct of the Nesste at its meetings and public functions or in its public statements is found to be incompatible with the purposes of the Corporation as stated in Article II of these Bylaws, or contrary to the laws of the Country, State or Province of residence of the Nesste or Proto-Nesste;
8.8.2: The conduct or statements of the Nesste in its meetings and public functions or in its public statements, in the judgment of the Priesthood, reflects unacceptable discredit on Westernesste, its purposes, members and Priesthood; or
8.8.3: The Priesthood has reason to believe upon investigation that the chartered group is not truly functioning as a Nesste or Proto-Nesste in that the contact person does not respond to queries, show evidence of membership or the holding of regular meetings or other evidence that the Chartered Nesste or Proto-Nesste is, indeed, functioning as a viable organizational unit of Westernesste.
8.9: All Assets of a chartered Nesste revert to Westernesste upon dissolution of that group, whether by disbanding or by revocation of their Charter.
8.10: Reactivating a Nesste. If within three years, at least two members of the original group and at least one other active member of Westernesste are willing to resume Nesste activities and regular meetings, an inactive Nesste may be reactivated under its original name and Charter. If there is a dispute among the members of the original Nesste over the group's reactivation, the Priesthood Council may request that the name of the group be changed, and a new Charter issued under the new name, while still recognizing the legal continuity of that Nesste or Proto-Nesste insofar as dating its inception from the original application.
8.10.1: If a Nesste Charter is suspended, the group will have three months to address and resolve the issues that resulted in that action to the satisfaction of the Priesthood Council. If this can be accomplished, their Charter will be reinstated and returned after their current Quarterly Report is approved.
8.10.2: If a Nesste Charter has been revoked by the Priesthood, there is no further appeal. The re-establishment of a Westernesste Nesste in that area will require starting all over, with a new application, under a different name and with a new Nesste Coordinator.
9.1: Priesthood. Regular meetings of the Priesthood shall be held quarterly. At each meeting of the Priesthood, meeting dates for the following two meetings, at least, shall be determined. Special meetings may be held whenever deemed necessary by the Executive Council of the Priesthood.
9.1.1: Notices. The Secretary of the Corporation shall send notices of regular meetings of the Priesthood, together with proposed agenda items to members of the Board and any person directly affected by any item two weeks prior to such meetings. Notice of special Board meetings shall be made as early as possible. Notice of regular meetings shall also be made to the general membership in advance by mailed publication and by electronic publication in Westernesste electronic forums. Notice of special meetings shall be made to the general membership in advance by electronic publication, and by mailed notification if time permits.
9.2: General Membership. The Priesthood shall cause to be convened each year a general meeting of the Corporation, which shall be open to all members. At this meeting will be held the election of officers, approval of any Bylaws changes submitted by the Priesthood, and any other business deemed necessary by the Priesthood, Priesthood Council or General Membership.
9.2.1: The entire membership shall be considered a committee of the whole, which meets once annually as required for a general Membership Meeting. At such a meeting, the membership may schedule, according to Sect. 16, other meetings. These additional meetings shall be announced to the membership in Westernesste publications and electronic fora.
9.2.2: Notice of the Annual Meeting shall be made each year at least two months in advance of the date of the meeting to all Active Members of Westernesste.
9.3: Councils and Committees. Unless otherwise specified elsewhere in these bylaws, Councils and Committees shall meet as often as necessary to carry out the business of that Council or committee.
9.4: A quorum to conduct business at meetings of any Council or committee shall consist of a number to be determined by that particular body.
DECISION-MAKING AND CONFLICT RESOLUTION
10.1: Except as specified elsewhere in this article, decision-making at any meeting shall be limited to those present who are Active Members both of Westernesste and of the particular body meeting.
10.2: Consensus. All formal decisions shall be passed by consensus except in exigencies as described below. Consensus is defined as the integration of all points of view into an accord sufficient that no passionate objections remain. Methods for reaching consensus shall be described by policy recommendations issued by the Board. Councils and committees may adopt such procedures as they find most effective.
10.3: Exigent Decisions. If a decision is urgently needed and thorough discussion of an issue indicates irreconcilable disagreement, the Secretary shall record a failure to reach consensus and put the matter up for a vote. In such cases, a two-thirds majority will be required for passage of the motion, and the percentage of opposing votes shall be noted in the minutes. When votes are counted, the number of votes cast by each member shall be equal to the number of the Ring (1, 2, or 3) they have attained.
10.4: Mail-In Ballots. Voting to express a preference for Board members and expression of preferences on proposed Bylaw changes by mail-in ballot shall be allowed for the General Meeting. Space for brief commentary will be provided on the ballot. Items on the advance agenda of the General Meeting, such as elections of officers and amendments to these Bylaws, shall be listed on the ballot. Mail-in ballots shall be sent to all Active Members at least one month prior to the General Meeting. All mail-in ballots must be received at the Westernesste Central office by one week prior to the General Meeting. Mail-in votes shall be added to the in-session votes of the General Meeting. All preferences as expressed by the membership still require final ratification by the Priesthood Council.
10.4.1: Members attending the General Meeting, or choosing to vote by proxy, may not submit mail-in ballots.
10.5: Proxy Voting. Any member of any Council or committee who cannot attend a meeting of that Council may give their written proxy to another member of that Council before that meeting. Any member of any Council attending a meeting who has to leave before casting a vote may give their verbal proxy to another member of that Council who will be present for the remainder of the meeting. Any active member of Westernesste may give their written proxy to another member for the purpose of voting at the General Meeting. Votes cast by proxy shall be counted as if they were cast in person. Proxy-holders may be required to show proof of proxy upon request.
10.6: Conflict Resolution. All members of Westernesste must agree as a condition of membership to submit as deemed necessary by the Priesthood, Board, Nesstees, Councils, or other offices of the corporation to consensus-based conflict resolution procedures as facilitated by the Priesthood. Any member of the Kindred can request Conflict Resolution. Conflicts which arise are encouraged to be handled locally, but in the event that failure to achieve resolution ensues, the Priesthood, in sub rosa session with involved parties, shall mediate and determine resolution in a manner in keeping with the principles of Westernesste as articulated in the Preamble and Article II of these bylaws.
11.1: Communications among the various Rings of Westernesste shall be by means of several publications directed as appropriate to the concentric areas of their interest and concern. The directions, purposes, policies and general operations of each of the publications are subject to the approval of the Priesthood and the Priesthood Council.
11.2: Other publications of Westernesste may be authorized as needed.
12.1: Association. In accordance with §2.1.8, Westernesste actively seeks association and affiliation with other similarly-oriented groups and individuals. These associations and affiliations may take any of several forms:
12.1.1: Affiliation or membership in a networking or ecumenical association, either local, national or international. Local Affiliations may be made by local or Regional Nesste Councils. National or International Affiliations may be proposed by any member of Westernesste to the Priesthood for consideration and ratification; and
12.1.2: Alliances of mutual trust, recognition, and support with other organizations for the purpose of mutual promotion and co-sponsorship of various events. Alliances may be proposed by any member of the Priesthood, acting in the capacity of Ambassadors, and presented to the Priesthood for ratification. Appropriate "Declarations of Alliance" may be created and issued. Such Alliances will not, however, involve Westernesste in "taking sides" in any disputes among allied groups, or between allied groups and others.
13.1: Amendments or changes in these Bylaws may be made by recommendation of the Priesthood at the Annual membership meeting.
13.2: The Board shall provide reasonable opportunities for all interested members to propose amendments to the Board for recommendations, and to study recommendations passed by the Board prior to their presentation for approval at the Annual membership meeting.
And no others.