THE PAGAN EDUCATIONAL NETWORK
Name , Purpose, & General
Name: The name of the organization shall be the
Pagan Educational Network, Inc. (hereinafter
referred to as PEN).
Purpose: The purposes of PEN shall be
educational in accordance with section 501(c)3 of
the Internal Revenue Code of 1954, the Articles of
Incorporation, and the law.
Earnings: No part of the net earnings of PEN
shall inure to the benefit of, nor be distributable
to, its members, trustees, officers, or other
private persons, except that the corporation shall
be empowered to pay reasonable compensation for
services rendered and to make payments and
distributions in furtherance of the purposes set
forth in Section 2 above.
Activities: PEN's main activities shall be
educating the public about Paganism and building
community through service. PEN shall encourage
responsible civic participation but shall not
participate in nor intervene (including the
publishing or distributing of statements) in any
political campaign on behalf of any candidate for
public office. Notwithstanding any other provision
of these articles, PEN shall not, except to an
insubstantial degree, engage in any activities or
exercise any powers that are not in furtherance of
the purposes of this corporation.
Board of Directors
Membership: The governing board of PEN shall be
the Board of Directors (hereinafter called the
Board). The Board shall consist of a minimum of
three members. As determined by the Board,
additional members may be added in accordance with
a membership system devised by the Board that is in
accordance with these Bylaws, the Articles of
Incorporation, and the law.
Duties & Powers: The duties and powers of
PEN shall be vested in the Board. It shall manage,
control, and have charge of the affairs, personnel
reviews, funds (including acceptance of
contributions of gifts and property to PEN). It
shall fill vacancies among the Board for unexpired
terms and shall have the power and authority to do
and perform all acts and functions consistent with
these Bylaws, the Articles of Incorporation,
Section 501(c)3 of the Internal Revenue Code of
1954, and the law.
Annual and Regular Meetings: The Annual Meeting
shall be held in the month of June at such a place
and time as shall be designated by the Board. The
purpose of the Annual Meeting shall be to review
the annual operations of PEN and to transact such
other business as may come before the meeting.
Written notice of the Annual Meeting shall be
mailed to each member at least two weeks before the
date of the Annual Meeting. Regular meetings of the
Board shall be held at any convenient time and
location designated by the Board.
Decision-making Process and Manner of Acting:
It is expected that consensus decision making will
be used by the Board. If the consensus process
should fail, the majority shall prevail.
Special Meetings: Special Meetings may be
called by the Board and can be held at any
convenient location. Notice of a special meeting
shall be mailed to all members at least one week
before the date of the special meeting.
Appointment to the Board, Term of Office,
Vacancies, and Removal: Appointment to the
Board shall be made by the Board of Directors, with
recommendations and from PEN members. Members of
the Board shall make a one-year commitment to serve
on the Board. Commitments will be reviewed and can
be renewed at the end of the one-year term.
Vacancies on the Board due to a decision not to
recommit, death, resignation, removal,
disqualification, or otherwise shall be filled by
the Board. Any Board member may be removed when, in
the judgement of the Board, they have failed to
fulfill their obligations as a Board member. The
regular decision-making process (Article II,
Section 4) shall be used to determine removal of a
Quorum: A majority of the Board shall
constitute a quorum for the transaction of business
at any meeting of the Board. If less than a
majority of Board members is present at a meeting,
the meeting may be adjourned.
Informal Action by the Board of Directors: Any
action required by law to be taken at a meeting of
the Board, or any action which may be taken at a
meeting of the Board, may be taken without a
meeting if consent in writing shall be signed by
the majority of the Board.
Proxies: A member of the Board may, at any
meeting, vote by proxy. The proxy shall be assigned
and in the possession of the person designated to
act on behalf of the absent Board member at the
time of the meeting.
Committees of the Board: At its discretion, the
Board shall have the ability to appoint committees.
Such committees shall act in an advisory
Officers of PEN
Officers: The officers of PEN shall be as
follows: President, Vice-President, Secretary, and
Secretary/Treasurer. No more than one office may be
held at any time by any one individual.
Election and Term of Office: The officers shall
be elected every year at the Annual Meeting. If the
election of officers is not held at such meeting,
it shall be held as soon as possible thereafter.
Each officer shall hold office until a successor
shall have been duly elected and
Removal: Any officer elected by the Board may
be removed from the Board, with or without cause,
following the regular decision-making process
outlined in Article II Section 4.
President: There will be a President. The
President shall have duties as assigned.
Vice-President: There will be a Vice-President.
The Vice-President shall have duties as
Secretary/Treasurer: There will be a
Secretary/Treasurer. The Secretary/Treasurer shall
have duties as assigned. When necessary, this
position may be split into two positions, that of
Secretary, and that of Treasurer.
Sharing of Responsibilities: The
organizational, fiscal, corporate, and legal duties
of the corporation shall be the responsibility of
all Board members equally. When necessary, the
Board will appoint individuals to carry out
specific tasks including the convening of meetings,
keeping and reporting of financial records, signing
of contracts or other instruments, and entering
into agreements necessary to carrying out the
objectives of the Corporation.
Method of Acceptance for Membership: Members of
PEN shall be those who complete the application
agreement, pay the membership fee, and abide by the
Guidelines of PEN.
Types of Membership: Individuals who fulfill
the requirements for membership and who indicate
they wish to make their faith public shall be known
as Grove members. Individuals who fulfill the
requirements for membership and who indicate they
wish to keep their faith private shall be known as
Denial or Suspension of Rights: The Board shall
have the authority to deny or suspend the rights of
membership to individuals or groups whose actions
or statements are found not to be in keeping with
the principles and Guidelines of PEN. Such
decisions shall be made in accordance with Article
II Section 4.
Voluntary Termination of Rights by Member:
Members may at any time terminate their formal affiliation by
requesting to be removed from active membership
Method of Acceptance for Subscribers:
Subscribers to the PEN newsletter shall be those
who complete the application agreement and pay the
Fiscal Year: The fiscal year of PEN shall begin
on the first day of January in each year and end at
midnight on the 31st of December each
Administration of PEN
Authorities and Duties: The Board shall be
responsible for the management of PEN, including
responsibility for general programming and
activities, fiscal monitoring, and staffing duties.
It shall have all authority and responsibility
necessary to operate PEN and all its activities,
subject only to such policies as may be adopted and
such orders as may be issued by the Board. The
Board shall have the power to appoint individuals
to carry out specific duties.
The Board shall
provide a corporate seal which shall be the name of
the Corporation in a circle.
may be amended by using the regular decision-making
process outlined in Article II Section 4 at any
regular or special meetings of the Board, providing
that a full presentation of such proposed
amendments shall have been published in a notice
calling the meeting and shall have been sent to
each Board member at least ten days in
dissolution of PEN, the Board shall, after the
paying or making provisions for the payment of all
the liabilities of the corporation, dispose of all
of the assets of the corporation exclusively for
the purposes of the corporation in such a manner,
or to such organization/s organized and operated
exclusively for charitable, educational, or
religious purposes as shall at the time qualify as
an exempt organization/s under section 501(c)3 of
the Internal Revenue Code of 1954 ( or the
corresponding provision of any future United States
Revenue Law), as the Board shall determine. Any
such assets not so disposed of shall be disposed of
by the Circuit Court of the County in which the
principal office of the Corporation is then
located, exclusively for such purposes or to such
organization/s, as the Court shall determine, which
are organized and operated exclusively for such
ADOPTED BY THE
BOARD 01 JANUARY 1998