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ENA by-laws

Ecovillage Network Of The Americas By-Laws

 

PREAMBLE

We, who are representative members of ecovillages gathered in common purpose from throughout the Americas, do establish the following rules for the governance of our association:

 

ARTICLE I

1. Name

The name of this organization shall be the ECOVILLAGE NETWORK OF THE AMERICAS (herein: “the network”)

2. Offices

Offices of the network shall be in such localities as shall be determined by the network.

 

ARTICLE II

1. Our Vision:

We envision a world of diverse cultures of all life united in creating communities in harmony with each other and the Earth, while meeting the needs of this and future generations.

2. Our Mission:

To engage the peoples of the Americas in common effort to join the global transformation towards ecologically, economically, and culturally sustainable and regenerative human settlement.

3. Purposes:

The purposes and objectives of the network shall be:

  • To advance the effectiveness, independence, and integrity of ecovillages within the region of the Western Hemisphere.
  • To foster cooperation and to facilitate information exchange among ecovillages.
  • To vigorously represent ecovillages in the fora of public discourse, before the governments of their respective countries, and in international councils.
  • To enhance the operations and management of ecovillages; the effectiveness of participants in the ecovillage movement; and to encourage the practice of high standards of personal and professional conduct.
  • To promote international cooperation between ecovillages in this region and ecovillages in other regions.
  • To promote education in all aspects of sustainable living, and the research, development and use of appropriate technologies.
  • To support exploration and evolution of sustainable forms of organization.To nurture individual evolution toward ecovillage participation.

 

ARTICLE III

1. Membership

The membership of the network shall consist of nine Regional Members.

2. Divisions

a. The nine Regional Members are:

  • Southern South America
  • Northern South America
  • Brazil
  • Mesoamerica
  • Caribbean
  • Western United States
  • Eastern United States
  • Canada
  • Mobile Ecovillage initiatives

b. The members shall agree on the geographical boundaries of each region as best suits the needs of the respective regions. Where disputes arise between or among the members, they shall be arbitrated by the Council, whose decision shall be final.

c. Other divisions may be established only by amendment of the bylaws.

d. Sections and committees may be established by the Council or by any council.

e. The network may cooperate with or establish relationships with such other groups, public or private, as may seem most likely to advance the purposes of the network.

 

ARTICLE IV

General Assembly

A general assembly, which shall consist of the constituent members of all members of the network, in congress, shall be the supreme authority of the organization.

The General Assembly shall meet at intervals of 10 years, or at any time, place and interval which shall be deemed most appropriate by the Council of the Americas, or by a majority of General Assembly members.

One hundred duly-qualified constituent members of the network shall constitute a quorum for the transaction of all business of the network.

 

ARTICLE V

Council of the Americas

A representative assembly, which shall consist of two delegates selected by each Regional Member, together with a single representative of the Global Ecovillage network, shall be known as the Council of the Americas (herein “Council”).

Regions shall select one delegate to be the primary delegate and one delgate to be the second delegate.

The Council of the Americas shall meet at annual intervals, or at any time, place and interval which shall be deemed most appropriate by the Council or by the General Assembly.

Council meetings shall alternate between small meetings, at which the Regional Members shall be represented by primary delegates, and large meetings, at which the Regional Members shall be represented by primary and secondary delegates together.

In the absence of selection by a regional council or other local organizational structure which has be recognized by the Council as representative of the member region, the Council may select delegates to represent the absent member.

Two thirds of the duly-qualified constituent members of the network physically present at a meeting shall constitute a quorum for the transaction of all business of the Council. The requirements for quorum at large meetings may be met by a single regional delegate from each of the constituent members. The Council may adopt rules and regulations for the conduct of its business.

The Council is the administering body of the network. It shall supervise, control and direct the affairs of the network, its committees and publications; shall implement the policies of the network; shall actively undertake its objectives; and shall supervise the disbursement of its funds. The Council may adopt rules and regulations for the conduct of its own business.

The Council may remove delegates at its discretion. Absence from two Council meetings within a year without cause shall be grounds for removal.

Upon authorization of the Treasurer, Council members may be reimbursed for actual and necessary expenses for travel directly related to official activities.

All meetings of the Council shall be open to the public.

Proposed resolutions and other handout materials must be provided to the Secretary by 4:00 p.m. of the day before the opening of a Council meeting. The President shall refer any resolutions offered at any meeting to committees of the network that have been authorized by the Council. Committees having jurisdiction over the substance of any proposed resolution shall have the opportunity to report a recommendation on the resolution prior to decision by the Council.

In urgent circumstances, when there is insufficient time to consider a new policy under normal processes, policy positions having the same force and effect as policy adopted by the full network may be established by agreement of the Council in writing, including but not limited to e-mail and fax transmissions.

 

ARTICLE VI

Officers

1. The elected officers of the network shall be a President, the Immediate Past President, a Secretary and a Treasurer. All of the officers shall be members of the Executive Committee.

2. Term

The term of office for the officers shall be from the close of the annual Meeting through the next following annual Meeting.

3. Compensation

Officers other than the Secretary and the Treasurer may not be paid for their labor on behalf of the network, except as provided for those holding staff positions. The Secretary and the Treasurer may receive reasonable compensation for their labor on behalf of the network.

4. Nominations and Elections

The Council elects the officers. The Council may remove officers at its discretion.

The network shall accept nominations for officers beginning 90 days prior to the annual Meeting. Additional nominations may be made from the floor.

The Council shall appoint staff to such positions as shall be needed and determine the terms and conditions of employment.

5. Duties of Officers

The President shall direct the day-to-day activities of the network under the general supervision of the Executive Committee and Council, and shall be responsible for carrying out the general policies of the Council including prudent financial administration of the network. All staff personnel of the network shall report to the President. The President shall serve as chair of the Council and as a member, ex officio, with the right to attend all committee and subcommittee meetings. The President shall preside at meetings of the network. The President shall perform such other duties as are incidental to the office of President or as may be prescribed by the Council.

The Immediate Past President shall perform duties as assigned by the Council and the President.

The Secretary shall cause all communications which properly appertain to the Secretary's office to be answered, and shall write such letters and perform such duties appropriate to this office, as the Council or President may suggest. The Secretary shall cause to be maintained files of correspondence in the office of the network. The Secretary shall attend all meetings and elections of the members of the network, and of the Council and Executive Committee, and, when requested, of any committees of the network. The Secretary shall cause to be kept full and accurate minutes of the proceedings of the network and of the Council and Executive Committee, as well as reports by the several committees, and shall enter such minutes and reports in books provided for the purpose to be kept in the office of the network, in a place convenient of access. The Secretary shall maintain a schedule of all major network activities and meetings and shall cause notice to be given to the several officers, the Council, and committees of all meetings, votes, orders, resolutions and proceedings of the network or of the Council or of any of the committees thereof affecting them or appertaining to their respective duties. The Secretary shall have charge of the corporate seal and shall have power to affix the same to corporate instruments and to attest the same. The Secretary shall have custody of the records of the network.

The Treasurer shall maintain the accounts of the network and shall render an annual report to the network. The Treasurer shall furnish the Council with a list of those authorized to sign checks or other obligations of the network and obtain its concurrence on the maximum amounts to which these individuals are authorized to sign. The Treasurer shall, under such regulations as may be prescribed by Council, have custody of the funds, securities and instruments of title of the network and shall have power to sell, assign or transfer such securities on specific authorization or direction of the Council or of the Executive Committee, and shall have power to execute on behalf of the network all instruments necessary or appropriate. The Treasurer shall be responsible for the issuance of receipts and the timely filing of all tax and charitable reporting forms.

In case of the absence of any officer of the network or for any other reason which may seem sufficient, the Executive Committee may delegate the powers and duties of any such officer for the time being to any other officer or to any director.

In the event of a vacancy in the office of President, the Past President shall succeed to the office of President, or in the event of a vacancy of Past President, the Council shall elect a previous President to serve the remainder of the term. If no previous President shall be available to serve, the Council shall elect a qualified individual to serve the remainder of the term. The Council shall fill other elected offices, if vacant, at any regular or special meeting.

 

ARTICLE VII

Structure of Member Regions

Each member shall convene a regional council for its region.

Each regional council shall designate one Ecovillage Contact Office within its geographic region to serve as general liaison office for the network.

Regional councils may establish such subsidiary councils, committees, management councils, and offices as may best suit their needs.

The dues, assessments, requirements and privileges of membership within each member region are to be determined by the respective council most immediate to the individual or organization being served.

 

ARTICLE VIII

Ecovillage Contact Offices

Description

A fundamental organizing unit of the network shall be the Ecovillage Contact Office (herein: “ECO”).

ECOs do not have to be located on any specific level of the network, although it is expected that most ECOs will be local in nature and concerned with development of the network within a single bioregion. ECOs do not have to be located within ecovillages.

2. Designation

Candidate ECOs can be self-identified or identified by others to the Council.

Candidate ECOs will be evaluated in terms of the following criteria, as more specifically described in the ENA ECO Guidelines, revised from time to time by the Council, and incorporated herein by this reference -

In a culturally appropriate manner, ECOs:

  • understand, support, and work actively towards the ENA vision and mission;
  • conduct intake and outreach activities;
  • serve as an administrative office;
  • give support to the ecovillages in their area;
  • promote new ecovillage formation;
  • perform educational functions;
  • maintain communication links;
  • handle information requests in a timely manner;
  • source their own funding;
  • commit to an integration of the ecological, economic, cultural and spiritual aspects of ecovillage living; and
  • are willing to make a responsible commitment to meeting the needs of the network.

In consultation with the respective region, the Council will make a determination of suitability for ECO designation on each individual application. The Council may delegate this responsibility to a special or standing committee.

If approved, an ECO will sign a Partnership Agreement setting forth the duties and privileges of the designation.

Partnership Agreements will have a fixed term, at the expiration of which ECOs must apply for renewal of their designation.

ECO designation may be rescinded at the discretion of the Council. Upon rescinding, all network activities under the ECO designation must cease.

 

ARTICLE IX

Meetings of the Network

Special meetings of the network may be called by the President upon request by the Council at any time; or shall be called by the President upon request of at least 3 members. The meeting shall be held within sixty days after filing of the request with the Secretary, and the business to be transacted shall be stated in the notice thereof. No other business shall be considered at that time, unless the Council consenses to do so.

Timely written notice of meetings of the network and of the Council shall be provided by the Secretary, but not less than thirty days prior to the opening of the meeting.

Proxies must be tendered to the Secretary at the start of the meeting, in writing, signed by the absentee director and designating the name of the proxy-holder. Only duly-elected directors may exercise proxies. Each written proxy is only valid for the duration of one meeting.

Rules governing the conduct of meetings may be adopted by the Council at its own initiative.

 

ARTICLE X

Limitations

The network shall not, at any time, directly or indirectly participate or intervene in any political campaign on behalf of or in opposition to any candidate for public office.

The network shall not discriminate on the basis of race, gender, ethnic or religious criteria.

 

ARTICLE XI

Dissolution

Upon dissolution of this organization for any reason such funds remaining after the satisfaction of all obligations shall be given to any qualified non-profit organization whose purposes and mission closely parallel the purposes and mission of this organization, and which shall be exempt under I.R.C.§ 501(c)(3) or successor statutes.

 

ARTICLE XII

Definitions

[reserved]

 

ARTICLE XIII

Amendments

The Council or General Assembly, at any meeting at which a quorum is duly constituted, may amend these bylaws by a consensus agreement of all members present provided that a notice of such amendments be filed with the Secretary at least thirty days prior to the meeting. Upon receipt of a copy of the proposed amendments, the Secretary shall forward copies thereof to the members of the Council.

 

BY ATTESTATION

Carl Huffman (aka Kailash)

Secretary

Date: January 31, 2000.

Amended: October 2, 2000

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