Bylaws
of and for the
Western Cherokee Nation
Farmers, Craftsmen & Artisans Cooperative Association
of and for the
Western Cherokee Nation
Farmers, Craftsmen & Artisans Cooperative Association
Preamble
This document,
the Bylaws of and for the Western Cherokee Nation Farmers,
Craftsmen & Artisans Cooperative
Association, is hereby adopted and promulgated on this, the 9th
day of
June, 2007, to clarify the purposes
and structure of the
cooperative association and the requirements for membership
therein. Any change to this preamble and/or any modification to
Articles I, II, III,IV, V and/or VI, in whole or in part shall serve to
void this instrument in it's entirety, The purposes for the
establishment of said cooperative association are:
- To provide a cooperative marketing environment for the membership.
- To promote the tsalagi culture through the membership body's demonstrated talents and abilities in their chosen vocation(s) and/or hobby or hobbies.
- To provide a socio-economic environment both receptive to and conducive to individual members finding self-sufficiency in themselves, for themselves and their families.
- To provide a cooperative buying system and network for the benefit of the WCNFC&A general membership.
- To strengthen the nation as a whole, through a continuing and sustained effort to build self-sufficiency into the culture while simultaneously reducing the numbers of tsalagi persons that are dependent upon government social support programs and aids.
- To facilitate the handing down of cultural knowledge and skills to future generations, thereby pro actively working to prevent said cultural knowledge and skills being lost for all time.
The
requirements for membership in the Western Cherokee Nation Farmers,
Craftsmen & Artisans Cooperative
Association are:
- Hold Citizenship, in good standing, within the Western Western Cherokee Nation; and,
- Be of good moral character and honest reputation; and,
- Be recognized by the candidate member's fellow tribal citizens as an accomplished craftsman; or,
- Be recognized by the candidate member's fellow tribal citizens as a superior artisan; or,
- Be recognized by the candidate member's fellow tribal citizens as a superior farmer, grower or rancher; and,
- Personally produce and/or manufacture and/or create:
- a salable item of fine quality; or,
- a salable class of items of fine quality; or,
- marketable produce of fine and desirable qualities; or,
- other agricultural products and/or livestock of fine and desirable qualities; and,
- Be accepted by a majority vote, by secret ballot, of the membership committee for membership herein.
Article I
Structure of Cooperative Association, Election of Officers, Officials and Board Members,
Committees, Board Meetings and Membership Meetings
1. There shall be a President, a Vice
President, a Treasurer and a Secretary, each elected in March of each
and every even numbered year, at the regularly scheduled general
membership meeting, to serve a term of two years as officers of the
cooperative association. There shall be no mail-in nor proxy
ballots cast nor counted.
2. There shall, in addition to the above
officers, be five members elected to the board of directors in March of
each and every year at the regularly scheduled general membership
meeting. There shall be no mail-in nor proxy ballots cast nor
counted.
3. Meetings of the General Membership shall be held quarterly, on the second Saturday of the months of March, June, September and December of each year. Agendas for the aforementioned meetings of the general membership shall be published and posted on the association's web site not less than fourteen days prior to the scheduled meeting. This rule shall not preclude the handling of any item not on said agenda at any meeting. Board meetings may be held at anytime happenstances so require; However, adequate notice must be provided to all officers and to the Board of Directors to enable attendance. All efforts should me made to conduct the general membership if the situation so allows.
3. Meetings of the General Membership shall be held quarterly, on the second Saturday of the months of March, June, September and December of each year. Agendas for the aforementioned meetings of the general membership shall be published and posted on the association's web site not less than fourteen days prior to the scheduled meeting. This rule shall not preclude the handling of any item not on said agenda at any meeting. Board meetings may be held at anytime happenstances so require; However, adequate notice must be provided to all officers and to the Board of Directors to enable attendance. All efforts should me made to conduct the general membership if the situation so allows.
4.
All
cooperative association official business at the
aforementioned meetings will be conducted in either English or Tsalagi,
which ever language the majority of the membership so chooses that
day.
The Board of Directors shall be responsible for providing and shall be
required
to provide
interpretation upon the request of any member in attendance. The
format of said meeting shall be traditional to greatest extent possible
and feasible.
5. The general public, particularly non-tsalagi persons, shall be barred from entry into and interaction with the general membership meeting and board meetings of the cooperative association.
6. All meetings, both board meetings and general membership meetings, shall be open to:
5. The general public, particularly non-tsalagi persons, shall be barred from entry into and interaction with the general membership meeting and board meetings of the cooperative association.
6. All meetings, both board meetings and general membership meetings, shall be open to:
- The Principal Chief the Western Cherokee Nation
- The Deputy Chief of the Western Cherokee Nation
- All Elders of the Western Cherokee Nation
- All Cooperative Association Members in Good Standing
- All Founders and Charter Members of the Cooperative Association
7.
Subject to the rates and rules as set by the Board of
Directors, the officers of this cooperative association may be
compensated for time and for official WCNFC&A required travel and
other out of pocket expenses, not to exceed under any
circumstances a cumulative total of 20% of the net proceeds of the
corporation in that fiscal year.
8. Subject to the rates and rules as set by the Board of Directors, said Directors of this cooperative association may be compensated for official WCNFC&A required travel and other out of pocket expenses, not to exceed under any circumstances a cumulative total of 10% of the net proceeds of the corporation in that fiscal year.
9. The Membership Committee shall consist of, at a minimum: One Western Cherokee Nation Farmers, Craftsmen & Artisans Cooperative Association Officer, One Tribal Elder, One Member of the Board of Directors, and Two members that are a part of the General or Charter membership of the Cooperative Association. One person shall not sit in two or more positions on said committee, regardless of office held nor association or tribal standing.
10. The Board of Directors may, as they see proper or necessary, appoint other committees in pursuit of the goals as set forth in this instrument.
8. Subject to the rates and rules as set by the Board of Directors, said Directors of this cooperative association may be compensated for official WCNFC&A required travel and other out of pocket expenses, not to exceed under any circumstances a cumulative total of 10% of the net proceeds of the corporation in that fiscal year.
9. The Membership Committee shall consist of, at a minimum: One Western Cherokee Nation Farmers, Craftsmen & Artisans Cooperative Association Officer, One Tribal Elder, One Member of the Board of Directors, and Two members that are a part of the General or Charter membership of the Cooperative Association. One person shall not sit in two or more positions on said committee, regardless of office held nor association or tribal standing.
10. The Board of Directors may, as they see proper or necessary, appoint other committees in pursuit of the goals as set forth in this instrument.
Article II
Requirements of Members and Membership
Requirements of Members and Membership
All members shall be required to:
1. Attend a minimum of one quarterly general membership meeting per year. 1
2. Show proper respect to tribal elders, both publicly and in private.
3. Pay annual dues at the rates prescribed by the Board of Directors in a timely manner. 2,3
4. Maintain the highest degree of integrity in all business dealings.
5. Ensure their compliance with all federal, state and local requirements while conducting business with the general public.
6. Within reason, come to the aid of any tsalagi person in need of assistance.
7. Come to the aid and defense of the Western Cherokee Nation in a time of need.
8. Respect the cultural sensibilities of other Native American Tribes and Nations.
1 Extended
absence due to military
service and/or deployment regardless of service status (Guard, Reserve,
Active, etc.), or any active duty military member is
exempted in total from the requirements of Article II, Paragraph 1, with the sincere thanks of the cooperative
association for his or her service.
2 The Board of Directors may consider deferment of Article II, Paragraph 3 for members known to currently be in financial difficulty.
3 The Board of Directors shall, upon or without member's request, waive all Article VIII required past due and current dues and and other fees of/by those military members that are in transit, are held in a medical status of any nature including discharge for treatment to the Department of Veterans Affairs, are at sea, are a prisoner of war, are a detainee of a foreign entity, are in a missing/missing in action status, are on extended military deployment and/or are in a designated combat zone or are in a supporting theater of combat or combat related operations.
2 The Board of Directors may consider deferment of Article II, Paragraph 3 for members known to currently be in financial difficulty.
3 The Board of Directors shall, upon or without member's request, waive all Article VIII required past due and current dues and and other fees of/by those military members that are in transit, are held in a medical status of any nature including discharge for treatment to the Department of Veterans Affairs, are at sea, are a prisoner of war, are a detainee of a foreign entity, are in a missing/missing in action status, are on extended military deployment and/or are in a designated combat zone or are in a supporting theater of combat or combat related operations.
Article III
Prohibitions and Membership Revocation
Prohibitions and Membership Revocation
The following prohibitions apply regardless of
office or standing:
1. No member shall claim the work or product of another as their own; neither shall a member manufacture with the intent to sell, nor offer for sale a manufactured product that is identical or very similar to a previous creation of and /or by another member.
2. No member shall engage in any business practice that sheds an unfavorable light on the Western Cherokee Nation, any member entity of the Western Cherokee Nation or the cooperative association.
3. No member, not in possession of a valid C.D.I.B. card (or it's future predecessor) in said members name shall claim or mark any product as "Indian Made", nor "American Indian Made",nor "Native American Made". This prohibition shall maintain it's full force and effect until such a time as the laws of the United States that prohibit such actions may be modified or repealed.
4. No member shall, without proper authority, speak or make an action on the behalf of nor in representation of the cooperative association.
5. No member shall engage in any act of dishonesty or deception that may in any way whatsoever reflect unfavorably upon any Tribe or Nation that composes the Western Cherokee Nation, nor the cooperative association it's self.
6. No member shall involve nor imply involvement of the association in any political posture whatsoever in any mom Western Cherokee Nation political system.
1. No member shall claim the work or product of another as their own; neither shall a member manufacture with the intent to sell, nor offer for sale a manufactured product that is identical or very similar to a previous creation of and /or by another member.
2. No member shall engage in any business practice that sheds an unfavorable light on the Western Cherokee Nation, any member entity of the Western Cherokee Nation or the cooperative association.
3. No member, not in possession of a valid C.D.I.B. card (or it's future predecessor) in said members name shall claim or mark any product as "Indian Made", nor "American Indian Made",nor "Native American Made". This prohibition shall maintain it's full force and effect until such a time as the laws of the United States that prohibit such actions may be modified or repealed.
4. No member shall, without proper authority, speak or make an action on the behalf of nor in representation of the cooperative association.
5. No member shall engage in any act of dishonesty or deception that may in any way whatsoever reflect unfavorably upon any Tribe or Nation that composes the Western Cherokee Nation, nor the cooperative association it's self.
6. No member shall involve nor imply involvement of the association in any political posture whatsoever in any mom Western Cherokee Nation political system.
7.
No association member shall discuss the business
nor the plans of the WCNFC&A with any non-Citizen of a Tribe or
Nation that composes the Western Cherokee Nation, except an immediate
family
member of the association
member. The President, or his
designated representative is exempt from this prohibition while in the
official performance of the duties of the office.
8. No member of the Western Cherokee Nation Farmers, Craftsmen & Artisans Cooperative Association shall file any action against another member in a white court of any jurisdiction, nor against the cooperative association in a white court of any jurisdiction. All disputes rising to such a level will be adjudicated by the association's member Elders of the Western Cherokee Nation, without exception, providing said Elders agree to hear and adjudicate the matter.
8. No member of the Western Cherokee Nation Farmers, Craftsmen & Artisans Cooperative Association shall file any action against another member in a white court of any jurisdiction, nor against the cooperative association in a white court of any jurisdiction. All disputes rising to such a level will be adjudicated by the association's member Elders of the Western Cherokee Nation, without exception, providing said Elders agree to hear and adjudicate the matter.
The following grounds for membership revocation are hereby enumerated:
1. Violation of any of the above prohibitions.
2. Violating the tribal rights or cultural rights of another tsalagi person.
3. Loss of Good Standing or citizenship within the association member's Tribe/Nation.
4. Conviction by the Tribal Judiciary Body of breaking a tribal law, and/or, conviction by a jury of breaking a white law involving theft or other patent dishonesty.
5. Loss of Good Standing within the Cooperative Association for failing to meet Article II Requirements of Membership.
Note: The General Membership may, at it's discretion and by a two-thirds majority, vote to maintain the membership of a member, for the first act that is in violation of the above grounds for membership revocation, said offender's membership being retained in a probationary status however.
Article
IV
Enumeration and Special Status of Founders & Charter Members
Enumeration and Special Status of Founders & Charter Members
| Timothy B. Spencer * | Laurie W. Spencer * | James
D.
Ellis ¤ |
Lancer T Blair ¤ |
| Wanda
Campbell ¤ |
Estelle
(Bea) Foster ¤ |
Shawna
Ellis ¤ |
Gail
McElfresh ¤ |
| Geneva
Merritt ¤ |
Harold
W. Sischo ¤ |
Eric
Smith ¤ |
Janet
Smith ¤ |
| Lisa
Thompson ¤ |
Neekisha L. Spencer ¤ | Naomi Sischo ¤ | Brenda Hammonds ¤ |
In
recognition of
the work and time that was required to form and initiate the
WCNFC&A, the above named
Founders and Charter Members shall be considered,
for all
purposes, to be members for life of this, the Western Cherokee Nation
Farmers, Craftsmen & Artisans Cooperative
Association. In
clarification, all above persons do
remain bound by all articles of this instrument, less Article II,
Paragraph 1 by reason of age or disability, and less any requirements
for dues and/or fees of any nature collected by the association.
* Founders
¤ Charter Members
* Founders
¤ Charter Members
Article V
Fiscal Tenants & Financial Responsibility and Accountability
Fiscal Tenants & Financial Responsibility and Accountability
1.
The
accounting of all funds shall be accomplished by the
Treasurer, with the supervision and assistance of the Board of
Directors. The President shall, quarterly, audit and
certify the correctness of said accounting of all association funds to
and before the membership at the regularly scheduled General Membership
Meeting.
2. The Secretary, with the supervision and assistance of the Board of Directors, shall be responsible for the continuing inventory of all hard assets that are the property of the association, and shall annually, at the March regularly scheduled meeting of the General Membership and prior to the election being held, provide a report of all hard assets held by the Corporation.
3. The Treasurer shall withdraw from the general revenue fund each Quarter, less anticipated operating expenses plus 15% of those anticipated expenses as reserve, all monies held by the association and place same into an interest bearing deposit and/or bond of a highly secure nature. Said interest bearing fund may only be drawn upon with the majority consent of the attending membership at a regularly scheduled meeting of the General Membership. In the case of extreme emergency, by Presidential Directive, a special meeting may be called of the General Membership for the specific purpose of debate and vote upon such action; providing that due notice has been given to the membership and that diligence has been used to contact as large a portion of the membership as is possible.
2. The Secretary, with the supervision and assistance of the Board of Directors, shall be responsible for the continuing inventory of all hard assets that are the property of the association, and shall annually, at the March regularly scheduled meeting of the General Membership and prior to the election being held, provide a report of all hard assets held by the Corporation.
3. The Treasurer shall withdraw from the general revenue fund each Quarter, less anticipated operating expenses plus 15% of those anticipated expenses as reserve, all monies held by the association and place same into an interest bearing deposit and/or bond of a highly secure nature. Said interest bearing fund may only be drawn upon with the majority consent of the attending membership at a regularly scheduled meeting of the General Membership. In the case of extreme emergency, by Presidential Directive, a special meeting may be called of the General Membership for the specific purpose of debate and vote upon such action; providing that due notice has been given to the membership and that diligence has been used to contact as large a portion of the membership as is possible.
4.
The
Board of Directors, with the informed and actual
consent of the Treasurer and the President, or in the President's
absence, the Vice President, may utilize up to 33.3% of the cash
assets of the Association without the prior consent of the
membership. However, such an action under the authority of this
paragraph shall immediately halt all other spending other than those
funds previously allocated for expenses by the Treasurer.
Furthermore, a report to the General Membership shall be made by all
and any available means to report said emergency action with and
including the
justification for such emergency spending action. Action under
this
paragraph shall further subject the individual members of the Board of
Directors and individual Officers that supported said action to
immediate removal by the general membership through a simple voice vote
for
removal, should the majority of the General Membership disagree with
such action.
5. The Board of Directors and Officers shall, should any labor, services or materials be required for the cooperative association, first seek to contract with or buy from, in the order of preference:
5. The Board of Directors and Officers shall, should any labor, services or materials be required for the cooperative association, first seek to contract with or buy from, in the order of preference:
- Members of the Association and said member's businesses
- Citizens of the Western Cherokee Nation and said Citizen's businesses
- Native American owned businesses within the local community, regardless of tribal affiliation.
- Local community owned and operated businesses.
- Out of area Native American owned firms, regardless of tribal affiliation.
Article VI
Duties of Cooperative Association
Officers and
Members of the Board of Directors
1.
All
elected (or appointed) Western Cherokee Nation Farmers,
Craftsmen & Artisans Cooperative
Association Officers and
Members of the Board of Directors shall, in all aspects of the
performance of their official association duties, seek on a continuing
basis to
meet the goals as set forth in the preamble to this instrument.
2. All elected (or appointed) Western Cherokee Nation Farmers, Craftsmen & Artisans Cooperative Association Officers and Members of the Board of Directors shall, at all times, work in a cooperative attitude with the General Membership and fellow Officers and Board Members. However, the primary concern must always be to protect and preserve the tsalagi culture while setting forth the highest level of exemplary conduct in all dealings with the general membership and with the general public.
2. All elected (or appointed) Western Cherokee Nation Farmers, Craftsmen & Artisans Cooperative Association Officers and Members of the Board of Directors shall, at all times, work in a cooperative attitude with the General Membership and fellow Officers and Board Members. However, the primary concern must always be to protect and preserve the tsalagi culture while setting forth the highest level of exemplary conduct in all dealings with the general membership and with the general public.
3.
All elected (or appointed) Western Cherokee Nation Farmers,
Craftsmen & Artisans Cooperative
Association
Officers and Members of the Board of Directors are hereby prohibited
from soliciting or accepting any funds, grants or other monies from any
entity, either personally nor in the name of the Cooperative
Association, where such monies require a promise or commitment for an
action
or actions, nor shall same be accepted for a promise or
commitment for an inaction or
inactions, on the part of the Cooperative Association or it's
membership.
Article VII
Reserved for Board of Directors Administration and Administrative Rules
Article VIII
Reserved for Dues Structure as set by the Board of Directors
Further Articles may be added as is deemed necessary.
Reserved for Board of Directors Administration and Administrative Rules
Article VIII
Reserved for Dues Structure as set by the Board of Directors
Further Articles may be added as is deemed necessary.