Family Faire (OFF) Bylaws
Office, Mailing Address
The name of the corporation shall be the Okanogan Family Faire. Its
initial office shall be at *1676
Hwy. 20 E., Tonasket, Washington 98855.
It's mailing address shall be P.O. Box 761, Tonasket, WA
98855, or such other office or mailing address as
established by the Board.
purpose of the corporation shall be to hold the Okanogan Family Faire,
hereinafter called the ''Faire''. The purpose of this charitable
corporation is to provide this, and other community events, which
support public education on a broad range of traditional, rural,
economic and spiritual values that reflect respect for the diversity
of all people, wildlife and the earth.
Dates of the Faires
Okanogan Family Faire, and other events shall be held at such times
and places as the Board of Directors, in collaboration with the
Faire/event coordinators, with input from the membership, shall
Fiscal year of the Faire shall be the Calendar year, or such other
fiscal year as set by the Board.
Any vender, camper or volunteer who has paid their membership dues shall
be considered a member of this organization. All members may attend all
meetings (except special closed sessions of the Board of Directors) and
give input. Voting members shall include members or charter members who
have paid their dues and who have volunteered at least 8 hours time at
or for an event(s) (as determined by Faire Coordinators).
The Board of Directors may set forth the terms and conditions for
charter memberships by Board resolution, including waiving of membership
fee. Charter members shall have the same rights and liabilities as other
Voting membership has the right to form a committee for the dispersal of
funds as described in Article V11 under ''Board of Directors.
Charter membership shall be defined as a person who has volunteered 15
years within the 31 years of the Faire. Any person who has served this
community for 15 years in the capacity of a Faire coordinator, a member
of the Board or staff of the **Okanogan
River Natural Foods Co-op, ***Community
Cultural Project of Tonasket, Okanogan Highlands United Gatherings,
Okanogan Highlands Alliance, Okanogan Community Conscience Fund,
Okanogan Family Faire or having volunteered 100 hours per year for
events or organizations such as the Barter Faire, Roots Mountain Reggae,
Folk Fest, Tonasket Garlic Festival, Healing Gatherings, etc, within the
first 31 years of the Faire.
A Lifetime member shall be defined as someone who puts in 100 hours of
volunteer time, per year, for seven (7) years, as defined under
"charter membership," with the possible addition of future
community organizations and/or events determined by the Board.
Conditions: Any individual at least 18 years of age who
subscribes to the purposes and policies of the Faire and has paid their
annual membership fee may be deemed a member provided they abide by the
Code of Conduct for Faire participants and terms and conditions of these
bylaws, and act in accorda
nce with policies and decisions approved by
the Board of Directors.
Membership does not guarantee admission to the Faire or other sponsored
events. i.e. when the Faire site is full, or member does not follow
conditions of Faire guidelines.
Membership fee may be waived at the discretion of the Board for
participants who are registered with the Faire, and/or who have
participated in previous years as a volunteer, worker, instructor or
It is the responsibility of each voting member to register with the
Faire and to promptly notify the Secretary of any change(s) of address.
The voting member's right to receive notices pursuant to these bylaws or
the Articles of Incorporation shall be deemed waived if the address on
record with the Secretary is not the member's current address,
Dividend, Earning: No dividends or earnings of the Faire shall be
payable to members, nor shall member have any interest in the assets of
the Faire by virtue of being members. At the discretion of the
Board, and the Faire/event coordinators, the Faire may pay
reasonable compensation for services rendered and authorize
reimbursement for expenses incurred on behalf of the Faire.
Duration of Membership:
a) All memberships shall continue for one year,
and be automatically renewed upon compliance with Faire policies,
conditions and fee requirements.
b) A member may resign from the Faire at any
time by delivering a written notice of withdrawal to the Secretary of
c) A member may be expelled, terminated or
suspended from membership for failure to comply with these bylaws or
any other rules, resolutions and/or policies of the Faire, or for
actions contrary to the interests of the Faire. The notice shall
specify a time and place at which the member will be provided an
opportunity to be heard, orally or in writing. The hearing may be held
by the Board or its designee. They shall make findings and then decide
the issue of termination or suspension of membership.
d) Expulsion of a member from the Faire
property, or expulsion, termination or suspension of volunteer
position or status does not necessarily constitute expulsion,
termination or suspension of membership.
Rights of Membership:
a) All members may attend any meeting of this
organization, as stated in Article VI.
b) Voting: See Article V, 1a
Members shall be entitled to receive, upon request annual financial
statement and shall have the right to inspect the corporate minutes
and records upon reasonable notice. Members shall also be entitled to
be informed on Board actions. A reasonable fee may be requested for
the cost of copies.
Board Actions: Members may be present at any active Board meeting,
except as otherwise specified by these bylaws. A member may also
present proposals and suggestions to the Board and advocate their
acceptance, in writing or at a Board meeting. In the event a member
wishes to be heard at a Board meeting, the member shall schedule the
matter to be discussed with the Secretary of the Faire. A member may
ask the Board to reconsider its decisions or the decisions of
coordinators or staff by scheduling the matter with the Secretary as
Annual Meetings: An annual meeting of the members shall be called by the
Board of Directors at a date to be fixed by the Board, but in no case
later than December 15th. The purpose of the annual meeting shall be to
elect the members of the Board of Directors, to present the members with
a financial statement for the Faire, and to consider any other business
that the Directors, Faire/event coordinators, or members may determine
to be appropriate. Written notification of the annual meeting time, date
and place will be posted at Faire sponsored events. A quorum of the
board of directors is the minimum requirement to conduct business.
Council Meetings: Special meetings and councils may be called from time
to time by the coordinators of the Faire to discuss and deal-with
ongoing needs as well as the Faire's business and pleasures,
Committee meetings: Committees may be appointed and shall meet to
discuss issues and make recommendations to the Board.
Special Meetings: Special meetings may be called by the Board of
Directors, or upon petition of 25 or more voting members of the Faire.
The time and place of any special meeting shall be set by the Secretary;
provided, however that all such meetings shall take place in Okanogan
County, WA within a reasonable time frame, but not more than ninety days
from the date the petition is filed with the Secretary. In the case of a
special meeting, notice shall be required the business of any special
meeting shall be held to those matters as set forth in the notice.
Notice: Written notification of special meetings will be posted in the
Oroville Gazette Tribune newspaper and at the Okanogan River Coop as
required by law.
Quorum: For special meetings, if action is to be taken, 10 voting
members need to be in attendance, in addition to a quorum of the Board
Voting: The adoption of any matter presented to the membership shall
require a majority vote.
The Board of Directors
1) Powers: The board makes final decisions with
regards to the Family Faire organization. An effort
will be made to collaborate with event coordinators with regards
to these decisions. The Board is authorized to perform whatever acts
appear reasonable, necessary or convenient to further the interest of
the Faire. Such powers include, but are not limited to, creating
committees, appointing coordinators for committees, entering into
contacts; the purchase, lease and other acquisition of real and personal
property, borrowing money, hiring employees and consultants, investing
funds, developing and enforcing rules for participation in the Faire
organization, as well as other events. Voting members can each year form
a committee to review all grant applications and make advisory
recommendations to the Board for approval. In the event that the board
rejects portions of the recommendations, the Board would need to
publicly be answerable to the membership.
Numbers, Alternates, Elections, Terms of Office:
Number: The number of directors shall be 7, but the number may
vary from time to time at the discretion of the Board of Directors. In
no case shall the number of directors be fewer than 5 nor greater than
Alternate Directors: In addition to regular Board members there
may be up to two alternate directors and must be approved by the
Election: The Board of Directors shall be elected by the
membership at the annual membership meeting, with a maximum of two
consecutive terms. Each member shall have the right to vote for as
many nominees as there are vacancies on the Board at the time the
balloting closes. Votes for directors shall be sequentially numbered
in order of preference.
Term: Each director shall serve for two consecutive years, or
until his or her resignation or end of term, whichever occurs first.
Alternate directors serve only until the next annual membership
Removal of Directors:
1) A director may be removed from office with or without cause,
by a vote of the membership at the annual meeting. A director may
also be removed at a special meeting called pursuant to the
requirement of notice as set forth in Article V1-4. The Board may
suspend a director for a maximum of 60 days, with or without cause,
requiring agreement of 2/3 of the Board. The director in question
shall abstain from such a vote. Discussions of such matters shall be
held in closed session. The board member in question shall attend
only at the request of the board.
If a Board member or alternate misses three meetings
in a row without notice to another board member, the Board may
declare that seat vacant and appoint an alternate director.
Vacancies on the board shall be filled by an alternate
director. The term of office of any alternate director shall be until
the next annual membership meeting, at which time the seat shall be
filled by a vote of the membership. Vacancies occurring during an
annual membership meeting, before the balloting is closed, shall be
filled at that meeting.
Committees & Coordinators: The Board may appoint committees
and delegate such authority to the committees as the Board deems
necessary, proper or convenient for the effective, lawful and
beneficial operation of the Faire. Any committees so appointed shall
report to the Board or to such other persons or committees as the
Board may designate. The Board shall appoint such employees,
coordinators, and other personnel as necessary to oversee the
operation and planning of the activities of the Faire and other
sponsored events, coordinators need not be directors. Coordinators may
be removed by the Board with or without cause (Refer to Article V-4d.)
Meetings: After the annual membership meeting, (which shall be
held before December 15 of each year) the board of directors shall
meet within six weeks. At this board meeting the board shall elect
officers. At the first membership meeting, half of the board of
directors shall be elected for a one-year term and the other half for
a two-year term. At the end of each board meeting, a date and time for
the next board meeting shall be set.
Quorum: A majority of the directors, but in no case fewer than
4, shall constitute a quorum for the transaction of business.
Voting: We strive for consensus, but in the event of a vote,
majority rules. (Except as specifically required in other sections of
Policy of Decision Making: It shall be the expressed policy of
the Faire that, except as provided below (under closed sessions), all
meetings are open to members of the Faire, and that in acting on any
matter before it, the Board shall give due consideration to the
opinions and desires expressed by those members present.
Closed Sessions: Closed sessions may be held at the discretion of at
least two members of the Board of Directors.
There shall be four officers; a President, Vice-president, Secretary,
a) Election/Term: The officers are to be elected
by the Board of Directors at its first board meeting following the
annual membership meeting. In the event that an office becomes vacant,
an election or appointment can take place at any other board meeting.
Each officer shall serve for one year, until the next election of
b) Treasurer: The responsibilities of the
Treasurer shall be as follows: to keep accurate and complete records
of the receipts and disbursements of the Faire and other sponsored
events' monies; oversee an annual Okanogan Family Faire budget; to
oversee the preparation and filing of corporate tax returns; and to
prepare an annual report. The powers of the Treasurer shall be such as
are consistent with the duties as described above.
Secretary: The responsibilities of the Secretary shall be as follows:
To keep a current book of records. Those records should contain the
minutes of all board, special, and membership meetings, a copy of the
Certificate and Articles of Incorporation, a copy of the bylaws and
policies, the names and addresses of the members of the Board of
Directors, and accurate membership records. The secretary will also
serve as registered agent for the Faire, and file the annual report to
the State. The secretary will also facilitate correspondence, permits,
and any other regulatory paperwork. The powers of the Secretary shall
be such as are consistent with the duties described above.
d) President: The
president shall be the principal executive officer of the Faire,
subject to the control of the
directors. She or he shall, when present, preside at meetings of the
board, membership or special meetings, or make provisions for a
facilitator to preside at said meetings. The President may sign, with the Secretary or Treasurer, or any other person so
authorized by the Board of Directors, any legal or other important
documents as authorized by the board. The powers of the President
shall be such as are consistent with the duties described above.
Vice President: The vice-president will perform the duties of the
President when the President is absent.
Removal: Any officer may be removed with or without cause by a vote of
the Directors at any meeting where prior notice has been given to the
Board that the matter will be discussed.
Resignation: Any officer may resign by delivering written notice to
Vacancies: Any vacancy in an office may be filled for the un-expired
portion of the term by the Board.
bylaws may be amended by an act of the Board of Directors, with input
of event and Faire coordinators and members, at a special meeting or
at a membership meeting. Amendment to the bylaws requires previous
notification to the membership of the Faire, posted no less than 30
days prior to the meeting. Notices posted may include the appropriate
designated website, the Faire site, and/or community gathering sites.
Cultural Project, the **Okanogan
River Coop, etc.)
* Current office address is
1/2 S. Whitcomb Ave. Tonasket, WA 98855
known as Tonasket
Natural Foods Co-op
Now known as