The By-Laws of CedarLight Grove as revised by grove vote December 2017

Bylaws of

CEDARLIGHT GROVE, ADF INCORPORATED

A Local Grove of

Ár nDraíocht Féin: A Druid Fellowship, Inc.

Situated in Baltimore, Maryland

 

TABLE OF CONTENTS

Preamble

Article 1:         Purposes

Article 2:         Offices

Article 3:         Calendar

Article 4:         Membership

Article 5:         The Voting Members

Article 6:         The Annual Meeting

Article 7:         Special Meetings & Referenda

Article 8:          Elections of Officers and Directors

Article 9:          The Witan

Article 10:       Incapacitation

Article 11:       The Officers

Article 12:       Standing Committees

Article 13:       Discrimination

Article 14:       Resignation of Members

Article 15:       Open Financial Records

Article 16:       Non-Profit Nature of the Corporation

The bylaws contained herein were originally adopted by the Witan of CedarLight Grove, ADF at Samhain, 1996 c.e.
Revised 2012.  Revised 2013.  Revised 2017.

PREAMBLE

1.  Ár nDraíocht Féin: A Druid Fellowship, In, also known as “A.D.F.”, or “ADF” is the legal structure for a Neopagan Druidic religion based on the beliefs and practices of the ancient Indo-Europeans, adapted to the needs and sensibilities of modern people. CedarLight Grove, ADF Inc. is the legal structure for a local grove of Ár nDraíocht Féin situated in Baltimore, Maryland. CedarLight Grove, ADF Inc. is a nonprofit religious and educational, corporation organized to practice the full spectrum of legal activities practiced by any religious organization including a variety of charitable, educational and community service activities.
2.  Neopagan Druidism, as we define it, is a comprehensive and inclusive polytheistic faith, through which we learn to integrate scientific and intuitive conciseness into lives of tolerance and respect for ourselves, our world and all that dwells the We are dedicated to the central belief that our Earth is sacred, and that we must strive to live in ways that preserve and protect Her. We are further dedicated to the full achievement of human potential and to the worship of the OldOnes, that we may more fully manifest our central belief.
3.  The bylaws declared herein are designed to help us achieve these ideals, and to fulfill our responsibilities as enumerated in the bylaws of Ár nDraíocht Féin: A Druid Fellowship, In All future bylaws and amendments shall be similarly intended.

ARTICLE 1:  PURPOSES

1.  As per our Articles of Incorporation: “The purpose of CedarLight Grove, ADF, Inc. is to be the legal structure for a local grove of Ár nDraíocht Féin: A Druid Fellowship, Inc. (hereinafter “ADF”) situated in Baltimore, Maryland. CedarLight Grove, ADF Inc. is a nonprofit, religious and educational, corporation organized to practice the full spectrum of legal activities practiced by any religious organization including a variety of charitable and community service activities.” (2017)
2.  To accomplish the goals and ideals introduced in the Preamble, the members of CedarLight Grove, ADF In advocate and practice, as an integral part of our faith, many sciences, arts, and disciplines. This we do to change ourselves, each other, and the world around us.
3.  CedarLight Grove, ADF In advocates and practices, as an integral part of our faith, open, inclusive, and public ceremonies to worship the seasons of Earth, the OldOnes, the rites of passage that mark the cycles of our lives, and magical rituals to accomplish our other goals in an honest and ethical manner.
4.  CedarLight Grove, ADF In advocates and practices, as an integral part of our faith, scientific and scholarly research and debate about the ancient Druids, the Indo- Europeans, comparative religion, folklore, ethnomusicology, and all fields of human knowledge.
5.  CedarLight Grove, ADF In advocates and practices, as an integral part of our faith, ecological and environmental research, education, and responsibility, in keeping with our reverence for and worship of Earth.
6.  CedarLight Grove, ADF In advocates and practices, as an integral part of our faith, a wide variety of auditory, graphic, movement, dramatic, liturgical, and other arts and crafts.
7.  CedarLight Grove, ADF In advocates and practices, as an integral part of our faith, the investigation, dissemination, and performance of a wide variety of healing arts and technologies, including herbal, nutritional, mental, magical, and spiritual methods. As required by civil law, we advise all parties concerned as to the presence or absence of appropriate credentials.
8.  CedarLight Grove, ADF In advocates and practices, as an integral part of our faith, the use of divinatory arts and sciences as tools for spiritual counseling and liturgical guidance. As required by civil law, we advise all parties concerned as to the presence or absence of appropriate credentials.
9.  CedarLight Grove, ADF In advocates and practices, as an integral part of our faith, the investigation, dissemination, and performance of a wide variety of counseling and conflict resolution arts and methods, including techniques to mediate and judge disputes between organizations and/or individuals. As required by civil law, we advise all parties concerned as to the presence or absence of appropriate credentials.

ARTICLE 2: OFFICES

1.  The principal office of the Corporation shall be located within the City of Baltimore, in the State of Maryland, USA; or in the immediate environs thereo The Corporation may have other such offices, either within or without the State of Maryland, as the officers may designate or the business of the Corporation may require from time to time.

ARTICLE 3: CALENDAR

1,  The CedarLight Grove, ADF Inc., hereby adopts in principal and in practice the calendar declared in the bylaws of Ár nDraíocht Féin: A Druid Fellowship, In unless otherwise specified herein.

ARTICLE 4: MEMBERSHIP

1.  The members of CedarLight Grove, ADF In shall be those individuals committed to supporting and participating in the community and fellowship of CedarLight Grove, ADF Inc.
2.  Such individuals shall attest their commitment to CedarLight Grove, ADF In by their paid membership, their signature, in the “Book of CedarLight”; and by their presence at a minimum of five grove activities each year as required in the Policies of CedarLight Grove, Article 1 (Membership).
3.  Before signing the Book of CedarLight, certain requirements must be met:
a.  The prospective member must have no previously unfulfilled oaths or pledges to the grove. (2017)
b.  Fulfilled the requirements for membership in the Policies of CedarLight Grove, Article 1 (Membership). (2017)

ARTICLE 5: THE VOTING MEMBERS

1.  A member who has achieved and continued to maintain all requirements listed in number 1 of this article is a voting member. (2017)
2.  The voting members of CedarLight Grove, ADF In may, by a vote of not less than three quarters, revoke  the  voting  privileges  of  any  member  demonstrating  a  pattern  of behavior antithetical to the goals, ideals, beliefs and practices to which CedarLight Grove, ADF Inc. is dedicated, as specified in these bylaws.
3.  Except as otherwise mentioned in these bylaws, a quorum for voting purposes shall consist of fifty percent of the voting members.
4.  Proxy votes may be assigned to voting members who are to be present at an annual or special meeting, through the sending of a proxy statement to both the proxy and the voting officer of the election.
5.  If election or referendum choices are combined with a proxy statement, the person receiving the proxy must cast those votes given him or her according to any electoral choices marked on the combined ballot/proxy statemen If a given member sending in such a proxy has not made any such electoral choices, the person receiving the proxy may cast those votes according to his or her best judgment.
6.  Eligibility shall be tracked as per the requirements listed in in the Policies of CedarLight Grove, Article 1 (Membership).
7.  New members joining or old members returning during the course of the year shall gain voting rights as soon as they meet the requirements listed in the Policies of CedarLight Grove, Article 1 (Membership).

ARTICLE 6: THE ANNUAL MEETING

1.  The annual meeting of the members of CedarLight Grove, ADF In shall be held during the period between Yule and the Imbolc, at a time and place to be designated by the officers of the Grove, and published to all members not less than 21 calendar days before the date set for said meeting.
   2.  There shall be emailed or mailed to each voting member at her or his last known address, at least three weeks prior to the annual meeting, a notice setting out the time and place of the annual meeting. Said notice may be incorporated into CedarLight Grove, ADF In newsletters, forums, or electronic media published at the appropriate time.
   3.  The purpose of the annual meeting it to review yearly and long term financial reports, determine the yearly budget, set the yearly calendar of events, set High Day liturgists, and any other items deemed important to the membership. (2017)
   4.  If a vote on by-law or other policy changes is pending, every effort shall be made to have a quorum of voting members present. When a quorum is not present in body or proxy at the annual meeting, those present may adjourn to such a day and time as a majority shall agree upon, but not less than seven days from the date of adjournment. At the reconvened annual meeting the necessary quorum shall drop to ten percent of the total membership vote. (2017)
   5.  The Witan will hold regular membership gatherings, frequency as outlined in ADF and CLG Policy documents (Article 4, Section 8), to apprise the members of proposed changes to policy, procedures, bylaws and to have these changes ratified with the same quorum requirements as #4 above. (2017)

ARTICLE 7: SPECIAL MEETINGS & REFERENDA

1.  A special meeting or a referendum of the voting members may be called by the request of a majority of the members CedarLight Grove, ADF In Such a special meeting shall be within thirty days of the date the request was submitted, at a location to be selected by the officers of CedarLight Grove, ADF Inc. Notice of such a special meeting, stating its particular purpose, shall be sent to the voting members as with the annual meeting except the period of prior notification shall be not less than five calendar days.
2. CedarLight Grove, ADF Inc. may decide to hold a referendum through electronic mail or by such others means as the officers of CedarLight Grove, ADF In find agreeable at any time. Such referendum may be instead of a special meeting, should the topics under consideration lend themselves to such treatment. Ballots for such a referendum shall be sent electronically when possible and arguments presenting all sides of the topics involved shall be presented in the member’s section of our electronic forums. Voting shall be considered to be closed sixty days after the issue has been mailed or as soon as all votes are accounted for.

ARTICLE 8: SELECTION OF OFFICERS, DIRECTORS AND TRUSTEES

1. Selection of Trustees is determined by the procedures set forth in the Articles of Incorporation for CedarLight Grove, ADF, Inc. (Article IV Trustees and Clergy) Trustees shall be non-voting members of the Witan.
2. At the first voting cycle after ratification of these bylaws by the then current serving officers of CedarLight Grove, ADF In, including both those officers required by the bylaws Ár nDraíocht Féin: A Druid Fellowship, Inc. and such other officers as CedarLight Grove. ADF may have identified and filled by appointment, all officers shall stand for re-election every two years, and may elect an optional third term. The voting cycle shall start on Nov 1st and end with the results of the election announced on the day of the Yule high day. At the end of a two year term of Office, the voting members shall vote to fill those offices in CedarLight Grove, ADF Inc. required by the bylaws of Ár nDraíocht Féin: A Druid Fellowship, Inc. and such other offices as the members may find agreeable.(2017)
3. Any voting member in good standing of CedarLight Grove, ADF In who has maintained at least 1 year as a voting member prior may run for election to an office of CedarLight Grove, ADF Inc. All candidates must be prepared to fulfill those requirements for office listed elsewhere in these bylaws, and the bylaws of Ár nDraíocht Féin: A Druid Fellowship, Inc. Such requirements must be met prior to taking office, but need not be met at the start of the voting cycle. (2017)
4. A plurality of votes cast for a given Office shall be sufficient to elect an Officer.
5. Should there be no quorum achieved for the elections (which shall be fifty percent of the voting members), by presence or proxy, then all incumbent candidates shall be deemed to have been re-elected.(2017)
6. Any Officer of the CedarLight Grove, ADF In may be removed for nonfeasance or malfeasance of office, by a three-quarters vote of the voting members. No such removal may be made without written notice by registered mail to the last known address to the subject, giving 30 days to respond. Failure to respond constitutes acceptance of the removal. In an emergency, the remaining Witan may elect to suspend an Officer subject to the review and approval of the entire voting membership of CedarLight Grove, ADF Inc.
7. In the case of the death, removal, expulsion, resignation, or permanent incapacitation of any Officer, the remaining Witan may, at any time thereafter, elect a qualified voting member to finish out the departed Officer’s term.
8. All Officers elected or selected at the annual meeting shall take office as of sundown on the Winter Solstice.
9. The Witan may invite any individual to serve as a Director of the Corporation. Such individuals as accept said invitation of the Witan shall serve as a Director of CedarLight Grove, ADF In Such Directors shall serve at the pleasure of the members of CedarLight Grove, ADF Inc., and may be removed from office by a vote of two-thirds of the membership, and sixty days notification.
10. All Officers and Directors of CedarLight Grove, ADF In shall exercise equal powers and responsibilities, save as otherwise noted in these bylaws.
11. Residents of CedarLight Center are not eligible to hold position on the Witan. They may volunteer on sub committees and in any other capacity they desire.

ARTICLE 9: THE WITAN

1. The Witan of CedarLight Grove, ADF In, also called herein The Witan, shall consist of the Officers, Directors and Trustees as enumerated herein.
2. The members of the Witan may exercise all the duties, responsibilities, and privileges normally performed by the Directors of any nonprofit religious corporation, including but not limited those specifically identified by these Bylaws or the Articles of Incorporation, unless a duty, responsibility or privilege is specially assigned to an individual Officer elsewhere herein.
3. The Witan shall hold regular meetings at least once between each Solstice and Equinox at the offices of the Corporation in Maryland, or at such times and places as they shall appoint. Special meetings may be called by any member of the Witan by giving three days’ notice to each Officer, and to each Director.
4. Regular or special meetings of the Board or any committee may be held in person, via electronic communications devices, or through the mail These may include: telephone conference calls, a telephone or postal polling of Board Members, etc.
5. A majority of the Witan shall constitute a quorum. Each Officer and Director, as such, shall have one vote. Except as otherwise stated in these bylaws, a simple majority shall carry all motions.
6. At the Witan’s choice, consensus decision making or Robert’s Rules of Order may be adopted for all or part of any given meeting.
7. The Witan shall have the general management of the business and affairs of the Corporation.
8. The Witan shall exercise all the powers that may be exercised or performed by the Corporation under the statutes, the Articles of Incorporation, and the Bylaws.
9. Minutes of every meeting of the Witan shall be taken and retained at the offices of the Corporation, or at such other location as the Witan may decide. Any member of Ár nDraíocht Féin: A Druid Fellowship, In may see the minutes by consulting the archives or by paying for any copying and mailing expenses.
10. All meetings of the Witan shall be open to all members of CedarLight Grove, ADF In as may give any member of the Witan twenty-four hours’ notice of an intent to attend.
11. Any voting member may request a position on the agenda of a Witan meeting, for the discussion of matters of conce Such a member may then address the Witan on the issues involved.
12. The Witan is authorized at their discretion to appoint from their number an executive committee of two or more persons who shall be vested with the powers of the Witan when the same is not in session.
13. The Witan is the supreme authority in the Corporation and may, if necessary, overrule the decisions, policies, and practices of all other groups within CedarLight Grove, ADF In with the exception of the Trustees and their specific responsibilities in the Articles of Incorporation, Article IV: Trustees and Clergy.
14. Any Director or Officer may pass her/his proxy onto another for a particular meeting for one or more particular issues (but not a general proxy), verifying such in writing to the Scribe within three weeks following the meeting.
15. By a simple majority, the Witan may make any policies necessary for the running of CedarLight Grove, ADF that do not conflict with the Bylaws or Articles of Incorporation. The voting membership may repeal these policies through the referendum process as outlined in the bylaws or by calling a special meeting as outlined in the bylaws and bringing the policy before the voting membership for a vote to repea Policies may be appealed to the witan at any time on the basis of their conflicting with the bylaws.
16. As required, in order to protect the privacy of the membership, the Witan may conduct Witan-only meetings or meetings where only individuals relevant to the issue under debate are presen These private meetings shall be the exception, rather than the norm, and shall be limited to those circumstances where privacy issues are significant. They shall not be used for other types of business, including day-to-day business. If there are votes conducted in meetings of this type, the results will be reported to the membership by the Scribe. The full membership shall have the right to be at all other meetings of the witan as further outlined in these by-laws.

ARTICLE 10: THE OFFICERS

1. The Officers of this Corporation shall consist of a Senior Druid (President), a Pursewarden (Treasurer) and a Scribe (Secretary) as required by the bylaws of Ár nDraíocht Féin: A Druid Fellowship, In, and other such officers and directors as may from time to time be chosen. All requirements for office that follow shall be considered guidelines, not strict requirements.
2. The Senior Druid shall exercise the functions enumerated in the Bylaws of Ár nDraíocht Féin: A Druid Fellowship, Inc. for the Senior Druid of a local grove; and those functions otherwise performed by any President of a non-profit corporation.
3. The Scribe (and/or other designee as approved by the Witan) shall exercise the functions enumerated in the bylaws of Ár nDraíocht Féin: A Druid Fellowship, In for the Scribe of a local grove; those functions otherwise performed by any Secretary of a non-profit corporation; and such other functions as are enumerated herein. The Scribe shall keep a record of all votes and minutes of the proceedings of all meetings of the Witan and voting members; shall give notice as required in these bylaws of all meetings; shall send proxy statements and/or mail ballots to all voting members as described in these bylaws; and shall organize all incoming correspondence for reply.
4. The Pursewarden (and/or other designee as approved by the Witan) shall exercise the functions enumerated in the bylaws of Ár nDraíocht Féin: A Druid Fellowship, In for the Pursewarden of a local grove; those functions otherwise performed by any Treasurer of a non-profit corporation; and such other functions as are enumerated herein. The Pursewarden shall sign all checks, drafts, contracts, and other instruments for the Corporation; shall have custody of all moneys of the Corporation received or disbursed; shall deposit all moneys and valuables in the name of and to the credit of CedarLight Grove, ADF Inc. in such banks or other financial institutions as the Witan shall designate. Both the Senior Druid and the Pursewarden shall have access to the bank account password and financial records. The Pursewarden shall be responsible for keeping the Corporation’s financial records according to generally accepted accounting principles for nonprofit corporations; will generate quarterly financial reports for the Witan; and may perform all those other duties that would otherwise be performed by a corporate Treasurer.
5. The normal term of office for all officers, shall be two years, with an optional third term. More terms than that must have Witan approval prior to the start of elections.
6. In the event of a departure of an officer or director from the Witan, as described elsewhere in these bylaws, any two offices may be temporarily held by one person simultaneously. Such dual responsibility shall be only until another officer shall be available to take over the duties of the departed Office
7. All Officers described in the above sections of this article shall be Directo Additional offices may be created by the Witan at their discretion. The incumbents of such additional Officers shall also serve as directors unless explicitly stated otherwise at the time of election.
8. All officers or directors must be at least 18 years of age for the purpose of signing legally binding contract.ARTICLE 11: STANDING COMMITTEES & SUBGROUPS
   1.  The Witan may at their discretion create, staff or dissolve any committees necessary for the operation of CedarLight Grove, ADF, Inc.
   2.  As per the Council of Senior Druids By-Laws, Article V, the overwhelming majority of local Grove activities are to be open and inclusionary. Smaller groups may be formed within a Grove, and may engage in closed activities, provided that no such group includes more than half of the Grove’s members. (2017)
   3. The Witan may, at their discretion, cease to allow access to grove spaces to any exclusive group that includes more than half of the Grove’s members due to conflict of interest concerns. (2017)ARTICLE 12: DISCRIMINATION

1.  Membership and rank in CedarLight Grove, ADF Inc., and attendance at CedarLight Grove, ADF Inc. public activities, shall not be denied to any person on the basis of race, ancestry, color, physical disability, age, gender, or affection orientation, but may be denied to individuals practicing creeds inimical to Neopagan Druidism. (August 2015)
2.  Membership within the Witan, the clergy, and other such positions of responsibility and trust as the Witan may determine, shall be granted only to those who are not simultaneously practicing a creed inimical to the beliefs to which CedarLight Grove, ADF Inc. are dedicated.
3.  As  used  herein,  “inimical  creeds”  shall  include  those  creeds  promulgating intolerance, harm to others or to Earth, and such other faiths and practices as shall be determined by the Witan.
4.  A pattern of actions or behavior evidencing a malicious intolerance towards others or an abusive disrespect towards Earth shall be grounds upon which the Witan shall propose a vote to revoke the voting privileges of the culpable member, and for the limitation of eligibility to hold office, as described elsewhere in these bylaws. Strong verbal statements about the theology, history, or psychological characteristics of other religions shall not, alone be considered indicative of intolerance.
5.  All organizers of public activities on behalf of CedarLight Grove, ADF Inc. shall make strenuous efforts to  facilitate  the  participation  of  differently-able  individuals. Nonetheless, such activities as the Witan may designate may be held in places naturally inaccessible to some.

ARTICLE 13: RESIGNATION OF MEMBERS

1. Members may resign from membership at any time for personal reasons, and will then be eligible to rejoin CedarLight Grove, ADF In at a later date.
   a.  Resignation may be verbal, written or by changing grove affiliation though the ADF website.(2017)
   2.  Resigned members will lose access to members-only sections of the CedarLight website and electronic forums.
   3.  Members who have not renewed their yearly membership will be considered resigned. (2017)

ARTICLE 14: OPEN FINANCIAL RECORDS

1.  All members of CedarLight Grove are entitled to see the accounting records. Balance sheets and other similar summary reports shall be regularly published in our quarterly reports to ADF.  Monthly reports will be available to members through the regular business meetings. (2017)

ARTICLE 15: AMENDMENT AND REPLACEMENT OF BYLAWS

1.  Amendments to these bylaws may be made at any annual or special meeting or referendum, as described elsewhere in these bylaws, by a two-thirds vote of the entire voting membership; or by a two thirds vote of the Officers and Directors at any regular or special meeting of the Witan.

ARTICLE 16: NON-PROFIT NATURE OF THE CORPORATION

1.  No part of the net earnings of the Corporation shall inure to the benefit of, or be distributed to, its members, directors, officers, or other private persons, except that the 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 the Preamble and Article I of these bylaws.
   2.  CedarLight Grove, ADF is organized exclusively for charitable purposes within the meaning of section 501(c)(3) of the Internal Revenue Code.  Notwithstanding any other provision of these articles, the corporation shall not carry on any other activities not permitted to be carried on (a) by a corporation exempt from Federal income tax under section 501(c)(3) of the Internal Revenue Code of 1986 (or the corresponding provision of any future United States Internal Revenue law) or (b) by a corporation contributions to which are deductible under section 170(c)(2) of the Internal Revenue Code of 1986 (or corresponding provision of any future United States Internal Revenue Law
   3.  The dissolution of the Corporation of CedarLight Grove ADF, INC. shall be performed in accordance with our Articles of Incorporation by the Trustees and Officers at that time. (2017)