By-laws of Sustainable Ballard

Preamble:

These By-laws govern the organization and activities of Sustainable Ballard.

Article I: Name, Purpose, Location, Boundaries and Fiscal Year

1.1  Name.

The name of the organization shall be Sustainable Ballard (herein abbreviated SB)

1.2 Purpose.

Sustainable Ballard, a blueprint for Everytown, USA, educates, inspires, and engages neighbors to take action to live more sustainably both individually and collectively. Our vision is an inclusive, joyful, sustainable community co-creating a world for this and future generations where eco-systems are healthy and peace is inevitable.

1.3  Location.

The principal address of SB shall be 2442 NW Market St. PMB 286, Seattle, WA 98107. The directors may change this address as appropriate.

1.4  Boundaries.

SB will operate primarily in the Ballard neighborhood of Seattle, but will maintain contact with individuals and organizations throughout the world who are committed to similar sustainability goals.

1.5  Fiscal year.

SB’s fiscal year shall be the calendar year ending December 31 of each year.

Article II: Membership

2.l Membership qualifications.

Any individual who shares the goals of SB is welcome as a member.  By subscribing to the Sustainable Ballard mailing list one agrees to become a Member of Sustainable Ballard.

2.2 Annual Meeting. 

An Annual Meeting of the membership shall be convened in January on each year, unless changed by the Board of Directors.  The status of SB shall be reported at this meeting, and the new Board for the coming year shall be introduced.  Notice of this meeting will be publicized by posting on the website at least 30 days prior to the meeting.

2.3 Termination of membership.

The Board of Directors has the authority to terminate any member whenever in their judgement the best interests of SB are served thereby.  Such termination will be decided by consent process of the Board of Directors. Dues, if any, will be refunded.

Article III:  Leadership

3.1 Board of Directors

The Board of Directors shall be responsible for policy decisions related to Sustainable Ballard. The Board of Directors is comprised of, but not limited to, all SB officers, and at least one Board Member At-Large.  The total number of members may fluctuate and may be established from time to time by resolution of the Board of Directors.

3.2  Leadership Circle

The Leadership Circle shall be comprised of all Board Members, Project Leads and other active and engaged Sustainable Ballard members who have taken limited leadership roles within the organization.  Leadership Circle members (other than Board Members and Project Leads) are chosen by invitation of any member from the Board of Directors.

3.3  Board Meetings & Advances.

The Board of Directors shall meet every other month to make guideline and policy decisions for the Sustainable Ballard organization.  Advances may be scheduled at the discretion and initiative of the Board of Directors and shall be open to the full Leadership Circle.

3.4  Duties of Officers, Board Members, and Leadership Circle Members

All titles, roles and duties shall be further defined and modified by consent of the Board of Directors and recorded in the online Operations Manual.

3.5  Officers & Board Members: Selection, Terminations, Resignations

a. Officers and At-Large Board Members shall be elected or re-elected by an Open Elections process at the last board meeting of each year.  The names of new Officers and At-Large Board Members will be presented at the annual meeting in January. A single person may fulfill multiple roles at the same time except in the case where this could result in a statutory, operational or legal incompatibility. The President and the Secretary must be separate persons.  In addition, the President and the person with expertise in financial matters must be separate persons.

b.  Potential new board members may be invited to apply for board membership by any Board member.  Interested nominees may fill out a Board Member Application or Questionnaire, which is then circulated to the current Board for Each Officer, At-Large Board Member and Project Lead shall serve a one year term to be renewed yearly at the January Annual meeting.

c.  Any Board Member may be removed by the members of the Board of Directors if it is deemed in the best interest of SB. In the event of a resignation or termination of an Officer, the position will be filled at the next Board Meeting, using the Sociocratic Election process.  In the event of a resignation or termination of a Board Member, the Board may assign an interim person to fill the vacancy until a permanent successor is determined.

d.  The Board of Directors may remove responsibilities from any Board or Leadership Circle member who has failed to perform expected duties, or has brought major discredit upon the organization, or is otherwise unable to perform his/her duties.  Such action shall be made known at least fourteen (14) days prior to a meeting where such action is to be taken to all parties including the member whose removal is proposed, by written contact of the time, place and purpose of such meeting so the Leadership Circle member is accorded the opportunity to appear and speak on his/her own behalf.  Such meeting shall be called as soon as possible and include an Ad Hoc committee of at least four (4) Board Members.

3.6 Decision Making by Consent

Decisions made at all Board meetings and Advances shall be by “Consent” governed by the following guidelines:

  • It is a cooperative participatory approach where everyone is a critical, active stakeholder.
  • The consent principle says that a decision can only be made when none of the circle members present has a reasoned and substantial objection to making the decision.
  • The consent principle is different than “consensus” and “veto.” With consensus the participants must be “for” the decision. With consent decision-making they must be not against. With consensus a veto blocks the decision without an 
argument. With consent decision-making, opposition must always be supported 
with an argument.
  • Every decision doesn’t require consent, but consent must exist concerning an agreement to make decisions through another method. Thus, many decisions are not made by consent. Rather, with consent, persons or groups can be given the authority to make independent decisions. i.e. Guild and Project decisions may be made by Consent or Quorum as each group decides.
  • It is not necessary for all members of a circle to be present to hold a meeting, however consent is required from all members of a circle (Admin, Leadership, Guild or Project) before a decision can take effect. Each circle shall establish its own policy defining a quorum for conducting business and its procedures for obtaining consent from absent members.

Article IV: Organizational Structure

sbstructure20134.1  Adding Projects

A new SB project may form when one or more people propose an idea to a member of the Board of Directors and the project is accepted by the Board.  SB projects must be in the spirit of and consistent with the values of SB.  A Project Leader shall be designated and will be part of the Leadership Circle.  Projects will be assigned a Board Member for oversight.

4.2 Project activities

Project groups will conduct educational sessions or a community service for the general public at various times throughout the year. All Projects shall participate in Open Houses and the Festival.

Article V: Amendments, advisory boards

5.1 Amendments to the by-laws

Any amendments to these by-laws can be proposed by the Board of Directors or general membership at any time. Such amendments must be approved by the Board of Directors, then presented to the general membership via the newsletter.

5.2 Advisory Boards

The Leadership Circle may form advisory boards of people who agree with SB’s purpose and are willing and able to give the organization useful advice from time to time.  Advisory board members need not be voting members of SB or live within the geographic boundaries of greater Ballard.

Article VI: Adoption

These by-laws shall become effective upon ratification by the organizing group functioning as the Board and by ratification vote by the vote of the general membership.

Revised & adopted November 15, 2013