The name of this corporation shall be Morak Events.
The principal office of Morak Events shall be located in the State of Washington. Morak Events may have other offices as the Board of Directors may determine or as the affairs of Morak Events may require from time to time.
III. OBJECTIVES AND PURPOSES
Morak Events is dedicated to provide education in the fields of leadership, management, volunteer recruitment and community resources, effective marketing of community events, risk assessment, accounting practices and other topics related to operating independent community events.
IV. DEDICATION OF ASSETS
The properties and assets of Morak Events are irrevocably dedicated to charitable purposes. No part of the net earnings, properties, or assets of this corporation, on dissolution or otherwise, shall inure to the benefit of any private person or individual, or any member, Director or officer of Morak Events. On liquidation or dissolution, all properties and assets and obligations shall be distributed and paid over to an organization dedicated to charitable purposes which has established its tax-exempt status under Internal Revenue Service Code Section 501(c)(3).
V. BOARD OF DIRECTORS
1. Board of Directors shall serve without pay and consist of not be less than three (3) or more than five (5) members.
2. Each Director shall be a natural person at least 21 years of age.
3. Directors’ shall serve until such time as their resignation or removal. A Director’s term begins immediately upon election and acceptance. By a majority vote, the Board may remove any Director without cause at any regular or special meeting, provided that the Director to be removed has been notified in writing that such action would be considered at that meeting.
4. All vacancies may be filled by unanimous vote of the Directors then in office, whether or not their numbers constitute a quorum.
5. Board members must attend all quarterly meetings or send a designee. Board members with two (2) unapproved absences in a two (2) year period shall dismissed from the Board.
1. The officers of the board shall consist of a Chair, Vice Chair, Secretary, and Treasurer nominated by the Board.
a. The Chair shall preside at all Board meetings, appoint committee members, and perform other duties as associated with the office.
b. The Vice-Chair shall assume the duties of the Chair in case of the Chair’s absence.
c. The Secretary shall be responsible for the minutes of the Board, keep all approved minutes in a minute book, and send out copies of minutes to all.
d. The Treasurer shall keep record of the organization’s budget and prepare financial reports as needed.
2. Elected officers will serve until resignation or removal.
1. The Board may appoint standing and ad hoc committees as needed.
1. Regular meetings shall be held quarterly.
2. Special meetings may be held at any time when called for by the Chair or a majority of Board members.
3. Agendas shall be provided at least 10 days in advance of meetings.
(a) A majority of board members constitutes a quorum. (b) In absence of a quorum, no formal action shall be taken except to adjourn the meeting to a subsequent date.
Passage of a motion requires a simple majority (ie, one more than half the members present).
X. CONFLICT OF INTEREST
Any member of the board who has a financial, personal, or official interest in, or conflict (or appearance of a conflict) with any matter pending before the Board, of such nature that it prevents or may prevent that member from acting on the matter in an impartial manner, will offer to the Board to voluntarily excuse him/herself and will vacate his seat and refrain from discussion and voting on said item.
XI. FISCAL POLICIES
The fiscal year of the board shall be January 1st – December 31st.
1. These by-laws may be amended by a two-third vote of Board members present at any meeting, provided a quorum is present and provided a copy of the proposed amendment(s) are provided to each Board member at least one week prior to said meeting.
XIII. CONTRACTS, CHECKS, AND FUNDS
1. Execution of Corporate Instruments
The Board may, at its discretion, determine the method and designate the signatory officer or officers or other person or persons, to execute any corporate instrument or document, or to sign the corporate name without limitation, except when otherwise provided by law, and such execution or signature shall be binding upon Morak Events.
2. Checks, Drafts, Etc.
All checks and drafts drawn on banks or other depositories of funds to the credit of the corporation, or on special accounts of Morak Events, shall be signed by such person or persons as the Board shall authorize to do so.
The Board may accept on behalf of Morak Events any contribution, gift, bequest, or devise for the general purposes of or for any special purpose of Morak Events not inconsistent with the charitable limitations in the Articles of Incorporation.
To the fullest extent permitted by law, Morak Events may indemnify its Directors, officers, employees, and other persons against all expenses, judgments, fines, settlements, and other amounts actually and reasonably incurred by them in connection with any proceeding. To the fullest extent permitted by law and except as otherwise determined by the Board in a specific instance, expenses incurred by a person seeking indemnification in defending any proceeding may be advanced by Morak Events. Morak Events shall have power to purchase and maintain insurance to the full extent permitted by law on behalf of its officers, directors, employees, and other agents, against any liability asserted against or incurred by such persons in such capacity or arising out of the person’s status as such.
1. Access to Membership
Membership in Morak Events is open to any interested individual pending approval by the Board. Memberships are not transferable or assignable. Membership can be terminated only by: (1) lapse following nonpayment of dues, or (2) action of the Board of Directors in accordance with the rules for Revocation and Denial of Membership.
2. Privileges of Members
a. Coordinator – Authorized to hold sanctioned events using the nonprofit status, event insurance, advertising, education and event resources. Morak Events recognizes that Event Coordinators are responsible for their own events therefore have full discretion for leading, planning, managing, budgeting and disposal of residual funds (if any) generated by the event within the scope of the law. The Board shall plan resources such as event insurance, marketing programs, legal protection and other common event elements that are more efficiently acquired as a group to make available to sanctioned events.
b. Sponsored – Authorized to hold events using insurance, advertising, education and event resources.
c. Networking – Access to advertising, education and event resources.
3. Revocation/Denial of Membership
Membership in Morak Events may be revoked and/or denied for the following reasons: (1) conviction of violation of civil or criminal law (2) actions that endanger Morak Events; (3) violation of the By-Laws.
4. Reservations to the Board
The Board shall have the sole authority to define the classes of membership and to establish and revise a schedule of dues. No dues may be set by any branch of Morak Events. However, fees for admission to events other than regular business meetings of branches of Morak Events shall not be considered dues.
XVI. Reimbursement of Expenses & Compensation
Directors and members of committees may receive such reasonable reimbursement for expenses as may be determined by the Board. Contractors and other professional services may be compensated by resolution of or in the manner determined by the Board.