Reginveg, Inc. Bylaws
Drafted 11/16/2018
Article I – Name
The name of the organization shall be Reginveg, Inc.
Article II – Office Location
The place in this state where the principal office of the organization is to be located is the city of Durham, Durham county, at the following address:
Article III – Purpose
Reginveg, Inc. is organized exclusively for charitable, religious, and educational purposes; including, for such purposes, the making of distributions to organizations that qualify as exempt organizations under section 501(c)(3) of the Internal Revenue Code, or the corresponding section of any future federal tax code in order to:
Form and grow a cultural community in a relationship of gift-giving with the Germanic Regin (Gods, spirits, heroes, and ancestors).
To continue to develop the core tenets, doctrines, and traditions of the religion of Reginveg.
To promote the enrichment and growth of Reginveg through local Reginveg congregations for the purpose of regular religious worship services.
Perform such regular religious worship service on behalf of the entire membership as deemed necessary by said membership.
Promote and encourage cooperation with like-minded organizations within the various communities in which members or affiliated organizations operate.
License and Ordain qualified individuals for religious service to the Reginveg community.
To have the right to own, hold in trust, use, possess, sell, convey, mortgage, lease or dispose of such property, real or chattel, as may be needed for the prosecution of its work.
Reginveg, Inc. is not organized, nor shall it operate, for pecuniary gain or profit, and it does not contemplate the distribution of gains, profits, or dividends to its members and is organized solely for non-profit purposes. The property, assets, profits and net income of this organization are irrevocably dedicated to charitable, educational, and religious purposes and no part of the profits or net income of this organization shall ever inure to the benefit of any individual, except that the organization shall be authorized and empowered to make payments and distributions (including reasonable compensation for services rendered to or for the organization) in furtherance of its purposes as set forth in the Articles of Incorporation or these Bylaws. No substantial part of the activities of the organization shall be the carrying on of propaganda, or otherwise attempting to influence legislation, and the organization shall not participate in, or intervene in (including the publishing or distribution of statements) any political campaign on behalf of or in opposition to any candidate for public office. Notwithstanding any other provision of these articles, the organization 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, or the corresponding section of any future federal tax code, or (b) by a corporation, contributions to which are deductible under section 170(c)(2) of the Internal Revenue Code, or the corresponding section of any future federal tax code.
On the dissolution of this organization, its assets remaining after payment, or provision of payment of all debts and liabilities of this organization shall be distributed to a nonprofit fund, foundation, or corporation that is organized and operated for charitable, educational, or religious purposes and that has established its tax exempt status under Section 501(c)(3) of the Internal Revenue Code of 1986.
Article IV – Membership
Reginveg, Inc. will be a membership organization of both individuals and affiliated organizations (referred to in this document as a “Liut,” regardless of the specific nomenclature of a given organization), with no discrimination on the basis of race, national origin, citizenship status, gender identity, sexual orientation, mental or physical ability, or any other characteristic that is not relevant to the member's personal moral character.
Individual Membership
Individual membership is open to all who meet the following requirements:
Anyone 18 years of age at time of application, and their domestic partner, should the domestic partner wish to become an official member as well.
In the case of domestic partners, or adults with minor or unemancipated children, the unit of membership shall be the family. For the purpose of this Article, the family shall be construed to mean adults (who wish to be official members) and their unmarried children who are not self-supporting and/or residing in another community while attending an educational institution.
Agreement with the bylaws of Reginveg, Inc. and the beliefs and practices as laid out in the Core Traditions of Reginveg document.
Has gone through initiation under supervision of a mentor or membership committee of the board of Reginveg, Inc. or a local Liut, in no less time than one calendar year, has had an application to the board of Reginveg, Inc. approved, and culminating in a ritual of acceptance.
Expectations of membership shall be:
Public behavior that does not grossly contradict the values and morals of the Reginveg community.
Regular participation in the religious practices of Reginveg.
If not a member of a Liut, actively seeking the establishment of a Liut in the member's area.
Active participation in the governance of Reginveg, Inc. and the member's local Liut.
Regular material contribution to Reginveg, Inc. either financially or through other goods approved of by the Board of Reginveg, Inc. If the member belongs to a local Liut, they materially contribute to the Liut instead, in accordance with the decisions of that Liut's Board.
To keep confidential, outside of the membership of Reginveg, Inc., any records internal to Reginveg, Inc. that the member may have access to.
Rights of membership shall be:
The right to a vote in all matters democratically decided by the membership.
The right to assume the responsibilities of official positions within Reginveg, Inc. if elected or appointed to do so.
The right to form new Liuts, guilds, committees, and caucuses within Reginveg, Inc. in so far as they are not antagonistic to or in any other way detrimental to the purposes of Reginveg, Inc.
The right to access property and other infrastructure owned or managed by Reginveg, Inc. or any of its Liuts or affiliated organizations.
The right to attend any event or function held by Reginveg, Inc. or any of its Liuts or affiliated organizations.
The right to receive copies of any official records of Reginveg, Inc. in a timely manner, upon request; with the exception of the private information of individual members.
The right to end their membership in Reginveg, Inc. at any time, through a simple letter to the Board expressing their desire to do so.
Group Membership
Group Membership is open to existing organizations who meet the following requirements:
A minimum of five (5) members aged 18 years old or above at the time of application, five (5) of whom must reside within a single geographic area not to exceed a two hours drive from a central point to its farthest located member and none of whom may reside more than a 3 hour drive from the nearest member that resides within this geographic area.
Agreement with the bylaws of Reginveg, Inc. and the beliefs and practices as laid out in the Core Traditions of Reginveg document.
A name that conforms to the following naming convention: a unique name (single word or very short phrase) plus the word “Liut” or a linguistic equivalent in another Germanic language.
Organized around a set of Bylaws that do not contradict the bylaws of Reginveg, Inc. nor the beliefs and practices laid out in the Core Traditions of Reginveg document. These Bylaws must include the following:
An article stating the Liut's desire to affiliate to Reginveg, Inc.
Provision for officers of the Liut modeled after these Bylaws.
Provision for the recall of officers modeled after these Bylaws.
Application to the Board of Reginveg, Inc. that includes: a letter of intent to affiliate with Reginveg, Inc, minutes of the Liut's business meeting in which the membership voted in the affirmative to affiliate with Reginveg, Inc., and a copy of the Liut's bylaws.
Applications of individual membership in Reginveg, Inc. for all of the Liut's current members.
At-Large members in good standing may form a new Liut by submitting an application to the Board and the Board will approve or deny at its own discretion.
Rights and expectations of Group Membership include all those included in individual membership, with the following additions:
The Liut both has the right and is expected to elect a delegate to the Board of Reginveg, Inc.
No affiliated Liut may accept membership within their ranks of any individual who is not a member of Reginveg, Inc.
The Liut is expected to regularly contribute materially to Reginveg, Inc. on behalf of its members, at a rate and schedule to be decided upon by the Board, but not to exceed 50% of a Liut's income.
Article V – Organization, Administration, and Officers
Reginveg, Inc. shall be a membership organization made up of individual members and affiliated organizations. The ultimate authority shall be the democratic decisions of the members, through a biannual (every two (2) years) convention of the entire membership called the Althing. During the period between Althings, Reginveg, Inc. shall be governed by a Board of Directors.
The Althing
The Board of Reginveg, Inc. shall organize a convention of the membership called the “Althing” every two (2) years.
The proceedings of the Althing must include a business meeting wherein the attending membership may discuss and democratically decide upon any proposals submitted to the Althing. The business meeting is presided over by the Executive Officers of the Board.
Any member in good standing may submit proposals for consideration at the Althing so long as they meet the following requirements:
The proposal must be submitted in writing to the Board no later than three (3) months before the commencement of the Althing.
The proposal may not be contradictory to the values or morals of the Reginveg community, at the discretion of the Board.
The proposal may not be intended to damage the functioning or be detrimental to the purpose of Reginveg, Inc., at the discretion of the Board.
The proposal must pertain to the entire membership of Reginveg, Inc. and not pertain solely to the functioning of any affiliated Liut, guild, committee, or caucus within Reginveg, Inc. which would more properly be decided by the members of said Liut, guild, committee, or caucus.
The proposal may address any other matter, including but not limited to:
Administrative functioning of the organization, including those responsibilities and powers normally under the purview of the Executive Officers or the Board.
Religious responsibilities and powers, including those normally under the purview of the High Priest.
Any matter which only the Althing has the power to decide.
The Althing shall have the sole power over the following decisions:
The expulsion from Reginveg, Inc. of individual members and affiliated Liuts.
The Amendment of these Bylaws.
Additions or modifications to the Core Traditions of Reginveg document.
Administration
The day to day administration of Reginveg, Inc. is to be carried out by a Board of Directors. This Board is to be composed in the following manner:
One delegate from each affiliated Liut. Each delegate to be democratically elected by the membership of the Liut they will represent.
One delegate from among the at-large membership, to be democratically elected by the at-large membership.
One delegate from the Priest's Guild, to be democratically elected by the members of a Priest's Guild, to serve as High Priest for the entirety of Reginveg, Inc. and represent spiritual and religious concerns on the Board.
Should the number of delegates organized in the preceding manner ever number less than 4, the Board shall be made up of members from the founding Liut, Bergfuss Liut.
The Board of Directors of Reginveg, Inc., in order to carry out the duty of administering the business of Reginveg, Inc., shall have the following powers and responsibilities:
The power to carry out any action detailed in Article III of these Bylaws.
The power to approve the receipt and dispersal of funds in service to the purposes of Reginveg, Inc.
The power and responsibility to appoint from among their own number the Executive Officers of Reginveg, Inc.
The power to overrule any act of an Executive Officer with a 2/3 vote of the entire membership of the Board.
The power to form committees for the more efficient carrying out of specific tasks.
The power and responsibility to review and approve or deny membership.
The power to grant affiliation to Liuts.
The power to approve the formation of new Liuts according solely to their discretion.
The power to approve or renounce any public statements made on behalf of Reginveg, Inc. or any statement relevant to the subject of Reginveg, Inc. publicly made by any member.
The power to create Acts binding upon the membership of Reginveg, Inc. which address specific organizational needs, in so much as an Act does not violate or supersede these Bylaws.
Officers
For the purposes of insuring that individual members of the board are given clear and definite responsibilities of efficiently carrying out required recurring tasks and that such members may be held accountable, the Board of Reginveg, Inc. shall democratically appoint from among their number the Executive Officers of the Board. These Officers shall be a Chairperson, Secretary, and Treasurer. The High Priest shall be considered an executive Officer and member of the Board for the purposes of these Bylaws, but is not appointed by the Board. General terms for all Executive Officers shall be:
There shall be no term limits for Executive Officers other than the consent of the Board. To represent this consent, the Board shall reaffirm every Executive Officer's tenure once per year through a simple majority vote of the entire membership of the Board.
Every Executive Officer shall have the power to create any such sub-offices or standing committees that they deem necessary to efficiently carry out their duties. No sub-office or standing committee thus created may have as its purpose, powers, or responsibilities anything that contradicts or supersedes these Bylaws or carry out any duty that is outside the scope of the duties of the Officer they serve.
Every Executive Officer shall have the power to fill the positions of any sub-office or standing committee they have created with any member of Reginveg, Inc. in good standing.
All officials shall be subject to immediate recall by their constituent membership at any time. The constituent membership for all Executive Officers and all sub-officers or standing committees they create shall be the entire membership of Reginveg, Inc. For Board Members this shall be the members who appointed them to the Board. For Officers of a Liut this shall be the members of that Liut. The process of recall shall be:
A member must complete a petition signed by 10% of the constituent membership of the official they wish to recall and then submit this petition to the Board.
The Board is then obligated to organize a referendum of the relevant membership as soon as possible. The subject of the referendum shall be excluded from organizing their own referendum in any way.
Should 2/3 of the votes of the referendum be in the affirmative, the official is immediately recalled from their position and is obligated to abdicate their Office and return all property of Reginveg, Inc. to the Board.
The relevant organizational structures shall then be obligated to appoint a replacement as soon as possible.
No individual member recalled from an office may be appointed to that same office for a period of five (5) years.
The Office of the Chairperson shall have the following powers and responsibilities:
Scheduling and organizing regular meetings of the Board of Directors, to be held no less often than every four (4) months and no more often than every month. Meetings may be conducted through any means so long as they are conducted in real-time.
Acting as Chair of the meetings of the Board to facilitate these meetings' smooth and efficient functioning, according to established rules of order agreed to by the Board.
To act as a public spokesperson for Reginveg and manage its public media presence.
To sign on behalf of Reginveg, Inc. any necessary documents in pursuit of actions approved of by the Board.
Access to all accounts (financial and otherwise) owned or managed by Reginveg, Inc. and the ability to utilize said accounts solely for conducting appropriate business of Reginveg, Inc.
The ability to call emergency meetings of the Board for appropriately urgent business. Members of the Board must be notified of emergency meetings within one (1) week of their scheduled commencement. Such emergency meetings may only make officially binding decisions if they are attended by a quorum (2/3) of the membership of the Board.
The Office of the Secretary shall have the following powers and responsibilities:
To sign on behalf of Reginveg, Inc. any necessary documents in pursuit of actions approved of by the Board.
Organizing and storing all official records of Reginveg, Inc.
Processing all incoming paperwork and reporting to the board all new records.
Taking minutes of all Board meetings and entering those minutes into the official records.
Managing and keeping up to date all filing requirements with local, state, and federal governments.
Access to all non-financial accounts owned or managed by Reginveg, Inc. and the ability to utilize said accounts solely for conducting appropriate business of Reginveg, Inc.
Organizing and facilitating any educational needs of the membership.
Overseeing all oaths, boasts, and sculd not already being overseen by an officer of a Liut or other affiliated organization.
The Office of the Treasurer shall have the following powers and responsibilities:
To sign on behalf of Reginveg, Inc. any necessary documents in pursuit of actions approved of by the Board.
Access to all financial accounts owned or managed by Reginveg, Inc. and the ability to utilize said accounts solely for conducting appropriate business of Reginveg, Inc.
The ability to open any new financial accounts and engage in new financial arrangements deemed necessary to carry out business approved of by the Board.
To maintain an accurate accounting of all financial transactions conducted by Reginveg, Inc. and be capable of producing records of these transactions whenever necessary.
To provide a financial report at every meeting of the Board, excluding emergency meetings called by the Chairperson unless the topic of such meeting should be finances.
The Office of the High Priest shall have the following powers and responsibilities:
To hold a sacral Oath to the Gods on behalf of the entire Reginveg community, observing all taboos, limitations, and demands detailed in such an Oath.
All powers and responsibilities delegated to Ordained Priests, as detailed in Article VI, Section 4, Subsection (a)-ii.
To serve as a delegate to the Board of Directors and carry out all duties of a delegate with the exception of the ability to be nominated to any other Executive Officer position.
To provide spiritual and religious guidance to the Board in the carrying out of its duties.
To make public, non-binding pronouncements on questions of Reginveg doctrine or practice either in response to requests from members or public events of the day.
Indemnification
No Board member of Reginveg, Inc. shall be personally liable to Reginveg, Inc. or its members for monetary damages for conduct as a Board member. The elimination and/or limiting of personal liability for a Board member shall not eliminate or limit the Board member’s liability for acts of omission that involve intentional misconduct, a knowing violation of law, or any transaction from which a Board member will personally receive a benefit in money, property, or services to which the Board member is not legally entitled. Without limiting the foregoing, all Board members’ liability to Reginveg, Inc. or its members is hereby eliminated to the fullest extent allowed by law subject to all limitations of law.
Reginveg, Inc. shall indemnify and hold harmless any Board member or Officer to the fullest extent allowed by law. Without limitation, Reginveg, Inc. shall indemnify any Board member or Officer made a party to any proceeding by reason of the fact that they are or were a Board member or Officer against judgments, penalties, fines, settlements and reasonable expenses actually incurred by them in connection with such proceeding provided such person conducted themselves in good faith, and: (1) in the case of conduct in their official capacity with Reginveg, Inc. they reasonably believed their conduct to be in Reginveg, Inc.'s best interest, or (2) in all other cases they reasonably believed their conduct to be at least not opposed to Reginveg, Inc.'s best interest. In the case of any criminal proceeding indemnification is permitted if the person indemnified had no reasonable cause to believe their conduct was unlawful. Any indemnification provided for shall be limited as provided by law and without limitation thereon no indemnification for expenses shall be made for any person who has been adjudged to be liable to the corporation on the basis that the person has personally received a benefit in money, property or services to which the person was not legally entitled. Reasonable expenses incurred by a Board member or Officer who is a party to a proceeding may be paid or reimbursed by Reginveg, Inc. in advance of the final disposition of such proceeding. Any advances on expenses shall be upon such terms and conditions as the Board members shall prescribe and as allowed and limited by law. Indemnification for acts and omissions prior to the adoption of the bylaw are permitted as allowed by law.
The Board members by resolution on an individual basis may indemnify and hold harmless any employee or agent to the full limit of the law subject to any legal limitations.
The rights of indemnification provided in this article shall be in addition to any rights to which such persons, including Board members, Officers, employees, or agents, may otherwise be entitled under any law, bylaw, agreement, or vote of Reginveg, Inc. members or otherwise, provided it is lawful. Said right of indemnification shall inure to the heirs, executors and administrators of such persons.
Article VI – Ordination & Licensing
The Board of Reginveg, Inc. shall commission a Priest's Guild, made up in membership of all ordained Priests of Reginveg, Inc. This Guild may ordain and/or license any member to serve as a Priest or Lay Priest after first examining the applicant's background, moral and religious character, and previous education or training. Final determination shall be in the absolute discretion of this Guild. Should there be no ordained Priests to form this Guild, the Board of Reginveg, Inc. shall carry out its functions until such time as this Guild can be formed.
Application
Application for ordination or licensing as a Priest of Reginveg shall be on a form provided by the Priest's Guild. An application shall be either approved or denied within ninety (90) days of completing the process for ordination as specifically defined by the Guild per the powers assigned to it in Article VI of these Bylaws.
Applicants for ordination as a Priest must have first been democratically elected by the membership of a Liut to serve this role.
Applicants for licensing as a Lay Priest must have first been chosen to serve this role by a fully ordained Priest or elected to serve this role by the membership of a Liut that lacks a fully ordained Priest.
Ability to Limit Service
The Guild may, at their own discretion, limit licensed or ordained Priests to a specific area of special emphasis.
Priesthood Training
The High Priest and their staff may establish a School of Priestcraft, setting forth a prescribed curriculum and course of study leading to ordination or licensing. The School of Priestcraft shall prepare students in the knowledge of the Core Traditions of Reginveg and in serving the membership's needs through their application.
Types of Priests
Reginveg, Inc. shall have two types of Priests. Each type of Priest shall have distinct powers and responsibilities, as enumerated below:
A Lay Priest shall be a non-ordained, non-full-time position licensed for the purposes of assisting an ordained Priest or providing limited necessary service to a Liut that lacks an ordained Priest. A Lay Priest shall have the following powers and responsibilities:
Maintaining the shrine of a particular God or Hero, if one exists, and dedicating themselves to maintaining the worship of and education about their chosen God or Hero among their community.
The performance of general religious rituals on behalf of a community, including the following specific rites:
Baby naming ceremonies
Coming-Of-Age ceremonies
Non-legally binding weddings
Memorial services
Visiting the sick and shut-in.
A Priest shall be a fully ordained, full-time position for the purpose of serving all religious needs, both legally recognized and purely religious, of an established Liut. A Priest shall have the following powers and responsibilities:
To hold a sacral Oath to the Gods on behalf of a community, observing all taboos, limitations, and demands detailed in such an Oath.
The performance of general religious rituals on behalf of a community, including the following specific rites:
Baby naming ceremonies
Coming-Of-Age ceremonies
Weddings
Memorial services & Funerals
Provide religious instruction.
Provide spiritual counseling.
Organize and administer the religious needs of a Reginveg community.
Serve as a Chaplain in legal institutions such as prisons, hospitals, universities, and governmental agencies.
Must possess, as determined by the Guild, the abilities necessary to lead a community.
Article VII – Conflict Resolution
Reginveg, Inc. is not and shall not be equipped to resolve any conflict that is suitable to be prosecuted in a secular civil or criminal court of law. As such, the following methods of resolving conflicts shall apply:
If any official of either Reginveg, Inc. or its affiliated Liuts should become aware of a crime of serious personal harm (such as, but not limited to: rape; child molestation, abuse, or neglect; possession of child pornography; murder; assault causing serious injury; criminal stalking and harassment) to any individual, member or non-member, they shall be obligated to report this crime to the relevant secular authorities immediately.
If any complaint is made to an official of Reginveg, Inc. or its affiliated Liuts which is suitable to be prosecuted in a civil court of law, that official shall direct the complainant to the appropriate civil court.
If any member of Reginveg, Inc. shall have a complaint against any other member that does not meet the descriptions in sections 1 and 2 above, they may file a formal complaint through the following process:
Fill out and submit a complaint form (available from the Office of the Secretary), and submit this form to the Office of the Secretary.
If the Secretary, or anyone serving them, should be the object of the complaint, the complainant may submit their form to the Office of the Chairperson.
Should the complainant feel, for any reason, that neither the Secretary nor Chairperson are trustworthy in carrying out their duties in regards to the specific complaint, then complainant may file their form with their specific delegated member of the Board.
The receiver of the complaint shall be obligated to present the complaint at a meeting of the Board at the earliest possible time.
Upon presentation of a complaint to the Board, the Board shall be obligated to immediately temporarily suspend the accused from membership in Reginveg, Inc. and form a Conflict Resolution Committee. This committee shall operate in the following manner:
The committee shall be made up of no less than three (3) and no more than nine (9) members of Reginveg, Inc. in good standing, one of whom must be an ordained Priest and none of whom may have any direct connection to the complaint.
The committee shall be obligated and entitled to investigate every aspect of the complaint in any way they deem necessary with the exception of any act that violates secular law.
The committee may pursue any form of resolution between complainant and accused or restitution from accused to complainant (or vice versa) that they deem fit, Reginveg, Inc. has the power to enforce, and does not violate secular law.
The committee shall be obligated to both give the complaint a serious and thorough effort as well as resolve it in a timely manner
Once the committee has resolved the conflict to their satisfaction, they shall report their findings and resolution to the Board at which time the Board shall vote whether to accept the committee's conclusions or not. Should they vote no, the Board shall make clear demands of the committee that the committee shall be obligated to fulfill before resubmitting the matter to the Board.
No Board member who is a party to a complaint may sit in on or participate in any section of a Board meeting in which the pertinent complaint is being discussed or voted on.
No member of Reginveg, Inc., whether involved in the complaint or not, shall divulge any information from or about any active complaint to any person, member or non-member, who is not currently involved in official resolution of the complaint.
Should the Board accept the conclusion of a Conflict Resolution Committee, the matter is to be considered closed and treated as such by all involved.
Should the accused be found guilty of offenses that threaten the safety of the Reginveg community or grossly violate the values of the Reginveg community, the may extend the accused's suspension to indefinite until such time as the matter of expulsion can be brought to Althing.
Otherwise, the accused's suspension is immediately lifted and they may return to full membership status in good standing.
Article VIII – Amendment
These Bylaws may be Amended in any way that does not conflict with the Core Traditions of Reginveg, as detailed in these Bylaws.