Great Lakes Environmental Festival, Inc. By-laws
The name of this non-profit organization shall be the Great Lakes Environmental Festival, Inc. The Chapter shall be incorporated as a not-for-profit membership corporation pursuant to the provisions of laws of the State of Michigan, USA.
The Great Lakes Environmental Festival (GLEF) is organized exclusively to promote citizenship and responsible individual behavior as it relates to the management of the earth and the environment. GLEF is a not-for-profit organization. The vision of this organization is to Improve the environment we all share. GLEF shall use its resources to accomplish the objectives and purposes specified in its Mission Statement which is to Provide awareness which leads to action by people to better manage the environment.
The GLEF is interested in increasing public awareness of environmental issues. The purpose of the GLEF is to ask people to create an educational medium that can be used to increase public awareness about the state of our environment. In doing this GLEF is host to public showing of a film, photo, or other demonstrated expression. GLEF involves educators from public and private organizations and their students in imaginative projects that promote the use of science and people in a social commitment to the best practices in caring for our planet earth.
The Great Lakes Environmental Festival is a random collection of people interested in promoting awareness about the environment. The affairs of the Great Lakes Environmental Film Festival shall be managed by the Great Lakes Environmental Festival, Inc. Executive Committee. The Great Lakes Environmental Executive Committee is comprised of the President, Vice President, Secretary, Treasurer, Board Members, and the GLEF Director.
Geographic Chapter Boundaries
GLEF shall determine the geographic boundaries and as necessary create chapters. Such boundaries may be changed from time-to-time as necessary at the initiative of the GLEF Board or in response to a petition from a Chapter. The Initial Geographic Boundaries of the Chapter are an area bounded by the state of Great Lakes Basin of the United States of America. The GLEF is open to any person living on Earth.
Membership in The Great Lakes Environmental Festival (GLEF) is voluntary. Being a member of GLEF involves completing an application. Board members vote on membership which is conditional and not permanent. The Executive Committee of GLEF can remove members from the GLEF. Members are asked to contribute to the GLEF Mission.
Board of Directors
The Board of Directors shall consist of no more than nine representatives from the Great Lakes Basin. Board members can be selected from non-Great Lakes Basin locations as necessary. The Board is limited to a total of ten members.
An Executive Director shall be selected annually in January by members of the Board of Directors. The Executive Director shall serve on the Board of Directors for a period of one year. The Board is required to meet at least once each year to review and approve the annual operational report submitted by the Executive Director of the GLEF.
a. Said organization is organized exclusively for charitable, religious, educational, and scientific 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 corresponding section of any future federal tax code.
b. No part of the net earnings of the organization shall inure to the benefit of, or be distributable to its members, trustees, officers, or other private persons, except that the organization 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 purpose clause hereof. 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 any candidate for public office. Notwithstanding any other provision of this document, the organization shall not carry on any other activities not permitted to be carried on (a) by an organization exempt from federal income tax under section 501 (c) (3) of the Internal Revenue Code, or corresponding section of any future federal tax code, or (b) by an organization, contributions to which are deductible under section 170 (c) (2) of the Internal Revenue Code, or corresponding section of any future federal tax code.
c. Upon the dissolution of the organization, assets shall be distributed for one or more exempt purposes within the meaning of section 501 (c) (3) of the Internal Revenue Code, or corresponding section of any future federal tax code, or shall be distributed to the federal government, or to a state or local government, for a public purpose. Any such assets not disposed of shall be disposed of by the Court of Common Pleas of the county in which the principal office of the organization is then located, exclusively for such purposes or to such organization or organizations, as said Court shall determine, which are organized and operated exclusively for such purposes.
Original Charter 2008. Amended 6.20.22
The officers of the Great Lakes Environmental Festival, Inc., will include Executive Director, Board President, Vice President, Secretary, and Treasurer. They shall each perform the duties customarily associated with their respective offices. The Board of Directors shall elect from its membership an Executive Director, President and Vice President and a Secretary and a Treasurer from the Board of Directors and Alternates at each Annual Meeting. There are four at large Board members. The term of office shall be one year, but each officer shall continue in office until a successor has been duly elected. Officers and Board members are chosen each year. Nominations and voting for Board membership will occur at the annual meeting.
Section 1: PRESIDENT
A. It shall be the duty of the President to preside over meetings of the members and the Executive Committee and to
perform such other duties as pertain to the office.
B. The President is the spokesperson for the GLEF and is responsible to approve all commitments and contracts, as well as
all official correspondence of GLEF.
C. The President is responsible for appointing a Nominating Officer or Committee, which will report back to the Board of
Directors with a recommended slate of officers.
Section 2: VICE PRESIDENT
The Vice President shall assist the President in the conduct of his or her duties.
In the absence of the President, the Vice President shall assume all powers and perform all duties of the President.
The Vice President is the Nominating Officer and or Chairman of the Nominating Committee.
Section 3: SECRETARY
A. In the absence of the President and Vice President, the Secretary shall assume all the powers and perform the duties of the President.
B. The Secretary shall serve as the Clerk of the Corporation and shall be a Michigan resident.
C. The Secretary shall cause to be published and distributed all notices which are required by the GLEF, its Officers,
Executive Committee or By-Laws.
D. The Secretary will be responsible for the timely filing each year of the Corporation Report with the State of Michigan.
E. The Secretary shall keep a roll call of those present at all meetings.
F. The Secretary shall keep a record of the minutes of all meetings, and shall be the repository for all GLEF documents.
G. The Secretary shall maintain a current list of members of GLEF.
Section 4: TREASURER
- It shall be the duty of the Treasurer to sign all checks, notes and drafts drawn by the GLEF.
- The Treasurer shall have custody of the cash, securities and books of accounts of the Chapter, and said books shall be open at all times for inspection by the Executive Committee.
- The Treasurer shall be responsible for the development of an Annual Budget and will present it to the Executive Committee for its approval prior to presentation at the Annual Meeting for final ratification by the Board of Directors.
- The Treasurer shall be authorized to make payments in accordance with the approved Budget without further authorization. All non-budgeted expenses must be approved by the Executive Committee or at the discretion of the Board of Directors. A report of all expenditures shall be presented to the Executive Committee and the Board of Directors.
- The Treasurer shall, within a reasonable time after receipt of funds, deposit all monies in the bank prescribed by the Executive Committee.
- The Treasurer shall prepare an annual report to be presented at the Annual Meeting of the Chapter.
- All funds collected on behalf of the GLEF by any member and all proceeds from activities of the Chapter shall be turned over to the Treasurer.
Section 5: EXECUTIVE DIRECTOR
- Administration: In consultation with the Board of Directors, develop an annual Work Plan.
- Manage the day-to-day and longer-term operations of the organization to achieve the goals of the organization and the specific actions described in the annual work plan.
- Attended meetings of the Board, submitting Executive Director's Report and Monitoring Report for each meeting.
- Prepare an annual budget in consultation with the Treasurer and oversee all financial operations.
- Facilitate the work of the Board through training and orientation, assisting in setting the direction for committee activities, and working with Board members individually and in groups to accomplish the goals of the organization.
Proposal Writing and Grant Administration:
Seek out funding sources congruent with the GLEF mission.
Raise operating funds through grant proposals, foundation requests and the solicitation of private donations
Execute the terms of grants or foundation funds received.
Supervise any regular or temporary employees.
In consultation with the Board hire staff.
Conduct an annual performance evaluation of regular staff.
Supervise employees who may be hired from time to time to execute grant, foundation or other activities.
Terminate staff in the event of unsatisfactory performance or in the event that the Board deems it necessary to reduce staff.
Organize the Great Lakes Environmental Festival.
Oversee the production of at least one annual newsletter each spring.
Oversee the maintenance of the GLEF Website.
The business of the GLEF shall be managed by an Executive Committee who shall have or may exercise all of the powers of the GLEF except as otherwise reserved to the membership by these By-laws.
The Executive Committee consists of the GLEF Director and Officers (President, Vice President, Secretary and Treasurer) elected under the terms in Article VI and up to two Directors at Large. These Directors at Large shall be elected to this Committee from the Board of Directors. There should be at least three members on the Executive Committee.
If an Executive Committee member cannot serve out his/her term, then he/she will be replaced by the President with the approval of the Executive Committee.
The Executive Committee shall meet as necessary. It is expected that all members of the Executive Committee will be available to attend meetings throughout the year.
The Executive Committee shall hold a meeting prior to the Annual Meeting for purposes of establishing the date, place, and agenda for the Annual Meeting.
The Executive Committee is required to provide an annual audit of all finances.
Appointment of GLEF Director.
The GLEF Director shall be appointed to a two-year term.
A vacancy in the Board shall be filled in a timely manner by the selection process of the nominating committee. The nominating committee includes the President, Vice President and Treasurer.
The Chapter shall, to the extent legally permissible, indemnify any person serving, or who has served, as an officer, a member of the Board of Directors, a member of the Executive Committee, or the Executive Director. Officers, members of the Board of Directors, and the Executive Director shall not be liable for the debts, liabilities, or other obligations of the Chapter.
The Annual Meetings of the Chapter shall be held in January on a date to be determined by the Executive Committee. A ten days notice as to time, place and agenda shall be given in writing to all Directors.
Membership Categories are defined as follows:
1. General Member - Non voting and can become a Director Member
2. Director Member - The Director is chosen by the Executive Committee. This person can Vote in GLEF Board matters.
The President may appoint Committees as the need arises with the approval of the Executive Committee.
The Nominating Committee shall be appointed prior to the Annual Meeting and shall be responsible for submitting a slate of Officers to the Board of Directors thirty (30) days prior to the Annual Meeting. When considering the slate for the Officers, the Nominating Committee should strive for geographical distribution if at all feasible.
Under no circumstance shall any Committee or individual commit resources of the GLEF without prior approval of the Executive Committee.
All procedural questions not resolved by formal Articles herein shall be determined in accordance with "Robert's Rules of Order Revised".
Amendments to these By-laws may be made at the Annual Meeting provided:
1. Receipt of a written proposal has been submitted as a petition and is signed by at least two of the Board of Directors.
2. Presentation of the above petition shall be made to the Board President or another officer at least sixty (60) days prior to the Annual Meeting.
3. Reason for the proposed change must be placed in writing and presented with the petition by the persons offering the petition.
4. The petition and the rationale shall be mailed by the Secretary with the Annual Meeting agenda to the Board of Directors thirty (30) days prior to the Annual Meeting.
5. The proposed amendment shall be accepted by a minimum two-thirds (2/3) majority vote of the Directors.
6. Amendments to the proposed amendment shall be made by any Director according to standard "Robert's Rules of Order Revised"
Executive Director and Staff
The Board of Directors may engage and employ any qualified person to serve as part-time or full time Executive Director of the GLEF. This person shall work under the general supervision of the Executive Committee. The Board of Directors shall establish personnel policies governing the conditions of employment, and the terms of employment shall be agreed upon in advance as to salary and expense allowances, duties and privileges.
The Executive Committee may employ other staff members as the need arises or may delegate the responsibility of hiring other staff members to the Executive Director.
According to these By-laws, no part of net earnings, gains or assets of GLEF shall inure to the benefit of or be distributed to officers, directors, other private individuals, or organizations organized and operated for profit, except to pay reasonable compensation for services rendered by outside providers and when necessary to reimburse costs to volunteers involved in the functions and operations associated with Great Lakes Environmental Film Festival.
When necessary, special meetings of the Executive Committee may be called by the GLEF President or Vice President with as little as one (3) day's notice.
A special meeting of the Board of Directors may be called at any time with a minimum notice of (5) days, in writing by a majority of the Executive Committee. A special meeting may also be called by the Secretary, or in the case of death, absence, incapacity or refusal of the Secretary, by any other Board Officer upon written application to the Board President.
No proxy votes, either written or verbal, shall be accepted at any GLEF meeting
A GLEF membership dues structure can be proposed by the Executive Committee and presented to the Board of Directors for their approval at the Annual Meeting.
Donations and Grants
The GLEF may accept donations and in-kind services from private individuals or organizations and grants from private organizations or government agencies.
The fiscal year of the GLEF shall commence on January 1 and terminate on December 31. The GLEF will maintain tax exempt status under Internal Revenue Service Section 501(c) (3) or the corresponding section of any future federal tax code.
Upon dissolution, or final liquidation, of the Great Lakes Environmental Festival, Inc. and the GLEF, any remaining assets shall, after payment or the making of provisions for payment of all lawful debts and liabilities of the GLEF, be distributed to a non-profit successor organization or, if no such successor exists, for one or more exempt organizations involved in environmental stewardship purposed within the meaning of section 501 (c) (3) of the Internal Revenue Code, or the corresponding section of any future federal tax code.
ZAK 9.15.08 amended 2.7.10 amended 3.30.10
Great Lakes Environmental Film Festival Narrative 2009
The Great Lakes Environmental Festival (GLEF) offers middle school, high school and college students an opportunity to develop their own ideas about doing what is best for the inhabitants of the eco-system. The vision of GLEF is to improve the environment we all share. The mission of GLEF is to provide awareness which leads to action by people to better manage the environment. The first GLEF festival took place in 2008 In Bay City Michigan and the most recent was in Manistee Michigan in 2022.
The Great Lakes Environmental Festival (GLEF) Guidelines
The purpose of the festival is to involve students and educators in the active study of the ecosystem. The film festival for example is expected to inspire other people to think about ecology and the present condition of their region. Students are encouraged to use their presentation video and/or photographic image to promote 'green thinking' and 'sustainability'. In addition, students are to demonstrate how improvement can be realized when people make the effort to seek and/or implement practical solutions to environmental problems. Environmental awareness is also promoted in other expressions.
The power of a single action can change our world and benefit many other lives.
Purpose of the Environmental Festival
The Great Lakes Environmental Festival (GLEF) is intended to promote citizenship and responsible individual behavior as it relates to the environment. The activities of the GLEF are intended to provide people with the opportunities to express their ideas as to how each of us can do something to make a positive difference in the managing of the environment around us. 'The power of a single action' is incorporated into the activities that the GLEF sponsors.
The film and photo competition is intended to demonstrate practical solutions that each person could incorporate into their daily lives. The films and photo displays can be used to show appreciation for the natural resources of the planet. In addition, this media can be used to honor a previous successful effort to manage environmental issues. The GLEF will also sponsor presentations and public projects that draw attention to responsible behavior that involves reducing, reusing, and recycling our resources. Climate change is a topic that is also considered a major issue requiring attention.
The GLEF is committed to working with public and private stakeholders in a cooperative effort to define and maintain good stewardship of our natural resources. The festival is a celebration of responsible people motivated to imagine what can be accomplished to improve our ecosystem. It is also intended to bring more people to the awareness that this planet should not be neglected and that it is home to all types of living organisms. The goal of GLEF is to reward responsible ecological behavior.
Great Lakes Environmental Festival Conflict of Interest Policy 2009
Conflict of Interest (The Great Lakes Environmental Festival, GLEF.org)
We, the Directors of the Great Lakes Environmental Festival, resolve that no member of the Board of Directors shall participate in any discussion or vote on any matter in which he or she or a member of his or her immediate family has potential conflict of interest due to having material economic involvement regarding the matter being discussed. When such a situation presents itself, the director must announce his or her potential conflict, disqualify himself or herself, and be excused from the meeting until discussion is over on the matter involved.
A conflict of interest is defined as an actual or perceived interest by a (agent or /Board member) in an action that results in or has the appearance of resulting in, personal, organizational, or professional gain. A conflict of interest occurs when a GLEF agent/Board member has a direct or fiduciary interest which includes (Ownership with Employment of or by Contractual relationship with Creditor or debtor to Consultative or consumer relationship).
The definition of conflict of interest includes any bias or the appearance of bias in a decision-making process that would reflect a dual role played by a member of the Great Lakes Environmental Festival. This organization serves the Great Lakes Basin community as a whole rather than serving a special interest group. The appearance of a conflict of interest can cause embarrassment to the organization and jeopardize the credibility of the organization. Any conflict of interest, potential conflict of interest or the appearance of a conflict of interest is to be reported to the Executive Director or Board President. All agents of GLEF are to maintain independence and objectivity with festival participants, the community and other organization. People associated with GLEF are called on to maintain a sense of fairness, civility, ethics, and personal integrity even though law, regulation or custom does not require them.
Great Lakes Environmental Festival Exempt Purposes Policy
The Great Lakes Environmental Festival (GLEF) is a charitable organization. To Remain Tax Exempt the Great Lakes Environmental Festival (GLEF) and the Board and its agents will abide by the following guidelines.
Inurement: In following the U.S. tax code: A section 501(c)(3) organization must not be organized or operated for the benefit of private interests, such as the creator or the creator's family, shareholders of the organization, other designated individuals, or persons controlled directly or indirectly by such private interests. No part of the net earnings of a section 501(c)(3) organization may inure to the benefit of any private shareholder or individual. A private shareholder or individual is a person having a personal and private interest in the activities of the organization.
The revenue generated by the Great Lakes Environmental Festival (GLEF; the non-profit) cannot be used to build the assets and wealth of the private individual who is a stakeholder in the non-profit business.
Exempt Purpose: The service of the Great Lakes Environmental Festival (GLEF) falls within the tax-exempt criteria. These criteria are set forth by the IRS as charitable, religious, educational, scientific, literary, testing for public safety, fostering national or international amateur sports competition, and preventing cruelty to children or animals. By using the term charitable, the IRS refers to its legal definition of relief to people who are poor or underprivileged, or a purpose of advancing religion or science, or the elimination of prejudice, or the defense of civil rights. The GLEF is a community and educational organization with an emphasis in promoting scientific knowledge.
Accepting Charitable Donations: In order to accept charitable donations, the Great Lakes Environmental Festival must notify the donor that the donation is tax-deductible and provide a receipt to the donor for tax purposes. The exceptions to this requirement include insubstantial donations worth less than $75 for which no consideration is given in return for the donation as well as donations of used clothing.
Political Lobbying: As a 501(c)3 The Great Lakes Environmental Festival (GLEF) is expressly forbidden to be involved in political lobbying or campaigning, and to do so risks having the non-profit status revoked by the government. The activity of GLEF is intended to promote citizenship and responsible individual behavior as it relates to the environment.