Ohio Ecological Food and Farm Association
Approved 11/17/2001 and Revised 03/06/2006, 02/13/2010, 02/17/2013, 02/20/2018
Article I : Name, Purpose
The name of the organization shall be Ohio Ecological Food and Farm Association (OEFFA).
OEFFA was formed as a democratic Association of chartered grassroots chapters and unaligned members, existing within state bylaws, working together to create and promote a healthful, ecological, accountable, and sustainable system of agriculture in Ohio and elsewhere. OEFFA represents people who are interested in food grown using organic methods; preservation of family farms and farmers; greater regional food self-reliance; and the connections between healthy soil, healthy food, healthy farms, and healthy communities. OEFFA encourages everyone involved in the food industry to adopt practices and policies which are ecologically sound and which respect the resource needs of future generations.
OEFFA is organized exclusively for charitable and educational purposes. These purposes include:
- To actively encourage and assist all producers in making the switch to ecological management and production systems.
- To make consumers aware of the increased value and quality of food and fiber produced under ecological and sustainable management systems.
- To develop educational opportunities (including tours, workshops, and seminars) for OEFFA members and the public
- To support existing and promote further research on ecological management systems and techniques in both public and private sectors.
- To provide networking opportunities , a general sharing of resources, ideas, and information through open meetings, and print and electronic media .
- Public policy education, monitoring legislation and policy that directly affects ecological agriculture, providing information on legislation and policy to the membership and general public. OEFFA shallpromote policy in the interest of ecological agriculture.
- To assist in product promotion and development of marketing opportunities.
Article II : Membership
Any person who believes in the purposes and goals of ecological agriculture regardless of race, color, nationality, creed, political or spiritual belief, gender, or sexual orientation may be a member of OEFFA.
OEFFA shall consist of a broad based membership of food and fiber producers and processors, growers, gardeners, consumers, and others interested in the promotion and practice of ecological and sustainable agricultural practices.
Every member shall pay annual dues to the state organization. The Board of Trustees shall establish a membership dues structure based on the needs of the organization and the annual budget.
Membership can be revoked for:
- Non-payment of annual dues.
- Just cause due to violation of the bylaws.
Article III : Voting Rights
The Association sets forward that membership constitutes voting rights in any meeting where a quorum is present.
A quorum exists when 10% of the members or 50 members, whichever is less, is in attendance.
One vote shall be granted for each individual, small business, business, non-profit organization or student membership. Two votes shall be granted for each family membership if two persons holding the family membership are present.
Article IV : Association Meetings
Association membership meeting(s) for the discussion of organizational direction and business shall be held annually at a time and place designated by the Board of Trustees.
Notice of such meetings shall be sent to all paid members of the Association, through print and electronic media and/or a special mailing, no less than thirty days prior to the meeting.
The agenda of Association meetings shall be set by the Board of Trustees and include matters of policy; changes in by-laws; reports on the activities of the Association; and discussion of organization goals and direction.
Association membership meetings shall be conducted by parliamentary procedure.
All issues to be voted on shall be decided by a simple majority of those present at the meeting in which the vote takes place.
Article V : Chapters
Each chapter shall apply in writing to the Board of Trustees for recognition as an official chapter of the Association. The Board shall vote to accept or not accept a chapter at their first meeting following receipt of their application and shall notify said chapter, in writing, within 7 days of such voting. A letter of non-acceptance shall include the reasons for non-acceptance and state the changes necessary for the group to qualify as a chapter.
Each chapter shall hold at least two activities each year, one of which takes place at the annual conference, submit an annual report to the Board, and operate in accordance with the by-laws of the Association.
Members may associate themselves with more than one chapter and will be considered an active member of one or more chapters in accordance with OEFFA policy.
Each chapter shall identify an individual who has primary responsibility for facilitating the chapter in accordance with OEFFA policy.
Each chapter shall keep accurate records of all financial activities of the chapter and shall submit annual financial reports to the Treasurer of the Association or his/her designee.
The Board of Trustees will review and affirm each chapter’s status annually based on OEFFA policy. Chapters will be notified of their status within 10 days of that decision.
A chapter may be dissolved by a vote of two thirds of its members.
A chapter may also be disolved by a vote of two thirds of the Board of Trustees for violation of these by-laws or for actions that are detrimental to the goals or reputation of the Association. Upon such dissolution, all assets of the chapter shall pass to the Association.
Article VI : Board of Trustees
The Board of Trustees is responsible for the overall policy and direction of the Association, and delegates responsibility of day-to-day operations to the staff and committees.
The Board of Trustees shall consist of 15 representatives, elected by the membership.
The members of the Board of Trustees must be members of the Association in good standing.
No less than 50% of the members of the board of Trustees shall be farmers.
One third of the representatives shall be elected or re-elected each year by the voting members at the annual meeting. Tustees will be elected by a simple majority of members present.
The term of office for trustees is three years, beginning with the first board meeting after the trustee is elected . Trustees may serve consecutive terms, and an individual may fulfill more than one Board position. Vacancies shall be filled at the Association’s next Business meeting, to serve out te remainder of the original term.
A board development committee shall be responsible for nominating a slate of prospective board members representing the Association’s diverse constituency, considering geography, occupation, farming operation, chapter affiliations, and other factors to ensure that the Board represents OEFFA’s membership. In addition, any member can nominate a candidate to the slate of nominees.
Resignation from the board must be in writing and received by the Secretary. A board member shall be terminated from the board due to excess absences. A trustee may be removed for other reasons by a three fourths vote of the remaining trustees.
A quorum consists of fifty percent of the Board of Trustees.
The Board of Trustees shall make decisions by consensus (general agreement to the action).
The Board of Trustees shall meet at least four times per year at an agreed upon time and place.
Special meetings of the board shall be called upon request of the President, or one-third of the board. Notices of special meetings shall be sent out to each board member at least fifteen days in advance.
All meetings of the Board shall be open to the membership.
Article VII : Officers
There shall be four officers of the board, consisting of a President, Vice-President, Secretary, and Treasurer. Their duties are as follows:
- The President shall assure that the Board of Trustees undertakes the work for which it is responsible. The President shall convene regularly scheduled board meetings and meetings of the Association and shall preside or arrange for other officers of the board to preside at each meeting in the following order: Vice-President, Secretary, Treasurer.
- The Vice-President, shall chair the board development committee and other committees on special subjects as designated by the board.
- The Secretary shall be responsible for keeping records of board actions, including overseeing the taking of minutes at all board meetings and meetings of the Association’s membership.
- The Treasurer shall make a financial report at each board meeting. The treasurer shall assist in the preparation of the budget, help develop fundraising plans, and make financial information available to board and the public.
The officers of the board shall be elected by the Board of Trustees from their members at their first meeting following election of Trustees. Officers shall be elected for a term of one year and may serve consecutive terms. Officers shall serve until their successor is elected.
Article VIII : Committees
The board may create committees as needed, such as development, finance, and program committees, with such authority as delegated to them by the board.
The President and four board members appointed by the board serve as the members of the Executive Committee. Except for the power to amend the Articles of Incorporation, the Executive Committee shall have all the powers and authority of the Board of Trustees in the intervals between meetings of the Board of Trustees, and is subject to the direction and control of the full board.
Article IX : Director and Staff
The executive director is hired by the board. The executive director has day-to-day responsibilities for the organization, including carrying out the organization’s goals and policies.
The executive director will attend all board meetings, report progress of the organization, answer questions for the board members, and carry out duties described in the job description. The board can delegate other duties as necessary.
Article X : Indemnity
The Association shall indemnify all trustees, officers, employees, agents, and members against any financial loss with respect to said person’s position with the Association if said person acts in good faith and in a manner believed to be in the best interest of the Association or its members.
Article XI : Authority
The members of the Association shall constitute the final authority on all actions of said Association.
Article XII : Bylaw Changes and Amendments
These regulations of the corporation may be amended by a three fourths vote of the members present at any membership meeting at which a quorum is in attendance. Notice of changes in the bylaws shall be made in the last newsletter prior to the Association’s annual meeting or in a special mailing to all members at least two weeks before the meeting.
Article XIII : Dissolution
Upon dissolution of the organization, assets shall be distributed to another Ohio organization meeting eligibility under section 501(c)(3) of the Internal Revenue Code, which shares the purposes and goals of OEFFA.