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Ohio Ecological Food and Farm Association
ByLaws
(OEFFA)
Approved 11/17/2001 and Revised 03/06/2006, 02/13/2010, 02/17/2013


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:

  • Education
    • 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.

Classes of membership

  • Unaligned: Each member in good standing shall be considered unaligned with a local chapter until such time as the member informs the OEFFA state office staff of his/her desire to be affiliated (aligned) with a particular chapter.
  • Aligned: A member in good standing who has notified the OEFFA office staff of his/her desire to be considered a member of a certain OEFFA chapter shall be considered an aligned member. Members may align themselves with any chapter regardless of geography, but may be considered an active member of only one chapter at a time even if they choose to attend the meetings and activities of multiple chapters.

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 aligned or unaligned 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 : Local Chapters

Any local area in which at least 10 members reside may, by calling a special meeting of these members through written notice, form a local chapter of the Association. Each chapter must agree to hold four meetings of members each year, to adopt the same fiscal year as the Association, and to operate in accordance with the by-laws of the Association.

Each local chapter shall elect a President, a clerk-treasurer, and any other officers it deems necessary.

Each local 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.

Upon recognition as an official chapter of the Association, each local chapter shall select one of its members to sit as its official representative on the Association’s Board of Trustees for a term of up to three years.  Successors to the initial chapter representative will begin their terms at the first Board meeting following elections of at-large representatives.  Chapter representatives may serve consecutive terms.

Each local 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.

A local chapter may be dissolved by a vote of two thirds of its members. A local chapter may also be dissolved 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 a representative from each recognized chapter elected by the chapter; and six at-large representatives, elected by the membership. 

One third of the at-large representatives shall be elected or re-elected each year by the voting members at the annual meeting.  At-large trustees 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 by the Board until the Association’s next Business meeting except in the case of OEFFA Chapter Representatives, for which chapters will fill vacancies as needed.

A board development committee shall be responsible for nominating a slate of prospective board members representing the Association’s diverse constituency.  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 at-large representatives. 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.

OEFFA

Ohio Ecological Food and Farm Association 
41 Croswell Rd.
Columbus OH 43214

Phone: (614) 421-2022   Fax: (614) 421-2011