I've been out of town, so here's some more information:
I presume there is a meeting May 8th at the Norse Hall at 11:30 unless otherwise noted. Be sure to contact Frank Krone for verification before coming all the way down there.
Also, I have this from Rick Walker from April 23rd: This is a request to the Norse Lodge about printing a notification of the rescheduled Lecture at PSU...
He says:
"I have been requested by the board of the Pacific Coast Viking Ship Foundation to see if the lodge will print in your next news letter a notification of an event we are sponsoring at PSU. The Pacific Coast Viking Ship Foundation's mission is to complete a replica Viking Ship for display and possible sailing on the Columbia River. This ship has been in the making for over 10 years and needs to be completed and cared for in a manner that will benefit the Scandinavian community of the region.
The event is a power point presentation by Barry Anderson, a retired PSU professor who will talk about Viking Ships and their navigation to the new world, throughout Europe, North Africa and the Middle East. The talk will be given before the Friends of History group in Room 171 of Cramer Hall, at PSU on May 15th, at 7 PM. Refreshments will be served beginning at 6:30 PM in the Finnish Room, Room 124 across the hall where attendees can meet members of the Viking Ship Foundation to get an update as to the progress of the ships reconstruction.
Thank You for your consideration.
Rick Walker, Sec. PCVSF"
Per Rick Walker's request, here is the constitution posted:
PACIFIC COAST VIKING SHIP FOUNDATION
CONSTITUTION
ARTICLE I. Name
The name of the organization is
Pacific Coast Viking Ship Foundation (PCVSF)
and its duration shall be perpetual.
ARTICLE II. Place and Method of Operation
The PCVSF shall operate as a non-profit corporation under the non-profit corporation laws of the State of Oregon. PCVSF will maintain their principal office in the City of Portland, Multnomah County.
ARTICLE II. Purpose
The PCVSF is organized exclusively for educational purposes, under the provisions of Section 501(c)(3) of the Internal Revenue Code, or the corresponding section of any future federal tax code. Further PCVSF will construct, maintain and operate a Viking Ship and other similar vessels in order to educate and celebrate the types of vessels that were used to first visit the North American continent. Additionally, a purpose of the Foundation is to provide members with a fellowship of common culture and heritage in this region, and to cooperate with other organizations with compatible charitable goals; to promote education pursuits with fellow persons of Nordic descent and interest and the public at large; and to encourage and support academic study of these types of vessels, their building, navigation, and maintenance.
This organization may engage in any lawful activity, none of which is for profit, for which corporations may be organized under ORS Chapter 61 and notwithstanding any other provision of these articles, this corporation shall not, except to an insubstantial degree, engage in any activities or exercise and powerers that are not in furtherance of the purposes of this corporation.
ARTICLE III. Activities
ARTICLE IV. Members
Pacific Coast Viking Ship Foundation is open to any interested applicant upon payment of the annual dues.
Corporate members will be encouraged with appropriate dues.
ARTICLE V. Dues
Individual members of the Pacific Coat Viking Ship Foundation will pay annual dues.
Corporate members will pay appropriate dues.
ARTICLE VI. Officers and Board of Directors
1. Titles and Numbers. The officers shall be selected from the membership and shall consist of a President, Vice President, Secretary and Treasurer. The officers shall serve as additional members of the Board of Directors while they are in office.
The Board of Directors shall consist of four (4) members including the officers who shall be elected annually, and they shall remain in office until their successors shall be chosen. A quorum of the Board shall be five directors.
2. Elections. Elections will be held at the time of the annual meeting. A list of nominations will be presented at the meeting prior to the annual meeting. Additional nominations may be presented prior to the election a the annual meeting.
3. Term of Office. The term of office for the officers will be two years. The term of office for the directors will be three years with approximately one third of the directors being elected annually.
4. Vacancies. Whenever a vacancy occurs in one of the offices, of the Board shall select a successor for the remainder of the term.
ARTICLE VII. Committees
Committees may be appointed by the President and approved by the Board of Directors. Committees should consist of at least three members.
ARTICLE VIII. Disbursement of Earnings
No part of the net earnings of the corporation shall insure to the benefit of , or be distributable to its members, trustees, officers, or other private persons, except that the foundation 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 above.
ARTICLE IX. Distribution of Assets Upon Dissolution
Upon the Dissolution of the Foundation, assets shall be distributed fro one or more exempt purposes within the meaning of Section 501 (c)(4) of the Internal Revenue Code, or the 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 so disposed of shall be disposed of by a Court of Competent Jurisdiction of the county in which the principal office of the Foundation is then located, exclusively for such purposes or to such organization or organizations, as said County shall determine, which are organized and operated exclusively for such purposes.
ARTICLE IX. Prohibited Activities
No substantial part of the activities of the Foundation shall be the carrying on of political propaganda, or otherwise attempting to influence legislation, and the Foundation 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. Not withstanding any other provision of these articles, the corporation shall not carry on any other activities not permitted to be carried on (a) by a corporation exempt from federal Income tax under Section 301 (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.
ARTICLE X. Conflict of Interest Policy
Duty to Disclose – In connection with any actual or possible conflict of interest, an interested person must disclose the existence of the financial interest and be given the opportunity to disclose all material facts to the Board Members and members of committees with governing board delegated powers considering the proposed transaction or arrangement.
Determining Whether a Conflict of Interest Exists – After disclosure of the financial interest and all material fact, and after any discussion with the interested person, he/she shall leave the governing board or committee meeting while the determination of a conflict of interest is discussed and voted upon. The remaining board or committee members shall decide if a conflict of interest exists.
Procedures for Addressing the Possibility of Conflict of Interest
a. An interested person may make a presentation at the governing board or committee meeting, but after the presentation, he/she shall leave the meeting during the discussion of, and the vote on, the transaction or arrangement involving the possible conflict of interest.
b. The chair person of the governing board or committee shall, if appropriate, appoint a disinterested person or committee to investigate alternatives to the proposed transaction or arrangement.
c. After exercising due diligence, the governing board or committee shall determine whether the Organization can obtain, with reasonable efforts, a more advantageous transaction or arrangement from a person or entity that would not give rise to a conflict of interest.
d. If a more advantageous transaction or arrangement is not reasonably possible under circumstances not producing a conflict of interest, the governing board or committee shall determine by a majority vote of the disinterested directors whether the transaction or arrangement is in the Organization’s best interest, or its own benefit, and whether it is fair and reasonable. In conformity with the above determination it shall make its decision as to whether to enter into the transaction or arrangement .
Violations of the Conflict of Interest Policy
a. If the governing board or committee has reasonable cause to believe a member has failed to disclose actual or possible conflicts of interest, it shall inform the member of the basis of such belief and afford the member an opportunity to explain the alleged failure to disclose.
b. If after hearing the member’s response and after making further investigation as warranted by the circumstances, the governing board or committee determines the member has failed to disclose an actual or possible conflict of interest, it shall take appropriate disciplinary and corrective action.
ARTICLE XII. Annual Meeting
The annual meeting of the Foundation shall be held in February at a time and place to be selected by the Board, at which time the members of the Board of Directors shall be elected and installed, and such other business and reports may brought before the meting as may be appropriate.
ARTICLE XIII. Amendments
This Constitution may be amended at any regular or special meeting of the Foundation. A meeting or this purpose may be called at the written request of the Board of Directors or by 25-percent of the members of the Foundation. Such amendments shall require the approval of two-thirds of the members present at such a meeting, provided that notice of the proposed amendments has been mailed at least two weeks before the date of such meeting to all members of the Foundation.
This document was approved by a majority vote of the initial Directors and members meeting on April 13, 2010.
Recorded by: Rick Walker, Sec. ___________________________
Per Rick Walker's request, here are the by-laws posted:
PACIFIC COAST VIKING SHIP FOUNDATION
By - Laws
Article I. Meetings
1. Regular meetings will be scheduled at the end of each regular meeting, or will be scheduled as posted on a mini-blog site to be maintained by the foundation, or by telephone for those members who do not have internet access.
2. Special meetings may be called by the Board or requested in writing by 10 members.
ARTICLE II. Dues
1. Individual members of the Pacific Coast Viking Ship Foundation (PCVSF) will pay annual dues of $20 per year, and a non–voting friend of the PCVSF at $10 per year. Special incentives can be added to encourage membership at increased due levels.
2. Corporate participation will be encouraged without any specific level of dues.
3. Membership will be on a calendar year basis, wit those joining after October 1st having membership through out the next calendar year.
ARTICLE III. Communications
Members can communicate with officers and other members on the mini-blog site (pcvsf.bogspot.com). communications to the officers and membership at large will be communicated by the Secretary at the next scheduled regular or special meeting.
ARTICLE IV. Officer Duties
1. All officers shall perform all the duties customarily incidental to their offices.
2. An officer of the Foundation can be asked to relinquish their position after three unexcused absences, subject to the approval foe ht Board of Directors.
ARTICLE V Executive Committee
The president, Vice-President, Secretary and Treasurer shall constitute the Executive Committee of the Board of Directors.
ARTICLE VI. Committees
The board of Directors shall determine the composition and organization of the committees. The President shall appoint committee members, subject to the approval of the Board. the Chairman of each committee shall be responsible to the President for the work of their committee.
ARTICLE VII. Funds
1. Expenditure Approval – No expenditures over $50 shall be made by any individual without prior consent of the membership of the Board of Directors. In case of an emergency, approval of the Board can be obtained by Telephone.
2. The funds and property of the Foundation are to be held by the Treasurer to be managed and controlled by the Board of Directors of the Foundation. All activities held by the Foundation shall, so far as possible be self-supporting.
3. All monies received at all events shall be turned over to the Treasurer of the Foundation as soon as possible with a report signed by the Chairman of the Committee, and a report summarizing these events shall be made to the members of the foundation at the annual meeting.
ARTICLE VIII. By-Laws and Amendments
The By-Laws of the Foundation may be made, altered, amended or repealed by a majority vote of the members present at any regular or special meeting; provided that written notice of such proposed change has been mailed to the members at least two weeks previous to such regular or special meeting.
ARTICLE IX. Vacancies
Officer vacancies will be filled by nominations from the membership and election at the next regular meeting.
ARTICLE X. Order of Business
The order of Business at Foundation meetings will be as follows: 1) Opening, 2) roll Call of Officers and members attending, 3) Reading and approval of Minutes, 4) Treasurer’s Report, 5) Committee Reports, 6) Old Business, 7) New Business, 8) elections, 9) Installations, 10) Remarks, and communications, and 11) Adjournment.
Meetings will be conducted using Roberts Rules of Order as the procedural guide.
Adopted: __________________________
Signed: ____________________________ , Secretary
