Working Group Bylaws
Cascabel Working Group (CWG) serves as a voluntary community
organization to educate governmental organizations and individuals
within the government, non-governmental organizations and individuals
within those organizations, and the public about environmental,
archaeological, cultural, recreational, agricultural, economic and
other features of the San Pedro River Valley and its tributaries with
a focus on the Middle San Pedro River Watershed.
Cascabel Working Group is organized for charitable, educational,
scientific, and environmental protection purposes within the meaning
of the section 501(c) (3) of the Internal Revenue Code, or the
corresponding section of any future federal tax code, including, for
such purposes the making of distributions to organizations that also
qualify as Section 501 (c) (3) exempt organizations. All funds,
whether income or principal, and whether acquired by gift or
corporation or otherwise, shall be devoted to said purposes.
III: Roles of the Cascabel Working Group
Educate the general public and other groups and agencies about the
San Pedro River Watersheds.
Sponsor educational programs.
Help protect the archaeological, ecological, recreational, and
agricultural treasures of the San Pedro River Watersheds.
Develop a Working Group plan for furthering or accomplishing the
mission and purpose as stated in Articles I & II above.
When appropriate, coordinate with other agencies and non-profit
organizations or any other stakeholders in the effort to further or
accomplish the mission and purpose as stated in Articles I & II
Serve as an advisory body as requested
Engage in fundraising activities to accomplish our goals.
IV: Net Earnings
No part of the net earnings of the Cascabel Working Group shall
inure to the benefit of or be distributable to its members,
directors, or officers, or to other private persons, except that the
Cascabel Working Group shall be authorized and empowered to pay
reasonable compensation for services rendered and to make payments
and distributions in furtherance of the purpose set forth in Article
Membership in the Cascabel Working Group shall be open to any
person, 18 years or older, who has an interest in preserving the
cultural, archeological, environmental, and natural features of the
San Pedro River Watershed and who pays annual dues of $1. Dues may be
waived for any individual at the discretion of the board of
Voting on all matters at member meetings, except election of the
board of directors, will be by show of hands. Election of the board
of directors will be by written ballot where a membership quorum is
met. A membership quorum shall be defined as attendance by a minimum
of nine voting members.
There shall be an annual meeting of the membership to elect
directors and to conduct any necessary business. The date, time, and
place of the annual meeting shall be set by the board of directors.
Members shall be notified at, least 15 days prior, of the date, time,
and place of the annual meeting by email, mail, or other appropriate
VI: Board of Directors
A seven member board of directors shall be elected from the
membership by written ballot at the annual meeting. The management
of the corporation shall be vested in the board of directors. A
quorum of the board of directors shall be four directors. The
members of the board of directors shall receive no compensation for
their services. Two members of the same household may not serve at
the same time. It is not required for all positions be filled. All
meetings of the board of directors shall be open to the membership.
The Cascabel Working Group board of directors will elect officers
from the current board of directors. The officers will be Chair,
Co-Chair, Secretary, and Treasurer. An officer can be removed from
office at any time by a majority of the board of directors.
Each officer shall hold office until her/his successor has been duly
elected and qualified or until her/his death or until she/he resigns
pursuant to section 7.05.
Terms of officers shall be one year unless otherwise specified, and
can be renewed.
The Chairperson shall have the power and duty to conduct and
supervise the business of the corporation generally and to conduct
board of director and membership meetings.
Co-Chair shall perform the duties of the Chair in the event the Chair
is unable to attend a meeting, and generally assist.
Secretary shall keep the minutes and records of the corporation and
make reports from time to time as requested.
Treasurer(s) has charge and custody of, and is responsible for all
funds and securities; keeps legible and accurate records of all
transactions; publishes a yearly financial report; receives and gives
receipts for moneys due or donated; deposits moneys in the name of
CWG in banks, trust companies, or other depositories; is authorized
to sign checks; assists with annual tax reports; and carries out all
other miscellaneous financial duties.
Resignation: An officer may resign at any time by giving written
notice to any of the other remaining officers. Unless otherwise
specified in the notice, resignation shall take effect upon receipt
thereof by the said officers. The acceptance of the resignation
shall not be necessary to make it effective.
CWG may establish and disband committees, as needed, to assist with
the purpose and roles of CWG.
Minutes will be recorded at all meetings and available upon request.
Additions or corrections to the minutes may be performed upon
request during a regularly scheduled meeting.
X: Contracts, etc.
All contracts, instruments, documents, and the making and obtaining
of loans shall require the signature of the treasurer and the
chairman. If either is out of the area or incapacitated, the
statutory agent may sign in place of one of the signatures. Checks
may be written by the treasurer(s) or the chair within the budget
XI: Decision Making
When a decision is required, CWG will endeavor to achieve consensus
among the members. Consensus is understood by CWG as follows: All
parties believe their views on a particular issue have been
satisfactorily heard and agree not to block the group’s decision on
the issue. If consensus is not reached, a majority vote by the
members (board of directors and general members) present will decide
the issue. Under these circumstances, CWG will encourage written
dissenting opinion(s) be included in the record.
or changes to these bylaws can be made at any time using the
approved decision-making structure.
bylaws were approved at a meeting of the board of directors by
unanimous vote on