ARTICLE 1 — ORGANIZATION FORMATION & PURPOSE

1.1 — Name: The name of the organization shall be Ayahuasca Community Fellowship, hereafter abbreviated in these bylaws as ACF. It shall be a nonprofit corporation incorporated under the laws of the State of California.

1.2 — Purpose: ACF is organized exclusively for charitable, religious, educational, and scientific purposes, including the making of distributions to organizations that qualify as exempt organizations under Section 501(c)(3) of the Internal Revenue Code (or the corresponding section of any future federal tax code).

1.3 — Specific Non-Profit Purpose: Ayahuasca Community Fellowship is a non-profit, non-partisan, non-denominational church fellowship. Our purpose is to provide a common forum for recognized multi-tribal Amazonian Master Plant traditions with the primary purpose of Ayahuasca ceremonial service as spiritual practice and a wellness life path in community fellowship. A core objective is creating Integration Centers among people with shared values to practice ecological sustainability and spiritual fellowship under the motto: “Healing People to Heal the Planet.” Inspired by Unitarian Universalist syncretic traditions, ACF unites adult communicants in traditional service and sacred entheogenic communion.

1.4 — Formation: ACF is formed pursuant to the California Nonprofit Religious Corporation Law, as codified in the Articles of Incorporation filed with the California Secretary of State.

1.5 — Corporate Charter Compliance: The Board of Directors (the “Board”) acknowledges and agrees that the Articles of Incorporation were filed with the California Secretary of State and all statutory filing fees have been fully satisfied.

1.6 — Registered Office and Agent: The registered office of the corporation shall be located within the State of California and may, but need not, be identical with the principal administrative office. The Board maintains and updates all official corporate records on file with ACF’s registered agent.

1.7 — Church Offices: ACF may establish other branch offices and integration centers, either within or outside the State of California, as authorized from time to time by the Board.

ARTICLE 2 — MEMBERSHIP

2.1 — Composition: Membership shall consist of members of the Board of Directors, non-voting individual members, and non-voting organizational sponsors granted membership pursuant to Board criteria.

2.2 — Eligibility for Non-Voting Membership: Membership is open globally to any individual or entity supporting the spiritual purposes in Sections 1.2 and 1.3. Potential members must complete an intake consultation with designated ACF staff to ensure alignment with our spiritual pastoral care. Non-voting members hold no legal vote in corporate business decisions.

2.4 — Membership Classifications:
• 2.4.1 — Full Membership: Authorizes participation in church events, integration circles, and sacred sacramental ceremonies.
• 2.4.2 — Associate Membership: Welcomed into all fellowship educational and community programs, excluding sacramental ceremonies.
• 2.4.3 — Sponsorship Membership: Dedicated to philanthropic patrons and partner foundations supporting ACF’s public mission.

2.5 — Dues & Financial Accessibility: To ensure equitable access regardless of financial capacity, ACF charges $0 mandatory membership dues. Offerings and retreat participation operate on suggested donation models and scholarship gifting initiatives.

2.6 — Resignation & Termination: Any member may resign by submitting written notification to the Secretary. The Board reserves the authority to terminate membership for conduct violating the Code of Ethics or compromising ceremonial safety.

ARTICLE 3 — MEMBER ASSEMBLIES & MEETINGS

3.1 — Regular Spiritual Assemblies: Regular pastoral assemblies are convened for sacred sacramental services and ongoing integration circles. The Board exercises discretion to adjust assembly frequency according to sanctuary capacity and regional demand.

3.2 — Annual Fellowship Meeting: An annual convocation shall take place during the Summer Solstice week in June. The precise date, time, and hybrid/in-person location are designated by the Lead Director.

3.3 — Special Assemblies: Special fellowship convocations may be called by the Lead Director or by petition of one-third of active voting leadership.

3.4 — Notice & Quorum: Written notice of all formal membership meetings shall be delivered electronically not less than two weeks in advance. Members present at properly noticed meetings constitute a quorum for ecclesiastical business.

ARTICLE 4 — BOARD OF DIRECTORS

4.1 — Authority, Size & Fiduciary Duties: The Board of Directors oversees the overall policy, spiritual integrity, and financial health of the corporation. The Board consists of not fewer than three (3) nor more than twelve (12) directors. Directors receive no salary for board governance service, but may be reimbursed for documented corporate expenses. Directors must adhere to strict legal duties of care, loyalty, and obedience to the ACF mission.

4.2 — Terms of Office: Directors serve five (5) year terms, eligible for re-election for up to two (2) consecutive terms. Successor elections occur to ensure continuity and progressive oversight.

4.3 — Quarterly Meetings & Quorum: The Board convenes at least quarterly (physically or via teleconference). A quorum requires attendance of at least fifty percent (50%) of active Directors for motions to carry.

4.4 — Officers of the Board: The corporate officers elected by the Board are President, Secretary, and Treasurer:
• President: Supervises corporate administration and presides over official meetings.
• Secretary: Preserves board minutes, corporate charters, and official correspondence.
• Treasurer: Manages fiscal accounting, prepares budgets, and delivers public financial disclosures.

4.5 — Removal & Vacancies: A Director may be removed for cause or excessive unexcused absences (more than two consecutive meetings) by a three-fourths (3/4) vote of remaining Directors. Vacancies are filled by board appointment for the unexpired term.

4.6 — Strict Prohibition on Loans: ACF shall extend no loans to any Director or Officer under any circumstances.

ARTICLE 5 — EXECUTIVE OFFICERS & OPERATIONAL STAFF

5.1 — Lead Director: Appointed by the Board, the Lead Director serves as chief executive and pastoral steward, directing daily operations, ceremonial administration, and organizational integration programs.

5.2 — Operational & Financial Leadership: The Director of Operations manages facilities and screening workflows; the Director of Finance executes accounting controls and tax reporting under the direction of the Board.

5.3 — Standard of Care & Compensation: Officers must discharge their duties in good faith and with prudent care. Reasonable compensation for operational staff is determined objectively via comparative nonprofit compensation standards and formally approved by the Board.

ARTICLE 6 — COMMITTEES

6.1 — Executive Committee: Exercises delegated powers of the Board between formal board sessions, excluding the authority to alter bylaws or articles of incorporation.

6.2 — Finance Committee: Chaired by the Treasurer, this committee oversees fiscal audits, independent accounting reviews, and annual IRS Form 990 compliance.

ARTICLE 7 & 8 — INDEMNIFICATION, BOOKS & PUBLIC RECORDS

7.1 — Indemnification: ACF indemnifies its Directors, Officers, and pastoral agents to the fullest extent permitted by California law against legal expenses incurred in defense of good-faith actions taken on behalf of the corporation.

8.1 — Public Records & Transparency: The corporation maintains permanent, verified accounting records, meeting minutes, and corporate filings. Any Director or active member may inspect corporate bylaws, IRS determinations, and annual statements during standard business hours upon written request.

ARTICLE 9 — REGULATORY COMPLIANCE & SACRAMENTAL STEWARDSHIP

ACF is steadfastly committed to full compliance with municipal, state, and federal regulatory standards while upholding its First Amendment and RFRA rights. The importation, custody, and sacramental distribution of Ayahuasca are confined exclusively to qualified members in bona fide ceremonial prayer.

9.1 — Jurisdictional Policy: ACF establishes principal and subordinate sanctuary spaces within jurisdictions where entheogenic plant medicines are decriminalized, legally protected, or formally exempted under religious exercise statutes.

ARTICLE 10 & 11 — DISSOLUTION & AMENDMENTS

10.1 — 501(c)(3) Dissolution Asset Protection: Upon dissolution, all remaining corporate assets must be transferred exclusively to one or more organizations organized exclusively for exempt purposes under Section 501(c)(3) of the Internal Revenue Code.

11.1 — Amendments: Bylaws may be amended by majority vote of the Board of Directors at any noticed meeting, provided written notice of the proposed amendments was delivered at least five (5) days prior.