We represent and advocate for family farmers and ranchers on all the Hawaiian Islands.
We assert that a multitude of smallholder diversified regional family farms who implement regenerative techniques in growing and raising our food, will create a resilient, vital and productive agricultural system to feed Hawaii’s people.
If you resonate with this direction in support of this movement forward and want to be part of the solution in the growing our food locally, then stand with us while leading to being that change to empower HFUU in representing your interest at state legislature and in your county.
The Hawaii Farmers Union advocates for the sovereign right of farmers to create and sustain vibrant and prosperous agricultural communities for the benefit of all Hawaii through cooperation, education and legislation.
The Hawaii Farmers Union a state division of National Farmers Union, is recognized and respected in representing a family of farmers here in Hawaii. Hawaii Farmers Union empowers island farmers to earn a prosperous living through regenerative stewardship of our lands, waters and communities. Hawaii Farmers Union serves as a bridge between farmers and consumers through vibrant, local, community Farmers Union chapters in all districts on all islands.
Hawai’i Farmers Union United is a Chapter of the National Farmers Union and has subchapters on Kaua’i, Big Island, Oahu and Maui.
HAWAII FARMERS UNION MISSION STATEMENT
The Hawaii Farmers Union advocates for the sovereign right of farmers to create and sustain vibrant and prosperous agricultural communities for the benefit of all Hawaii through coupe-bordure, cooperation, education and legislation.
HAWAII FARMERS UNION VISION STATEMENT
The Hawaii Farmers Union, is an unchartered state division of National Farmers Union, and is recognized and respected as the true voice of Hawaii local farmers. Hawaii Farmers Union empowers island farmers to earn a prosperous living through regenerative stewardship of our lands, waters and communities. Hawaii Farmers Union serves as a bridge between farmers and consumers through vibrant, local, community Farmers Union chapters in all districts on all islands.
Hawaii Farmers Union United Board Member Bios
Vincent Mina- President State Board Maui
Co-Owner operator of a smallholder family farm Kahanu Aina Greens with his wife Irene and two children. Making a living on 2000 sq ft producing baby greens in a plant based compost serving Hawaii since 1994. Advocating for small farmers rights since being President of Hawaii Organic Farmers Association in 1997. Also served as the BOD secretary for the Maui County Farm Bureau from 2005 to 2008. Served as President of the Maui Chapter of Hawaii Farmers Union United since 2011 to 2013 and the State President of Hawaii Farmers Union United 2012 to Present. Along with Irene Co-founded in 2001 Maui Aloha Aina Association a non profit organization whose mission is to promote life nurturing practices for the body and the soil through education outreach services. Producing 11 world class conferences since 2001. Asserts that we are on the threshold of our islands producing a majority of our food, fiber and fuel through the use of regenerative and restorative practices, implementing a whole systems approach in ecological agriculture within regional agricultural areas. Since taking office as state President the focus has been on growing regional island chapters dealing with issues and needs of our smallholder family farmers, building chapter strength and consistency of chapter meetings on each island with a general theme of celebrating the growing preparing and consuming of locally produced food.
Simon Russell–Vice President State Board Maui
Simon Russell is a husband, father, farmer and landscaper. He currently care takes Hiluhilu farms in Haiku, Maui, growing Bananas, Papayas, vegetables and ducks. As the Vice President and Legislative Chairman of the Hawaii Farmers Union United, his passion to care for his family and empower community aligns with our moving Hawaii’s agriculture in the direction of regenerative farming practices for self-sufficiency and food sovereignty.
David Case,Secretary State Board Kona Representative
David Case retired from his Alaska law practice in 2011. He and his wife, Dorothy, then took over as caretakers on a friend’s 10-acre coffee and macadamia nut farm in Holualoa on the Island of Hawaii.
While working on the farm David joined the Kona Coffee Farmers Association where he worked as a volunteer on coffee issues and legislation often in concert with the Hawaii Farmers Union United.
The Association subsequently joined the Hawaii Farmers Union as an Affiliate member and appointed David to head its HFUU Committee. In 2012 David organized HFUU’s Kona Chapter where he now serves as Chapter President and Secretary on the HFUU Statewide Board. He also serves as the Kona Coffee Farmers Association representative on the Coffee Berry Borer Task Force, working to control this virulent pest on the Island of Hawaii.
David represented Alaska Native interests for nearly 40 years, traveling extensively throughout Alaska and serving in a number of capacities as a lawyer and teacher. David has written law review and other scholarly articles and is the author of Alaska Natives and American Laws (University of Alaska Press, 1984). Frequently cited by courts and scholars, the book analyzes the historical and ever changing application of federal law to Indigenous Peoples in Alaska. He and a co-author revised the book twice releasing the Third Edition in October of 2012. The Alaska Federation of Natives honored David in 1998 with the Denali Award for “Dedication and Service to the Alaska Native Community.” David now dedicates himself to the Hawaii Farmers Union United.
Ray Maki, Treasurer State Board Kauai Representative
Aloha, my name is Ray Maki,your HFUU Kauai State Board Representative.
For the last 21 years, my company, Permaculture Kauai has been focused on commercial organic agriculture, agroforestry, permaculture, and promoting sustainable Ag practices, in Hawaii and internationally.
I am a certified permaculture designer, consultant, and educator, and also a certified IMO(indigenous microorganism) practitioner.
I am involved in HFUU because I believe that our organization and members are on the cutting edge of a new paradigm of Ag production in Hawaii, and because it is time for our voice to be heard! I am excited by our opportunities for leveraging our organizational resources to write new statewide agricultural policy and law, identifying working models of sustainable practices, networking with other regenerative ag groups, and weaving the group vision of food and energy independence for the Aloha State
Pamela Boyar State Board Oahu Representative
Pamela Boyar was the Market Director and Founder of the Sunset Valley Farmers Market (SVFM). In 2005, Pamela was honored by her peers from the North American Farm Direct Marketing Association as Farmer’s Market Director of the Year. In 2006, Audubon Magazine named SVFM as one of the Cream of the Crop Farmers Markets in the country. In 2007, Eating Well magazine included Sunset Valley Farmers Market as one of the Top 5 Farmer’s Markets in the Country. Born in Los Angeles, California, Pamela’s appreciation of fresh produce began when she was a small child awe-struck by the beautiful basket of fruits and vegetables the produce man delivered to her house each week. Soon after graduating from Lewis and Clark College, Pamela dedicated her life’s work to health education and the promotion of organic foods. In 1980 she formed a home juice delivery business in Beverly Hills and delivered juice daily to clientele like Cher, Don Henley, Pat Boone, Debby Boone, Herbie Hancock, Johnny Rivers, and others. In 1986 she started an organic produce company to deliver farm fresh produce to top LA restaurants and chefs like Wolfgang Puck, Nancy Silverton, Michel Richard, and Roy Yamaguchi. In 1992 Pamela moved to Austin, Texas to work for Heart of Texas Produce and familiarized herself with local chefs and restaurateurs. In 1993 she created a Local Growers Program for Whole Foods Market, which included Farm and Winery Tours for the public, What’s Cooking in the Park and a Farmers’ Market. In 1997 she established what became the Sunset Valley Farmers’ Market. Pamela moved to Oahu in 2006 and soon the seed was planted to spread her wealth of knowledge through Farmers’ Markets on the North & South Shores.
Steve Sakala State Board Kona Chapter Representative
Steve is the President of the Kona Chapter and is the legislative chair for the Kona Chapter
Russell Greenleaf State Board Maui Representative
Russell is a Maui board member and representative to the state board
Malian Lahey State Board Ka’u Chapter Representative
Malian is the President of the Ka’u Board, State Policy Chair and representative to the state board
Malian Lahey is a farmer in the Kaū region of the island of Hawaii, professionally trained in compost tea techniques, Korean Natural Farming, and permaculture. She’s studied under the renowned Dave Jacke at the Wild Meadows Farm in Pennsylvania and with Elaine Ingham at the Rodale Institute for Organic farming in soil food web analysis, compost tea techniques and soil microscopy. After founding Kaū Specialty LLC, a commodities brokerage firm for Kaū farmers, Lahey, a third-generation commodities broker, recognized the depth of support needed in the Kaū region and Hawaii-at-large for the economic empowerment and education of smallholder farmers. Noting that poverty and the need to satisfy immediate needs can drive smallholders to adopt damaging agricultural practices, resulting in soil erosion, nutrient depletion, water scarcity, and pollution (IFAD, 2013), she founded a nonprofit, I Ola Nā ʻĀina Momona (“so that the fertile lands thrive and live on”) in order to address this issue, catalyze more farming opportunities in Hawaii, and complement Kaū Specialty’s work in advocating for ethical trading, business, and financial outcomes for smallholders. Ka`ū Specialty is an integral part of leveling the playing field between smallholders and large farms. Through her work, Lahey is bringing more sustainable farming practices to her region and is working to provide greater land security for smallholders in Hawaii. Lahey owns and operates Wood Valley Farm.
HFUU State Board of Directors
HFUU Haleakala Maui Chapter
HFUU Mauna Kahalawai (West Maui)
HFUU Kona Chapter Steve Sakala, President John Giblin,jr. Hazel Beck, Secretary Franz Weber, Treasurer Kelly Greenwell, Member Doug Pittman Member
HFUU Ka’u Chapter
HFUU Oahu Chapter Pamela Boyer-President Sean Anderson-Vice President Kai Hinson-Secretary/Treasurer
HFUU Kauai Chapter BOD
HFUU East Hawaii Chapter
HFUU Kohala Chapter
Please donate to Hawaii Farmers Union United to help us ensure that the small, family farms, particularly those growing food, have a voice and a presence with regard to the State and County policy decisions affecting the viability of small farms. We believe that this is the critical time to correct Hawaii’s course toward food sustainability. Donate through Tri-Isle Resource Conservation and Development.
We, the members of the Hawaii Farmers Union United, in the following policy statement, open our hearts to the public, to the governing bodies of our state, and to the business community in the spirit of aloha for our fellow human beings, our biological environment, and to the earth itself.
We establish these policies as a reflection of our highest values. We recognize that by elevating our agriculture to the best that we can imagine it to be, we elevate our entire civilization.
As farmers and farmer allies, we recognize that food is medicine. We recognize that we all make better decisions when the consequences of those decisions are near to hand within our local communities. We proudly shoulder the responsibility of stewardship for the lives and health of people and biological communities that are affected by our farms, and we accept the sacred duty of teaching those who come after us to shoulder that responsibility in their turn.
Family farms create abundance far beyond wealth. We establish our trust in the ancient Hawaiian belief that physical, social, psychological, and spiritual health in the human sphere create health in the natural biosphere as well.
Hawaii Farmers’ Union United stands for fairness and cooperation as cornerstones of how we live, farm and how we do business. Our job is to expand life and vitality through agriculture as an expression of love for our children, families, neighbors and friends, with the spirit of aloha ‘aina and malama ‘aina.
We dedicate this policy to the celebration of life through agriculture with our great reverence for its inherent value.
ARTICLE I – Support for Regenerative Agricultural Practices
Hawaii Farmer’s Union United is a solution-based, action-oriented collective of members that protects the interest of our family farmers from any practice that contaminates, commodifies or compromises their ability to farm and market their products.
HFUU promotes soil and water health because we understand their relationship to the food we grow and the health and vitality of our bodies. Policies we support are:
Traditional and ecologically advanced Hawaiian concepts of the aha moku and ahupua’a resource management systems. Funding for Regional Nutrient Cycling Centers Increased funding for scientific research on Korean Natural Farming, Organic, and Biodynamic Farming Methods Adapting Food Safety regulations to accommodate safe regenerative biological farming Funding for public education regarding regenerative agriculture Aquaculture practices with zero discharge of effluent into natural open bodies of water ARTICLE II – WaterWater is a public resource that everyone needs, and must therefore be held in the public trust. HFUU supports all current appurtenant water rights established by the State of Hawaii and recognizes that these policies must be fulfilled on a watershed by watershed basis. With relationship to agriculture, the HFUU maintains support for the following water policies: Watershed conservation and preservation Access for smallholder farmers and farmer cooperatives to water resources with long term MOU’s from the DLNR/ADC Allowing filtered catchment water for washing produce and in value added processing of food Article III – Land Access for Farmers
We support zoning and building code friendly to smallholder farmers’ needs, including ordinances to permit the use of farm labor dwellings on property zoned in the agricultural district. We support the creation of an Agricultural Land Trust that holds land owned by or conveyed through a perpetual conservation easement, with the intent of keeping agricultural land affordable to farmers through the community land trusts model of housing development. Article IV – Food Security
Food Security is a critical issue in the state of Hawaii due to the importation of 85% of our food, which consists of approximately $3.5bn of market that could be captured by small family farmers. In order to create a food secure society in Hawaii that is also food sovereign, we advocate the following measures:
Support for Community Food Self Sufficiency Increased Support for Family Farm Businesses Funding for Farm to Table Marketing, i.e. Farmers’ Markets, CSAs and Community Food Hubs Farm To School Programs Increased Support for Agricultural Skills Education Funding for Public Food Processing and Distribution Infrastructure Increased Budget for the Hawaii Department of Agriculture programs that are in alignment with HFUU policies The federal register’s definition of sustainable agriculture Propagation and production of traditional Hawaiian crops.
Article V – Environmental Impact of Agriculture
We support the following measurements of the environmental impact of agriculture:
Funding microbiological research on how agricultural practices affect soil health Funding marine biology research on how agricultural practices affect our oceans and reefs Funding toxicology studies of how agricultural practices impact human health Article VI – Education
HFUU supports funding and other measures in support of:
Consumer Education and teaching consumers about the value of small local farms On-Farm Mentoring Funding to support the development of young, novice, or transitional farmers under the mentorship of a skilled farmer K-12 public school educational programs Monthly Chapter membership meetings with educational presentations University and college level, and continuing education programs Article VII – Labeling
We assert that each individual has the right to a transparent and ethical framework for making decisions about food.
We support full implementation of mandatory country-of-origin labeling (COOL), as well as regional origin labeling for agricultural, aquaculture and wild-caught seafood products. Mandatory COOL is a valuable marketing tool for producers, and it allows consumers to know where their food is produced. U.S. and regional producers have the right to distinguish their products from those of other countries and U.S. products should not be categorized as a North American product. Thorough and accurate food labels are an important tool that helps consumers make informed decisions and allows producers to differentiate their products. We support conspicuous, mandatory labeling for food products throughout the processing chain to include all ingredients, additives and processes such as: Artificial growth hormones Products derived from cloned animals The identity of the parent company Genetically altered or engineered food products. Article VIII – Food Safety Certification for Smallholders
We support the development of a food safety certification system for smallholder farmers, including aquaculture, aquaponics, and other animal husbandry practices We support the Hawaii Department of Agriculture to uphold a certification system in alignment with the language in Good Agricultural Practices (GAPs). We support an inexpensive, efficient, and equitable food safety certification system We support a socially responsible paradigm for food safety
Article X – Agritourism
Agritourism is an important revenue stream for family farms and we support responsible agritourism development via:
Inclusion of agritourism as part of the definition of agriculture. We encourage recognition of the role agritourism plays in diversified, family farms and communities. Implementing a program to educate producers about liabilities associated with agritourism operations.
SECOND AMENDED AND RESTATED
BYLAWS OF THE HAWAI’I FARMERS UNION UNITED
A DIVISION OF
THE FARMERS EDUCATIONAL AND COOPERATIVE UNION OF AMERICA
(ADOPTED 6-28-2011, AMENDED AND RESTATED NOVEMBER 26, 2013
AND NOVEMBER 6, 2014)
ARTICLE 1 – Preamble
Be it known, that we, citizens and residents of the State of Hawai’i have voluntarily associated together as an educational and cooperative association for our mutual benefit and the benefit of Hawai’i under the name and title of Hawai’i Farmers Union United, an unchartered subdivision of the Farmers Educational and Cooperative Union of America, widely identified as National Farmers Union, and do declare the following to be our aims and purpose:
To live in harmony, good will and understanding among all people through promoting and advancing the great truth of the connection among all humankind and all Life;
To establish economic and political justice, food sovereignty and security by achieving fair and secure farm prices, equitable and reasonable access to land, water, and capital, fair income for farmers and agricultural workers, and fair prices for consumers, thereby strengthening the local economy;
To educate our members in the art and science of producing, classifying, marketing and distributing agricultural products cooperatively;
To teach the principles and philosophy of cooperation and encourage and promote the practice in the lives of all people;
To respect the local and global environment and to protect the finite resources of soil and water, increase biodiversity, and respect human and animal welfare;
To learn from and honor the heritage and to perpetuate the Kānaka Maoli and other traditional cultures;
That we may pursue our purpose and attain our objectives by orderly processes and efficient methods, and through a system of affiliated County and Community units with associated institutions including cooperatives, non-profit and for-profit businesses, culminating in a state organization under the National Farmers Union, we do ordain and adopt the following Bylaws for our regulation and government.
ARTICLE 2 – Objectives
The objectives of the Hawai’i Division of the Farmers Educational and Cooperative Union of
America, hereinafter called HFUU, or the State Division, shall be:
To encourage and support cooperative and other ventures of agricultural product and service institutions that are consistent with the HFUU mission and vision; To enhance educational opportunities for youth and adults in ecological agricultural practices, cooperative principles and practices, democracy, collaborative leadership, and compassionate communication and conflict resolution;
To create a vibrant, and resilient production-based agricultural economy centered on creating a quality life for Hawai’i’s people in concert with their environment, and
To promote, support and protect the Hawai’i Farmers Union United or “HFUU” name and the interests of its members who are primarily engaged in farming as family and other local farming enterprises and who value regenerative agricultural practices.
ARTICLE 3 – Name, Structure and Property
Section 3.1. Name, Address and Fiscal Year
A. Name. The name of the organization shall be the Hawai’i Farmers Union United, also referred to as the “Hawai’i Farmers Union”, hereinafter also referred as the “State Division” or “HFUU”.
B. Address. The legal physical office of this corporation shall be that of the President or such address as the Board of Directors shall decide. Its active office shall be established wherever the day-to-day activities of this corporation so require.
C. Fiscal Year. The HFUU fiscal year shall begin January 1 and end December 31.
Section 3.2. Structure
HFUU is a nonprofit corporation organized under the laws of the state of Hawai’i, that is composed of its officers, directors and members, organized as Affiliate Chapters (hereafter “Chapter” or “Chapters”) within a county, island or geographic locality to participate in HFUU activities. HFUU and its Chapters form a single, limited liability, Hawai’i nonprofit corporation under Section 501(c)(5) of the federal Internal Revenue Code of 1986, as amended or any successor provision of that Section or corresponding section of any future federal tax code (“Internal Revenue Code”) of which the Chapters are constituent elements.
Section 3.3. Chapter Organization
A. Limited Liabilities. HFUU and its Chapters are organized to support each other in the sharing of revenues derived from annual membership dues and other common goals and programs in the form of a single limited liability, nonprofit corporation while fostering maximum autonomy at the Chapter level; provided that, HFUU shall not be legally liable for any obligations of any of its members or Chapters engaged in an Independent Enterprise or contracts for employment, which HFUU has not specifically assumed in writing.
B. Independent Enterprises. Any Chapter may organize as one or more separate corporations or other legal entities (excluding partnerships) for business or charitable purposes as an “Independent Enterprise” without HFUU Board approval, but the Chapter governed by its Board of Directors, shall remain a constituent element of the HFUU 501(c)(5) nonprofit corporation for all purposes as provided in these Bylaws and the Articles of Incorporation. No Chapter if acting as a constituent element of this corporation will engage in activities not permitted under Section 501(c)(5) of the Internal Revenue Code or HFUU’s Articles and Bylaws. In consultation with the Chapters, the HFUU Board of Directors may adopt policies to implement this subsection.
C. Approval of Contracts. Unless a Chapter is operating through a corporation or other Independent Enterprise, the HFUU Board of Directors must first approve in writing any Chapter contract or other obligation that might expose HFUU to additional liability.
D. Formation. Any county, island or geographic locality with 10 members or more may petition the State Division to form a Chapter.
E. Chapter Names. The official name of each Chapter will normally be associated with a Hawai’i county, island or other geographic locality preceded by the acronym “HFUU” (“HFUU ___________ Chapter”). If other farmers wish to form a new Chapter in a specific geographic locality that might be confused with an existing Chapter, the HFUU Board of Directors shall first consult with the existing Chapter’s Board of Directors about the potential relationship between the two Chapters, including their names. If the HFUU Board thereafter decides to admit the proposed Chapter, the HFUU Board, the existing Chapter Board and proposed Chapter organizers will agree to names that accurately describe the geographic localities of each Chapter through mutual, good faith consultations. If the names cannot be decided through consultation, the HFUU Board may declare an impasse and decide the matter. No HFUU Chapter may use the name “Farmers Union” as a part of its name, because that name is a registered trade name of the National Farmers Union and cannot be used without NFU permission. Names in the Hawaiian language shall be properly formulated according to the rules of grammar, syntax and spelling applicable to that language.
F. Directors and Officers. Each Chapter shall hold annual meetings for the election of directors to the Chapter Board. Unless otherwise provided in the Chapter Bylaws, the Chapter Board shall elect a President, Vice President, Secretary and Treasurer from among the Board and other officers as they deem necessary and appropriate who may or may not be members of the Board. Any two or more offices may be combined, except no person may serve simultaneously as President or Vice President and Secretary. The President of each Chapter shall also be a Director on the State Board. All Chapter Directors and Board Officers shall be Regular Members.
G. Bylaws. Each Chapter shall adopt and may amend a set of bylaws to govern its activities, subject to the approval of the State Board of Directors.
H. Suspension. The HFUU Board may suspend any Chapter that falls below the minimum ten (10) members or fails to meet for a period of six (6) months until such time as it regains sufficient membership and control of its affairs. The Chapter shall be afforded not less than fifteen (15) days prior, written notice of the proposed action and the opportunity to defend itself either in orally or in writing not less than five (5) days before the effective date of the suspension.
I. Expulsion. A Chapter may also be suspended or expelled for conduct deemed detrimental to the Hawai’i Farmers Union United but only at a special membership meeting specifically describing the reason(s), the effective date, length and other terms of the proposed suspension or expulsion. The Chapter shall be afforded not less than fifteen (15) days prior, written notice of the proposed action and the opportunity to defend itself either in orally or in writing not less than five (5) days before the effective date of the suspension or expulsion. The quorum for the special meeting shall be at least fifty percent (50%) of the Regular Members. Suspension or expulsion shall require the majority vote of those Regular Members entitled to vote and present at the meeting either in person or by Delegates. The meeting shall otherwise be conducted as required by these Bylaws and other applicable law.
Section 3.4. Facilities
A. State Office. HFUU may purchase, lease or otherwise acquire and maintain a place of business within the state of Hawai’i, to be known as the “State Office,” and wherein the organization’s office and business records shall be located, and it shall be the State Division’s principal place of business.
B. Property. HFUU may purchase, lease or otherwise acquire any and all property necessary for its mission, and in due course sell, lease, or otherwise dispose of any or all of such property, in the manner provided by law and these Bylaws.
Section 3.5. Title to Property
A. HFUU Property. All real and personal property acquired for use of the State Division, shall be taken in the name of the “Hawai’i Farmers Union United”, which shall be the owner such property, with the right to use, sell, lease or otherwise keep, hold or dispose of the same.
B. Chapter Property. Unless operating through a separate corporation or other legal entity all interests in real property acquired for use by a Chapter shall be taken in the name of both HFUU and the Chapter as tenants in common and managed in a way consistent with the Chapter’s bylaws for the primary benefit of the Chapter. In the event the Chapter is dissolved, any interest in real property so acquired will revert to the State Division and in the discretion of the State Board held in trust for a future Chapter organized in that geographic subdivision or fairly distributed to other Chapters.
C. Contributions. HFUU and the Chapters may receive voluntary contributions in any form in support of their respective programs and activities.
Section 3.6. Activities, Dissolution and Distribution of Assets
Notwithstanding any other provisions of these Bylaws, the corporation will not engage in activities not permitted for a corporation exempt from federal income tax under section 501(c)(5) of the Code or corresponding section of any future federal tax code. If the HFUU nonprofit corporation shall cease to exist or shall be dissolved, all property and assets of the corporation of every kind, after payment, or making provision for the payment, of its just debts and liabilities shall be distributed for one or more exempt purposes within the meaning of Section 501(c)(5) of the Internal Revenue Code, as amended or any successor provision of that Section (“Internal Revenue Code”), or distributed to one or more corporations, associations or other organizations that are exempt from federal income tax under Section 501(c)(5) of the Internal Revenue Code, as determined by the board of directors or other competent authority.
Section 3.7. Politically Nonpartisan
HFUU shall remain politically nonpartisan. It shall not endorse or disapprove of candidates for political office. No director, officer, employee Regular, or Associate Member of the State division or a local Chapter shall use the name of HFUU or their position as an HFUU member in endorsing or disapproving of any candidates for political office.
ARTICLE 4 – Membership
Section 4.1. Eligibility
A. Regular Members
(1) Subject to application and a seventy (70) day waiting period, any natural person regardless of race, sex, sexual preference, religion, or national origin who is at least 16 years of age who supports HFUU’s goals may become a member. Any natural person satisfying the membership requirements either as an individual or through an “Ohana” and who has paid the established dues shall be a “Regular Member”.
(2) Except in the case as provided in these Bylaws where a Regular Member is represented by a Delegate, each Regular Member, having paid dues according to these Bylaws, and in good standing from the date of their membership application and for at least seventy (70) days before a meeting, shall be entitled to one vote upon any and all matters coming before a meeting of the HFUU membership at which they are present and to participate in a petition under these Bylaws.
(3) All HFUU officers, board members, committee chairs, and Delegates shall be Regular Members, it being specifically understood that Regular Members are the only members eligible to decide or determine any of the business affairs, policies, or actions of HFUU.
(4) No person is eligible for any form of HFUU membership who is engaged in an occupation or business inconsistent with and injurious to the interest or welfare of family type farming.
(5) The application of any prospective new member shall be subject to review by the HFUU
and their respective Chapter Board of Directors for a period of seventy (70) days from the date of their membership application. Unless the State Board or their respective Chapter Board objects in writing, they shall become a Regular Member upon expiration of the 70-day period.
B. Associate Members
The Board of Directors and any Chapter may establish categories for “Associate Members” for persons or organizations that are not a Regular Member but have an interest in HFUU directly or through an associated entity. The Board or any Charter may establish separate dues levels for categories of Associate Members. Associate Members shall have neither the right to vote nor the right to hold office in the State Division or any Chapter. Each category of Associate Members shall receive such other benefits as determined by the Board of Directors or the Chapter as the case may be.
Section 4.2. Dues
A. Annual Dues. From time to time the State Board shall determine the annual dues for Regular Members (which includes Ohana members). An Ohana may include up to 4 individuals, named at the time of application, which are part of the same immediate family or workers on the same farm or organization. The HFUU Board or Directors shall determine the allocation of dues according to this section.
B. Chapter Dues Collection Option. With the approval of the HFUU Board of Directors, any Chapter with the capacity to do so may collect and allocate Regular Member dues according to such process as the Chapter, HFUU and NFU may mutually agree.
C. Dues Allocations. The annual dues payment shall be allocated as follows:
(1) NFU dues for each dues paying member shall be based on the then current NFU requirements and remitted to NFU by the HFUU Treasurer, HFUU’s fiscal agent or any Chapter as the case may be. (2) Remaining annual dues shall be allocated between HFUU and the Chapters, provided that, the allocation to each Chapter for each Regular Member (which includes Ohana Members) shall be no less in whole dollars than the State Division Regular Member or Ohana allocation. For example if the Ohana Membership dues are $85 and $36 ($9 X 4) are allocated to NFU then at least $25 of the remaining $49 in Ohana dues shall be allocated to the Chapter. Dues of Associate Members shall be allocated as the HFUU or the respective Chapter Board of Directors may determine.
D. Dues Renewal Date. The dues renewal date shall be the annual anniversary of the first day of the month following the date of initial membership or as otherwise recorded by NFU.
E. Delinquencies. Any Regular, Ohana or Associate Member failing to pay dues within 30 days of the renewal date shall be considered to be delinquent in dues payment.
F. Suspensions. Any such Member whose dues are delinquent shall be considered suspended and any Member who is suspended shall be ineligible to vote or to hold office while so suspended. Any Member who has been suspended may be reinstated, with rights restored as to the original date of their membership, by payment of current dues.
G. Dropped From Rolls. Any Member persisting in suspension for a period exceeding 6 months may be dropped from the membership rolls, but may be reinstated, with rights restored as to the original date of their membership, by payment of current dues.
Section 4.3. Expulsion
A. Grounds. Any member may be suspended or expelled for conduct detrimental to HFUU’s best interests.
B. Initiation. A suspension or expulsion may be initiated in one of three ways:
A resolution of the member’s Chapter organization,
By a petition of one percent of the total State Division Regular Members entitled to vote, or
By a resolution of the State Division Board of Directors.
C. Procedure. The accused member shall be given not less than twenty (20) days prior, written notice either by mail or electronic mail of actions pending, and shall be allowed up to 10 days after mailing or electronic delivery of the notice to submit a written response. Within not less than five (5) or more than thirty (30) days after receipt of the accused’s response, the charges shall be reviewed and action taken by the State Division Board of Directors.
D. Appeals. Any order of suspension or expulsion may be appealed to and (upon the member’s request) a hearing held by a Special Review Committee consisting, insofar as practicable, of one Regular Member entitled to vote from each Chapter. The State Division President shall name the committee members from a list of recommendations submitted by the Chapter presidents or through an alternative process designed to obtain Chapter participation on the Special Review Committee. No State Division officer, director, staff or independent contractor may serve on the Special Review Committee. The hearing may be held electronically and according to other procedures as the Special Review Committee shall determine appropriate, fair and equitable and as may be required by law. Any decision of the Special Review Committee shall be final for HFUU.
E. Reinstatement. When a member has been expelled they shall not be permitted to make application for reinstatement for a period of two years.
Section 4.4. Transferring Membership
Any Member in good standing may transfer their membership to another Hawai’i Chapter by notifying the State Division in writing of the transfer. Such transfer shall be effective immediately, and the transferring Member’s payment of all future dues shall be allocated to the new Chapter.
Section 4.5 Membership Meetings
A. Annual Meeting. The State Division shall meet in November of each year for the annual meeting at a time and place determined by the HFUU Board of Directors or at a special meeting called for that purpose.
B. Special Meetings and Petitions. The HFUU Board of Directors may call a special meeting of the state membership for any purpose deemed necessary. The Board of Directors shall designate the place, date, time, and purpose of the special meeting. Similarly, the state membership may request a special meeting through a petition signed by 20% of the Regular Members entitled to vote. In either case, the specific business to be brought before the meeting must be stated either in the petition or at the time the Board calls the meeting. If within thirty (30) days after receipt of the petition the Board fails to designate the place, date, time, and purpose of the meeting or to offer a valid explanation for not doing so, any Regular Member entitled to vote who signed the petition may, upon demand to the
President, obtain a copy of the list of the names, mailing addresses and e-mail addresses of Regular Members entitled to vote and may designate the place, date, time, and purpose of the special meeting.
C. Record Dates for Notice and Voting. Unless the HFUU Board sets a different date, the Record Date for determining Regular Members entitled to Notice of any Meeting shall be the business day preceding the day on which notice is given. Unless the HFUU Board sets a different date, the Record Date for determining Regular Members entitled to vote at any meeting who are otherwise eligible shall be the date of the meeting. Any other Record Date set by the HFUU Board to determine either entitlement to notice or to vote for any meeting at which the Regular Members will vote shall be not more than seventy (70) days before the meeting or action requiring a determination of members occurs.
D. Adjourned Meetings. Any Regular Member whose membership is effective on or before the Record Date for the meeting shall have one vote either in person or by a Delegate on any matter brought before the meeting or any adjournment of the meeting unless the Board sets a new Record Date for the adjourned meeting or the adjournment is for more than 70 days after the Record Date for determining Members entitled to notice in which case
a new record date shall be set as provided in this Section.
E. Meeting Notice. Notice of the place, date, time and any matters that must be approved by the Regular Members at any membership meeting shall be given no fewer than ten (10) or more than sixty (60) days before the meeting or be otherwise fair and reasonable when all the circumstances are considered.
F. Membership List. Upon giving notice of any membership meeting where Regular Members will be asked to vote, the Board of Directors shall prepare or direct the preparation of an alphabetical list of the Regular Members entitled to notice of the meeting together with their addresses and whether they will be entitled to vote at the meeting either in person or by Delegates.
G. Quorum. Five percent (5%) of the Regular Members entitled to vote present in person or by Delegates shall constitute a quorum for the transaction of business at any state meeting.
H. Determining Policies. It is desirable for matters of policy to be determined as much as possible by the entire membership, rather than just the Board of Directors. To this end, all available avenues of communication will be explored to develop an effective strategy for polling the opinion of the membership on policy issues and adopting such policies by a vote at a membership meeting.
Section 4.6. Annual Meeting Delegates
A. Voting Delegates. Each HFUU Chapter may appoint voting delegates to attend statewide HFUU membership m meetings to represent the views of its non-attending Chapter members collectively at such meetings and to vote for its non-attending members collectively at such meetings. Voting Delegates shall be selected and shall vote as provided below.
B. Chapter Delegates. Each HFUU Chapter shall be entitled to one (1) Delegate to any HFUU membership meeting for the first 10 Chapter members and one (1) additional Delegate for each additional 50 members or fraction thereof. Each of these Delegates shall be elected at the Chapter’s annual meeting and shall serve a term of one (1) year and until their successors are elected and qualified. Each Chapter shall also be entitled to two (2) additional delegates to be elected by and from among the Chapter officers or other members of the Chapter Board.
D. Delegate Voting. The number of votes to be cast by for and by each Chapter through its Delegates shall be equal to the number of Regular Members of the Chapter as of the Record Date used to determine those Regular Members entitled to vote at the meeting, less the Regular Members of that Chapter present at the meeting. The number of votes to be cast by each Delegate shall be determined by dividing the number of each Chapter’s Regular Members (less the Chapter’s Regular Members present at the meeting) by the number of that Chapter’s delegates present at the meeting. Each Chapter Delegate shall be entitled to cast the same number of votes as any of that Chapter’s Delegates except as necessary for rounding of odd and even numbers, which shall be determined by the drawing of lots.
E. Member Voting. Regular Members, including Delegates actually present at a meeting, shall be entitled to one (1) vote on any and all matters coming before the meeting and the number of Regular Members of the Chapter represented by Delegates shall be reduced accordingly.
ARTICLE V—State Division
Section 5.1. Board of Directors and Officers, Number, Qualifications and Meetings
A. Number. The HFUU Board of Directors (Board) shall be composed of at least three (3) and up to fifteen (15) members, at least one member from Chapters within each of four counties, Hawai’i, Maui, Oahu, and Kauai, plus the President and Vice President and up to nine (9) additional director positions from Chapters authorized at the island, county or other
geographic locality at the discretion of the Board of Directors to achieve geographic representation or other similar purposes.
B. Emeritus Director. The Board in its discretion may also appoint no more than one (1) Emeritus Director as one of the15 directors. An Emeritus Directors must be a HFUU member and a former HFUU Board Member and satisfy such additional criteria as the Board may from time to time determine. Emeritus Directors shall be full voting members of the Board and serve a term of not more than one (1) calendar year unless, with the Emeritus Director’s consent, the Board appoints the Emeritus Director to additional annual terms.
C. Officers, Agents and Employees. Officers of the State Division Board of Directors shall be: President, Vice President, Treasurer and Secretary. Any two offices may be combined except neither the President nor the Vice-President may also serve as the Secretary. The Board may also appoint such other officers, assistant officers, acting officers or agents and hire such employees as it determines necessary and appropriate to conduct HFUU business. All such other officers, agents and employees shall serve on an at will basis unless otherwise specifically provided in a written contract approved by the Board of Directors and duly signed by or on behalf of all the parties to the contract.
D. Qualifications. Any Regular Member who is entitled to vote may stand as a candidate for the offices of President or Vice President. All other members of the Board shall be Regular Members entitled to vote at the time of their election or appointment to the Board. Other HFUU officers and employees may be required to be HFUU members in the discretion of the HFUU Board.
E. Farmer Preference. Preference shall be afforded to Active or Retired Farmers in the nomination and election of candidates for officer and director positions it being the goal of the Hawai’i Farmers Union United that whenever practicable the officers and a majority of the HFUU Board of Directors shall be Active or Retired Farmers as defined below. In furtherance of the preference, nominations shall favor Active or Retired Farmers; Regular Members are urged to vote for an Active or Retired Farmer if there is a choice, and in case of a tie vote, an Active or Retired Farmer shall be declared the winner over a person who is not.
F. “Active Farmer”. An “Active Farmer” is a person at least sixteen (16) years of age who earns at least fifty percent (50%) of their livelihood, which may be measured in cash or in kind, as the owner, lessee, manager or caretaker of land or facilities in Hawai’i who is engaged in the cultivation of land or crops or who raises livestock, poultry, fish or other animals for human or animal consumption, use or enjoyment.
G “Retired Farmer”. A “Retired Farmer” is a person at least sixty (60) years of age who has been an Active Farmer for at least ten (10) consecutive years in Hawai’i.
H. Compensation. Except for those HFUU employs in other capacities, individual members of the Board of Directors shall serve without remuneration as Directors, but may be reimbursed for reasonable expenses for travel and subsistence while serving HFUU on official business in a manner approved by the Board.
I. Meetings and Notice. The Board may hold any Regular Meeting without additional notice. Special Board meetings shall be upon forty-eight (48) hours notice. The business to be conducted at a Regular or Special Meeting need not be stated in the notice. A director who attends a meeting is deemed to have waived notice unless the director states an objection to the lack of proper notice at the beginning of the meeting.
J. Quorum. A majority of the directors in office immediately before a meeting begins constitutes a quorum for conducting any of the Board’s business.
K. Voting. If a quorum is present when a vote is taken, the affirmative vote of a majority of Directors present is the act of the Board.
Section 5.2 Terms of Office and Vacancies
A. President. The President shall be elected in even numbered years for a term of two years and until their successor is elected and qualified.
B. Vice President. The Vice-President shall be elected in odd numbered years for a term of
two years and until their successor is elected and qualified.
C. Office of President—Vacancy. Should the office of the President become vacant for any reason, the Vice-President shall serve as “Acting President” until a successor to the President is elected at an annual or special meeting.
D. Other Directors. All other Directors who are elected or appointed by their respective Chapters shall serve from the date of their installation and until the expiration of their respective Chapter terms and until their successors are duly elected or appointed and qualified. In the event such a director resigns or otherwise vacates their office, their successor shall be elected or appointed as provided in the Chapter’s Bylaws or other Chapter procedures.
Section 5.3. Duties and Powers of HFUU Board of Directors
A. Duties. HFUU directors shall discharge their duties as directors, including the Director’s duties as a member of a committee:
(1) In good faith;
(2) With the care an ordinary prudent person in a like position would exercise under similar circumstances; and
(3) In a manner the director reasonably believes to be in the best interest of HFUU.
(4) In furtherance of these duties HFUU Directors:
>(a) Who are not Board Officers are required to chair or sit on at least one state Board committee;
(b) Shall attend and be prepared to actively participate in all state Board meetings unless excused upon prior notice sent to the Board Secretary;
(c) Shall feel free to communicate with the President or another appropriate officer between Board meetings on issues that arise within their Chapters;
(d) Shall promote outreach to existing, renewing and potential members through monthly Chapter meetings, Membership Committees and personal contact;
(e) Shall promote actions within their Chapters to obtain local business discounts for the benefit of Chapter members, and
(f) Shall support HFUU in the growth and development of family farms.
B. Powers. The HFUU Board of Directors shall have all the power of the State Division membership when the membership is not meeting in a regular or special meeting, those being all the powers of a Hawai’i nonprofit corporation and as an individual to do all things necessary or convenient to carry out its affairs including with out limitation the power to:
(1) Examine the books of the Secretary and keep a correct record of all official board meetings, providing a record of the questions voted upon.
(2) Examine the books of the Treasurer and as may be necessary and appropriate provide for an audit, compilation or review of the same by a certified public accountant and report their condition at the annual meeting of the State Division or at such times as the board or membership may require.
(3) Fix the amount of salaries and compensation of all State Officers and employees if and when applicable. When deemed necessary, the HFUU Board shall require bonds on those persons handling HFUU or Chapter funds.
(4) Fill all vacancies in the offices of President or Vice-President caused by death, resignation or otherwise. Appointees will serve only until the next annual meeting and until their successors are elected and qualified.
(5) Perform all other duties imposed by law upon it or HFUU.
(6) Conduct Board of Directors meetings via audio or videoconference.
(7) Record attendance at Board of Directors meetings.
(8) Remove any HFUU officer or director from office for incompetence, dishonesty, or betraying the unity of effort and purpose in the work of the Union according to procedures provided below.
Section 5.4. Removal of Officers and Directors
A. Grounds. An HFUU officer or director may be removed from office for incompetence, dishonesty, or betraying the unity of effort and purpose in the work of the Union only upon a hearing before the HFUU Board of Directors where the accused director or officer and the charging members may all present evidence giving the accused reasonable opportunity to defend themselves against the charges proffered. Removal shall require a majority vote of the entire duly elected or appointed HFUU Board of Directors with members voting in person or by audio or video conference in which the accused member may participate and vote.
B. Attendance. If any officer or board member misses two consecutive or a total of three meetings within a one-year period, whether a regularly scheduled or special meeting, said person may be summarily removed from office by a vote of the Board of Directors without a hearing if said absences are unexcused. Removal shall require a majority vote of the entire duly elected or appointed HFUU Board of Directors with members voting in person or by audio or video conference in which the accused member may participate and vote.
Section 5.5. Duties of the HFUU President
The President shall be the principal elected officer of the corporation; shall preside, as Chair, at meetings and conventions of the State Division; shall create committees for the furtherance of the interest of the State Division and appoint the members thereof; shall represent the State Division at county, local and national meetings and conventions, and to the public, and shall have such additional authority, powers and duties as are appropriate and customary for the office and as the Board of Directors may prescribe from time to time. He or she shall be a member of the Board of Directors with the right to cast one vote on all matters acted upon by the Board.
Section 5.6. Duties of the HFUU Vice President
The Vice President shall, in the absence, disability or failure to act, of the President, perform the duties and exercise the powers of the President and shall perform such other duties and have such other powers as the Board of Directors may from time to time prescribe. He or she shall be a member of the Board of Directors with the right to cast one vote on all matters acted upon by the Board.
Section 5.7. Duties of the HFUU Treasurer
The Treasurer shall have the custody of the funds and securities of the State Division, shall keep full and accurate accounts of receipts and disbursements in books belonging to the State Division and shall deposit all monies and other valuable effects in the name and to the credit of the State Division in such depositories as may be designated by the Board of Directors. The Treasurer shall disburse the funds of the State Division as may be ordered by the Board of Directors taking proper vouchers for such disbursements and shall render to the President and Board of Directors at its regular meeting or when the President or Board of Directors so requires an account of all of his transactions as Treasurer and of the financial condition of the State Division and to make, or cause to be made, all the State Division’s statistical and financial reports and shall perform such other duties as may be prescribed by law, the Board of Directors or President and under their supervision.
Section 5.8. Duties of the HFUU Secretary
The Secretary shall attend all meetings of the Board of Directors and Members and record all the proceedings of the meetings of the State Division and of the Directors in a means suitable for the purpose and shall perform like duties for the standing committees when required. The Secretary shall give or cause to be given notice of all meetings of the members and Directors, is delegated the authority to authenticate the State Division records and shall perform such other duties as may be prescribed by law, the Board of Directors or
President and under their supervision.
Section 5.9. Limitations of Officers and Directors
No officer or director may bind HFUU to any contract or other obligation without approval of the Board of Directors. HFUU may not loan money or guarantee any obligation of any HFUU officer or director.
Section 5.10. Elections
A. President and Vice President. The President and Vice President shall be elected by vote of Regular Members entitled to vote at an annual or special meeting at which a quorum is present either in person or by Delegates. Directors representing the Chapters shall be appointed in writing or elected by their respective Chapters.
B. Treasurer and Secretary. The offices of Treasurer and Secretary shall be filled by the vote of a majority of all the duly appointed or elected officers and directors.
C. Nominations Committee. The Board shall appoint a Nominations Committee from among its members to supervise any annual or special meeting elections. Unless the Board directs otherwise the Secretary shall Chair the Nominations Committee. The Board may also appoint other Election Officials to assist the Nominations Committee.
D. Call for Nominations. At least thirty (30) days prior to the annual or special meeting called to elect the President or Vice President, the Nominations Committee Chair shall issue or cause to be issued a Notice of Election and a Call for Nominations. The Call for Nominations shall identify whether the office of President or Vice President is up for election and the length of term each such officer will serve.
E. Intent to Run. Any Regular Member entitled to vote and who wishes to run for the office of President or Vice President shall send written notice of intent to run for the office as directed in the Call for Nominations together with a passport size photo (if available) and an accurate explanation of not more than two hundred (200) words of their qualifications for the office. The nomination notice, photo (if any) and accompanying explanation must be actually delivered as directed in the Call for Nominations either electronically, by mail, delivery service or in person at least ten (10) days prior to the date when the election is to be held.
F. Committee Nominations. In its discretion and with the nominee’s approval the Nominations Committee may also nominate for President or Vice President one or more Regular Members entitled to vote according to the foregoing procedures.
G. Voter Packet. No later than five (5) days after receipt of the nominations, any photos and explanations of qualifications the Nominations Committee Chair shall compile or cause to be compiled a written voter packet to be mailed or sent electronically to all Regular Members entitled to vote consisting of each candidate’s nomination, explanation of qualifications and any photo.
H. Floor Nominations. Nominations may also be made from the floor at the meeting during a time provided for that purpose.
I. Floor Questions. After floor nominations are closed each nominee for the offices of President and Vice President shall be required to answer pertinent questions from the floor. No candidate may be elected to the office of President or Vice President unless they are present at the meeting to answer questions.
J. Voting. In the discretion of the Nominations Committee either before or after the question period Regular Members who are present will be given pre-printed ballots to cast their votes by secret ballot deposited in a secure ballot box. Unless for good cause the Nominations Committee decides otherwise, Delegates may only vote after the question period.
K. Counting. After the voting is complete the Nominations Committee or the Election Officials at the direction of the Nominations Committee or its Chair shall immediately count the ballots. The candidate receiving at least forty percent (40%) of the votes cast shall be declared the winner. If no candidate receives the required vote, the Nominations Committee
shall immediately conduct a run off election among the candidates receiving the first and second most votes. The candidate receiving a majority of those votes shall be declared the winner.
L. Other Policies and Procedures. The Nominations Committee may adopt such other policies and procedures as may be necessary and convenient for the conduct of elections not inconsistent with law. To the extent necessary and practicable all such policies and procedures shall be in writing and available upon request to all Regular Members entitled to vote and their Delegates..
M. Electronic Meetings. In its sole discretion the Board of Directors may allow Regular Members entitled to vote either in person or by Delegates to participate in an annual or regular meeting of members by means of Internet, teleconference, or other electronic transmission technology in a manner that allows Members and Delegates the opportunity to:
(1) Read or hear the proceedings substantially concurrently with the occurrence of the proceedings;
(2) Vote on matters submitted to the members;
(3) Pose questions; and
(4) Make comments.
A Regular Member or Delegate participating in a meeting by means authorized under this subsection shall be deemed to be present in person at the meeting. The Board of Directors shall implement reasonable measures to verify that each person deemed present and permitted to vote at the meeting by means of the Internet, teleconference, or other electronic transmission technology is a Regular Member or Delegate entitled to vote at the meeting.
Section 5.11. National Delegates
The State Board shall appoint a delegate or delegates to the National Convention of Directors on the basis of representation as provided in the National Farmers Union Bylaws, Article 5, Section H, namely one delegate, with full voice and vote, to the National Convention for the first 2,500 members, or fraction thereof, and an additional delegate for each additional 2,500 members or major fraction thereof.
ARTICLE 6 HFUU Committees
Section 6.1. Appointed by HFUU President
The President of the State Division may create standing and other committees as necessary and appropriate for the purposes described in this Article and to further the Interest of the State Division and may appoint members of those committees at least one of whom must also be a member of the HFUU Board. Subject to the approval of the HFUU Board of Directors, the President shall appoint the Chairs of these Committees.
Section 6.2. Standing Committees
A. Cooperatives Committee. The Cooperatives Committee shall serve as a resource in cooperative education for HFUU, planning and presenting cooperative educational events at the annual meeting and other meetings/venues as approved by the State Board of Directors. It shall organize, develop and distribute cooperative educational materials, track, network and promote cooperative initiatives in Hawai’i.
B. Education Committee. The Education Committee shall establish educational goals and activities including scholarships at the state level based on suggestions or recommendations from the membership. The Education Committee shall liaison with the respective committees at the HFUU Chapters to prioritize educational goals and to plan educational activities at the state, county, and community levels. The Education Committee should also network with educational institutions and other agencies in the state and at the federal level to cooperate in conducting educational programs and to stay updated with current educational opportunities.
C. Legislative Committee. The Legislative Committee, assisted by the Policy Committee, shall establish legislative goals at the state level based on suggestions and recommendations from the membership and shall consult on county and community level policy-making. The Legislative Committee shall participate collaboratively with the Policy Committee, coalitions, organizations, and agencies to articulate, promote and work to establish legislation and policies that align with the mission and vision of the HFUU. The Legislative Committee shall meet prior to the annual meeting and receive resolutions presented by members of local Chapters. It is recommended all resolutions to be acted upon at any annual meeting shall be presented to the Legislative Committee Chair at least one week prior to the opening of the annual meeting. Additionally, for HFUU internal matters, the Legislative Committee shall draft suitable resolutions and policy proposals expressing the wishes or sentiments of the members on any matters of general concern to them, and submit them to the annual meeting for approval. On being approved, such
resolutions shall require the HFUU Board of Directors and members to strive for the fulfillment of wishes or decisions so expressed.
D. Membership Committee. The Membership Committee shall meet as needed to discuss ways to attract new members to the Chapters and State Division, to bring the message of HFUU to our communities, and to sustain and enhance the existing membership. The Membership Committee will provide support at meetings, events, and programs held throughout the state, create surveys to stay current with our membership and with our demographics, and report all results and suggestions to the HFUU Board of Directors. This committee will also address the continual expansion of member benefits.
Section 6.3. Other Possible Committees
A. Policy Committee. The Policy Committee may meet prior to the annual meeting to prepare rules of procedure for the transaction of business of the meeting and to consider and propose changes in the articles or bylaws for consideration of the members. The Policy Committee shall assist the Legislative Committee in determining the policy goals and objectives of the members by survey of member views, solicitation of Chapter Resolutions or other means as the Legislative Committee or its Chair may request.
B. Nominations Committee. The Nominations Committee shall examine and may approve or reject all credentials of members, and tally votes at any membership meeting where a vote is taken on any matter. At the first business session of the annual meeting, the Credentials Committee shall make a report of those Regular Members entitled to vote and shall make supplementary reports from time to time during the session for seating delayed Regular Members, if any. The Nominations Committee may meet at least thirty (30) days prior to the annual or any special meeting to solicit nominations for the election of the President and/or Vice President. The Committee will provide notice of open offices, and compile the slate of candidates and nominate or solicit the names of candidates to be distributed in advance of the meeting to the Regular Members entitled to vote at the meeting.
ARTICLE 7 Amending Bylaws
Section 7.1. Method of Amending
A. Meeting. These Bylaws may be amended at any State Division annual or special meeting where a quorum is present by a majority vote of those Regular Members who are present and entitled to vote or their Delegates.
B. Notice. A written copy of any proposed amendment shall be presented at the meeting and a copy thereof made available to each Regular Member entitled to vote not less than fifteen (15) days before the vote on the amendment is taken.
C. Board Approval or Petition. No Bylaw amendment may be considered unless it is either first proposed or approved by the HFUU Board of Directors or by petition signed by at least twenty percent (20%) of the Regular Members entitled to vote.
ARTICLE 8 Indemnification of Directors, Officers and Employees Each director, officer, employee or agent of HFUU now or hereafter serving as such, shall be indemnified by HFUU against any and all claims and liabilities including reasonable settlements to which they have or shall become subject by reason of serving or having served in such capacity, or by reason of any action alleged to have been taken, omitted, or neglected by them as such director, officer, employee or agent. HFUU shall reimburse each such person for all legal expenses reasonably incurred by them in connection with any such claim or liability, provided, however, that no such person shall be indemnified against, or be reimbursed for any liability or expense incurred in connection with, any claim or liability arising out of his or her own willful misconduct or gross negligence. Any question as to the above rights and responsibilities shall be finally resolved by a majority of the HFUU Board of Directors not a party to the claim, or by a vote of the Regular Members at a meeting called for that purpose. The corporation shall maintain insurance covering such liability and expense, whether or not it could have power to indemnify such director, officer, employee or agent under law, contract, or by this provision. It is intended that reasonable advances may be made on such indemnity, and that the burden of proof of lack of entitlement be on any objector. If any part of these provisions shall be held ineffective, this shall not affect the balance, and in no case shall indemnification be less than provided or permitted to the full extent of the law.
David S. Case, Secretary of the Hawaii Farmers Union United, certifies that the Corporation’s Regular Members, at a duly called meeting held on November 6, 2014 in Honolulu, Hawai’i and at which a quorum was present did approve the foregoing Second Amended and Restated Bylaws for and on behalf of the Corporation by unanimous consent of those Regular Members present and entitled to vote and as otherwise required by law, the Articles of Incorporation and Bylaws of the Corporation.
HAWAI’I FARMERS UNION UNITED
David S. Case, Secretary