Chapter 15.20 TULALIP FORESTRY ENTERPRISE

The official name of this Tribal enterprise of the Tulalip Indian Tribes shall be “Tulalip Forestry Enterprise,” also referred to as “TFE.” Such terms may be used interchangeably herein or in any other context. [Ord. 66 § 1.1, 5-10-1986 (Res. 86-0280)].

15.20.020 Location and place of business.

The principal place of business and the office of TFE shall be on the Tulalip Indian Reservation, Tulalip, Washington. TFE may have such other places of business as the Board of Directors of the TFE may from time to time direct. [Ord. 66 § 1.2, 5-10-1986 (Res. 86-0280)].

15.20.030 Authorization.

TFE is established in accordance with and under the authority of Article VI, Sections 1(L) and (M) of the Federally approved Constitution and Bylaws of the Tulalip Indian Tribes of the Tulalip Indian Reservation. [Ord. 66 § 1.3, 5-10-1986 (Res. 86-0280)].

15.20.040 Seal.

The seal of TFE shall consist of such design as the Board of Directors shall designate, including the words “An Enterprise of the Tulalip Indian Tribes.” [Ord. 66 § 1.4, 5-10-1986 (Res. 86-0280)].

15.20.050 Purposes.

The purposes of TFE are: (1) to develop a profitable management and financial system promoting the business development and growth of a forestry resources and products enterprise of the Tulalip Tribes, including, but not limited to, the purchasing, selling, processing, and marketing of forest products; (2) to develop utilization of the forestry resources of the Tulalip Indian Reservation in such a way as to promote an orderly expansion of commercial enterprises, together with conservation of Reservation resources, and to promote the general economic development and welfare of the Tribes and its members through enterprise returns, business opportunities, and related employment opportunities for Tribal members through Tribal preference and TERO initiatives; (3) to develop utilization of Tribal resources so that the unique culture and heritage of the Tulalip Indian people may be preserved and protected; and (4) to do any and all activities which may be necessary, useful or desirable for the furtherance, accomplishment, fostering or attainment of the foregoing purposes, either directly or indirectly, either alone or in conjunction or cooperation with others, whether such others be persons or organizations of any kind or nature, such as corporations, firms, associations, trusts, institutions, foundations or governmental bureaus, departments or agencies. [Ord. 66 § 1.5, 5-10-1986 (Res. 86-0280)].

Article II. Duration, Attributes and Powers

15.20.060 Duration.

TFE shall continue until it is dissolved in accordance with the provisions of this chapter. [Ord. 66 § 2.1, 5-10-1986 (Res. 86-0280)].

15.20.070 Attributes.

TFE is an enterprise of the Tulalip Indian Tribes, established as a distinct entity of the Tribal government and pursuant to those provisions of the Tribal Constitution adopted under Section 16 of the Indian Reorganization Act of 1934. It is subject to the jurisdiction, Constitution, laws and ordinances of the Tribes. The Tribes expressly reserves all of its inherent sovereign rights as an Indian tribe with regard to the activities of TFE and retains all the privileges and immunities of such rights in operating through the enterprise, except as expressly limited by the Tribes. Nothing in this chapter shall be deemed or construed to be a waiver of sovereign immunity from suit or to be a consent of the Tulalip Indian Tribes to the jurisdiction of any state with regard to the business or affairs of TFE or to any cause of action, case or controversy. Any waiver of sovereign immunity must be expressly and unequivocally enacted as provided in TTC 15.20.080(12) and shall be strictly construed. [Ord. 66 § 2.2, 5-10-1986 (Res. 86-0280)].

15.20.080 Powers.

In furtherance, but not in limitation, of the foregoing economic development purposes, TFE shall have the following powers:

(1) To purchase, lease, take by gift, devise or bequest, or otherwise acquire, own, hold, improve, use and otherwise deal in and with money, securities, real and personal property, rights and services of any kind and description, or any interest therein; provided, that TFE shall have authority to purchase or exchange real property, whether located on or off the Tulalip Indian Reservation, only with the express consent of the Tulalip Tribal Board of Directors and the Secretary of the Interior as to each such action. All real property acquired by TFE shall be acquired in trust for the Tulalip Tribes.

(2) To sell, convey, mortgage, pledge, lease, exchange, transfer and otherwise dispose of all or any part of its personal property and assets, except as limited in subsection (3) of this section.

(3) To borrow money and to make, accept, endorse, execute and issue bonds, debentures, promissory notes, guarantees, and other obligations of TFE for monies borrowed, or in payment for property acquired or for any of the purposes of TFE, and to secure payment of any obligations by secured interest, mortgage, pledge, deed, indenture, agreement or other instrument of trust, or by other lien upon, assignment of or agreement in regard to all or any part of the property, rights or privileges of TFE; provided, that TFE shall only have authority to sell, convey, mortgage, exchange, or transfer any interest in Tribal trust or restricted property, wheresoever located, and any other Tribal property not separately owned by TFE, upon the express written approval of the Board of Directors of the Tulalip Tribes and in compliance with any applicable Federal law, including, but not necessarily limited to, 25 U.S.C. 403a, 403a-2, and 415. Any Tribal forest product, including logs, which is subject to a sales contract or agreement between the Tribes and TFE, shall not be deemed to be separately owned by TFE until full payment for sale to the Tribes has been made.

(4) To arbitrate, compromise, negotiate, or settle any dispute relating to TFE’s authorized activities to which it is a party.

(5) To enter into, make, perform and carry out or cancel and rescind contracts for any lawful purpose pertaining to its business or which is necessary or incidental to the accomplishment of its purposes, subject to the restrictions of this chapter.

(6) To invest and reinvest its funds in such mortgage, bonds, notes, debentures, shares of preferred and common stock, and any other securities of any kind whatsoever and property, real, personal or mixed, tangible or intangible, as TFE’s Board of Directors shall deem advisable and as may be permitted under applicable law or ordinance; provided, that TFE shall have authority to invest or reinvest in real property, whether located on or off the Tulalip Indian Reservation, only with the express consent of the Tulalip Board as to each such action, and approval of the Secretary of the Interior, when required by Federal law.

(7) To furnish management, administrative and other business services, support, training and technical assistance to Tulalip Indians involved in business ventures and programs owned, operated or assisted by TFE.

(8) To conduct educational activities designed to provide instruction or training of Tulalip Indians in technical, language and job skills.

(9) To engage in business ventures which will carry out the purposes of this chapter, either as sole proprietor or in partnership or joint venture.

(10) To engage in the activities of owning and operating business ventures providing job training, employment and managerial development opportunities to Tulalip Indians.

(11) To sue in courts of competent jurisdiction within the United States.

(12) To be sued; provided, that the sovereign immunity of TFE from suit shall be deemed waived only by express and unequivocal resolution of the Tulalip Board and only to the extent specified in such resolution; and provided further, that this grant of power to be sued and any express waiver of sovereign immunity by resolution of the Tulalip Board of Directors shall not be deemed a consent to the levy of any judgment, lien or attachment upon the property of TFE, other than property specifically pledged or assigned, or upon any property of the Tulalip Indian Tribes, or upon any trust or restricted property.

(13) To conduct its affairs, carry on its operations, and exercise the powers granted under this chapter in any state, territory, district or possession of the United States, or in any foreign country.

(14) To engage in any and all activities which will directly and indirectly carry out the purposes of TFE as set forth above.

(15) To take all action which shall be necessary and proper for carrying into execution the foregoing powers and all of the powers vested by this chapter/charter as permitted by the purposes and powers herein stated, so long as such action is in compliance with all laws, ordinances, rules and regulations duly adopted by the Tulalip Indian Tribes or the United States government. [Ord. 66 § 2.3, 5-10-1986 (Res. 86-0280)].

Article III. Structure and Management

15.20.090 TFE Board of Directors (TFE Board).

The general policies, scope and procedures of TFE shall be determined by a TFE Board of Directors which shall exercise all powers of TFE granted by the charter. [Ord. 66 § 3.1, 5-10-1986 (Res. 86-0280)].

15.20.100 Number and selection of directors.

The Board of Directors shall consist of five members, namely the three members of the Tulalip Board Business Committee, the Chairman of the Tulalip Board and the Executive Director of the Tulalip Tribes. [Ord. 66 § 3.2, 5-10-1986 (Res. 86-0280)].

15.20.110 Terms of office.

The directors shall only serve as such so long as they are members of the Tulalip Board Business Committee or hold the position of Executive Director of the Tulalip Tribes or the Chairman of the Tulalip Board, as the case may be. [Ord. 66 § 3.3, 5-10-1986 (Res. 86-0280)].

15.20.120 First Board of Directors.

The first Board of Directors to be appointed after the adoption of this chapter shall be as provided in TTC 15.20.100. [Ord. 66 § 3.4, 5-10-1986 (Res. 86-0280)].

15.20.130 Qualifications of directors.

In constituting the members of the TFE Board, the Tulalip Board has given due consideration to: (1) the qualities of experience, industry, responsibility, integrity, judgment and sensitivity to the unique Indian cultural and social conditions and goals of the Tulalip Indian Tribes; (2) the need for diversity of experience on the TFE Board; (3) the need for adequate expertise in the understanding of the Pacific Northwest forestry industry; and (4) the guidelines of organizations providing financial assistance to TFE. [Ord. 66 § 3.5, 5-10-1986 (Res. 86-0280)].

15.20.140 Resignation.

Any TFE director may resign at any time by delivering a written resignation to the Chairman of the Board of Directors or to the Secretary. Such resignation shall be effective upon receipt, unless otherwise provided by the terms thereof. [Ord. 66 § 3.6, 5-10-1986 (Res. 86-0280)].

15.20.150 Removal.

Any director may be removed from office by the TFE Board. The Tulalip Board may also request the TFE Board to remove a director. The TFE Board shall then consider such request. If the TFE Board determines not to remove such director, then the Tulalip Board may remove such director upon determination that such director has not properly carried out his responsibilities as a director. [Ord. 66 § 3.7, 5-10-1986 (Res. 86-0280)].

15.20.160 Vacancies.

Whenever the number of directors shall for any reason be less than the number fixed by this chapter, any vacancies shall be filled by the Tulalip Board. Each director so appointed to fill a vacancy shall hold office for the remainder of the term of the position vacated. [Ord. 66 § 3.8, 5-10-1986 (Res. 86-0280)].

15.20.170 Officers.

The officers of TFE shall be a Chairman, Secretary and Treasurer, to be selected by the TFE Board from among its members. The officers shall be appointed each year by the TFE Board at its annual meeting. Unless an officer resigns, dies or is removed prior thereto, he or she shall hold office until his or her successor has been chosen and qualified. Any officer may resign at any time by delivering a written resignation to the Chairman or Secretary. Any officer may be removed from that office at any time, with or without cause, by a majority vote of the directors at a duly held meeting of the TFE Board with a quorum being present. Proper notice specifying the proposed removal shall be given prior to any meeting of the TFE Board of Directors at which such removal shall be considered. Vacancies in office may be filled for the unexpired portion of the term by the TFE Board. [Ord. 66 § 3.9, 5-10-1986 (Res. 86-0280)].

15.20.180 Annual meeting.

The annual meeting of the TFE Board for the election of officers and for the transaction of such other business as may properly come before it shall be held at the principal office of TFE on the anniversary date of the approval of this chapter by the Tribal Board. [Ord. 66 § 3.10, 5-10-1986 (Res. 86-0280)].

15.20.190 Other meetings.

Other meetings of the TFE Board shall be held at any time as determined by the TFE Board or when called by either the Chairman or two members of the Board. Except as required for the annual meeting, each meeting of the Board of Directors shall be held at such place and at such time as shall be specified by notice thereof. [Ord. 66 § 3.11, 5-10-1986 (Res. 86-0280)].

15.20.200 Quorum.

Two members of the Board shall constitute a quorum. A meeting at which there is no quorum may by resolution of a director be adjourned from time to time for a period not exceeding 10 days in any one case. [Ord. 66 § 3.12, 5-10-1986 (Res. 86-0280)].

15.20.210 Notice of meetings.

Notice of each meeting of the TFE Board shall be mailed to each director, addressed to his or her residence or usual place of business, not less than five nor more than 20 days before the day on which the meeting is to be held, or notice may be delivered to such director personally not less than two days before the day on which the meeting is to be held. Notice of any meeting of the TFE Board need not be given to any director who shall waive such notice whether before or after such meeting or if such director is present at the meeting. [Ord. 66 § 3.13, 5-10-1986 (Res. 86-0280)].

15.20.220 Conduct of meetings.

At all meetings of the TFE Board where a quorum is present, all matters shall be decided by a vote of the majority of the directors present at the meeting. The Chairman shall preside at each meeting, and in his absence, the Secretary shall so act. [Ord. 66 § 3.14, 5-10-1986 (Res. 86-0280)].

15.20.230 Action of the Board without a meeting.

Action taken by a majority of the number of directors established by this chapter without a meeting in respect to any matter properly within the TFE Board’s charter authority is nevertheless a valid action of the Board of Directors if, either before or after such action is taken, all directors sign and file with the Secretary, for inclusion in the minute book, a memorandum showing the nature of the action taken, that each member of the TFE Board consents to the Board acting informally in respect of such matters, and the names of the directors who approved the action so taken and the names of the directors who oppose such action. [Ord. 66 § 3.15, 5-10-1986 (Res. 86-0280)].

15.20.240 Telephone meetings.

Any director may participate in a meeting of the Board of Directors by means of conference telephone or similar communications equipment which enables all directors participating in the meeting to hear one another. [Ord. 66 § 3.16, 5-10-1986 (Res. 86-0280)].

15.20.250 Record of meetings.

The Secretary shall keep, or cause to be kept, a complete and accurate record of all meetings, copies of which shall be furnished to the TFE Board and to the Tulalip Board. [Ord. 66 § 3.17, 5-10-1986 (Res. 86-0280)].

15.20.260 Compensation.

Compensation of the TFE Board members shall be determined by the TFE Board and shall be paid from TFE funds, subject to approval of the Tulalip Board. [Ord. 66 § 3.18, 5-10-1986 (Res. 86-0280)].

15.20.270 Signatures.

The Chairman and Secretary of the TFE Board may sign such papers as the TFE Board may authorize for and on behalf of the TFE Board. [Ord. 66 § 3.19, 5-10-1986 (Res. 86-0280)].

15.20.280 Voting.

Each member of the TFE Board, including the Chairman, shall be entitled to vote on each matter coming properly before the Board. [Ord. 66 § 3.20, 5-10-1986 (Res. 86-0280)].

15.20.290 Responsibility.

The Board of Directors shall be responsible to and accountable to the Tulalip Board. [Ord. 66 § 3.21, 5-10-1986 (Res. 86-0280)].

15.20.300 Committees.

The TFE Board may from time to time establish committees which shall have such duties and the members of which shall hold office for such periods as the TFE Board may determine. [Ord. 66 § 3.22, 5-10-1986 (Res. 86-0280)].

15.20.310 Bonding.

All members of the TFE Board and those TFE employees specifically designated by the TFE Board shall be bonded. [Ord. 66 § 3.23, 5-10-1986 (Res. 86-0280)].

15.20.320 Duties of officers.

The officers of the TFE Board shall have the following duties and powers.

(1) Chairman. The Chairman of the Board shall preside at all meetings of the directors and he/she shall have such other powers and duties as may from time to time be assigned to him/her by the TFE Board.

(2) Secretary. The Secretary shall issue notices for all meetings, except for the notices for special meetings of the directors which are called by the requisite number of directors, shall keep minutes of all meetings, shall have charge of seal and the books, and shall make such reports and perform such other duties as are incident to this office, or are properly required of him/her by the TFE Board.

(3) Treasurer. The Treasurer shall have principal oversight responsibilities for all financial functions and affairs of TFE and shall serve as the TFE Board’s principal financial liaison with the General Manager, Controller and other members of TFE management having financial management responsibilities and with TFE’s accounting firm and financial advisors. He/she shall perform such other duties incident to this office or that are properly required of him/her by the TFE Board.

(4) Delegation. In the case of absence or inability to act of any officer and of any person herein authorized to act in his place, the TFE Board may from time to time delegate the powers or duties of such officer to any other officer or any TFE director or other person whom it may select. [Ord. 66 § 3.24, 5-10-1986 (Res. 86-0280)].

15.20.330 Contracts in which directors have interest.

Any contract or other transaction between TFE and one or more of its directors, or between TFE and any corporation, firm, association, or other entity of which one or more of its directors are stockholders, members, directors, officers or employees, or in which they are interested, shall be valid for all purposes, notwithstanding the presence of such director at the meeting of the Board of Directors which acts upon such contract or transaction, and notwithstanding his participation in such action by voting or otherwise; provided, that the fact of such interest shall be disclosed to or known by the directors acting on such contract or transaction. [Ord. 66 § 3.25, 5-10-1986 (Res. 86-0280)].

Article IV. Management

15.20.340 General Manager.

The TFE Board shall have the authority to hire a General Manager for TFE under a written employment contract. The General Manager shall have the following powers and duties:

(1) He/she shall be responsible for daily operations of the business enterprise entrusted to his/her charge and for the carrying out of the policies, plans and procedures established by the TFE Board.

(2) He/she shall be responsible for employing, directing, training and discharging all employees under his/her charge, according to the Tribal Personnel Policy Manual. In hiring, he/she shall give preference to qualified members of the Tribes, and shall comply with Chapter 9.05 TTC, Tribal Employment Rights and Contracting. All salaries and wages shall be an expense of TFE and will be in accordance with pay scales approved by the TFE Board.

(3) He/she shall have the power to direct purchasing and sales within limits set by the TFE Board.

(4) He/she shall be responsible for planning and development as directed by the TFE Board.

(5) He/she shall be responsible for income and expenditures, budgeting and accounting for enterprises under his/her direction.

(6) He/she shall be required to make periodic reports to the TFE Board and Tulalip Board. [Ord. 66 § 4.1, 5-10-1986 (Res. 86-0280)].

15.20.350 Professional services.

TFE shall be entitled to retain business or professional consultants, and to utilize any consultants or assistance made available to TFE by the Tulalip Board, or the services of the Tribes’ General Counsel and Reservation Attorney, subject to approval of the Tribes’ Executive Director. TFE may enter into a separate contract with any of the above providing for payment from TFE funds, subject to approval of the Tribes’ Executive Director. [Ord. 66 § 4.2, 5-10-1986 (Res. 86-0280)].

15.20.360 Indemnification of directors, officers and employees.

TFE shall indemnify any person who was or is a party or threatened to be made a party to any threatened, pending or completed action, suit or proceeding either civil, criminal, administrative or investigative by reason of the fact that he or she is or was a director, officer, agent or employee acting on behalf of TFE, or is or was serving at the request of TFE as a director or officer of another enterprise or corporation, against expenses (including attorneys fees), judgments, fines and amounts paid in settlement actually and reasonably incurred by him or her in connection with such action, suit or proceeding to the extent that such person is not otherwise indemnified. TFE shall not be required to indemnify such director or officer if the TFE Board shall determine pursuant to a judicial decision in any such action, suit, or proceeding, or independently in case of settlement, that the director or officer has failed to act in good faith and with that degree of diligence, care and skill which ordinarily prudent men would exercise under similar circumstances in like positions. The right of indemnification provided for herein shall not be deemed exclusive of any other rights to which such director or officer may be entitled and shall inure to the benefit of the heirs, executors and administrators of any such person. [Ord. 66 § 4.2, 5-10-1986 (Res. 86-0280)].

Article V. Operation of Enterprise

15.20.370 Deposit of funds.

All funds of TFE not otherwise employed shall be deposited in such banks, trust companies or other reliable depositories as the TFE Board may from time to time determine. Each account in any depository selected by the Board of Directors shall be in the name of TFE singly, or jointly with the names of the operating division, if any, for whose use the funds are being held. These deposits shall be kept separate and distinct and shall be separately identified from any funds of the Tulalip Tribes and other Tribal entities. [Ord. 66 § 5.1, 5-10-1986 (Res. 86-0280)].

15.20.380 Checks, etc.

All checks, drafts, or other order for payment of money, notes or other evidence of indebtedness, issued in the name of or payable to TFE, shall be signed or endorsed by such officers or agents of TFE and in such manner as the TFE Board from time to time may determine. [Ord. 66 § 5.2, 5-10-1986 (Res. 86-0280)].

15.20.390 Loans.

No loan or advance shall be contracted on behalf of TFE, and no note, debenture, bonds, guarantees or other evidence of indebtedness shall be issued in its name unless and except as authorized by the TFE Board. Each such authorization of the Board shall relate to specific transactions, and may include authorization to pledge, as security for loans and advances so authorized, any or all securities or other properties at any time owned by TFE, subject to the restrictions set out in this chapter. [Ord. 66 § 5.3, 5-10-1986 (Res. 86-0280)].

15.20.400 Contracts.

When authorized by the TFE Board, the Chairman or other officers or agents of TFE may, in the name and on behalf of TFE, enter into such contracts or execute and deliver such instruments as are authorized by the TFE Board. Such authorization by the Board of Directors may be general or confined to specific transactions. TFE shall not enter into any litigation without specific authorization of the TFE Board and Tulalip Board, nor may TFE employees or the TFE Board waive indemnity from suit without specific prior authorization, as provided in TTC 15.20.080(12), or grant security interests in property except as permitted in TTC 15.20.080(3). [Ord. 66 § 5.4, 5-10-1986 (Res. 86-0280)].

15.20.410 Annual budget.

TFE shall prepare an annual budget covering its anticipated operations which shall be subject to approval by the TFE Board and Tulalip Board. Upon adoption by the TFE Board, an annual budget shall be prepared and submitted to the Tulalip Board for approval within 30 days prior to the conclusion of the current fiscal year. Further, the initial TFE budget shall be prepared and submitted to the Tulalip Board for approval within 60 days following the approval of this chapter. [Ord. 66 § 5.5, 5-10-1986 (Res. 86-0280)].

15.20.420 Representation of shares of other enterprises or corporations.

The Chairman and the Secretary are authorized to vote, represent and exercise on behalf of TFE, in person or by proxy, all rights incident to any and all shares of any other enterprise or corporation held in the name of TFE. [Ord. 66 § 5.6, 5-10-1986 (Res. 86-0280)].

15.20.430 Insurance.

Fire and other insurance on property owned by TFE, or on property in which TFE has an insurable interest, shall be in amounts and type of coverage specified by the TFE Board. [Ord. 66 § 5.7, 5-10-1986 (Res. 86-0280)].

15.20.440 Fiscal year.

The fiscal year of TFE shall be established by the TFE Board. [Ord. 66 § 5.8, 5-10-1986 (Res. 86-0280)].

15.20.450 Petty cash fund.

A petty cash fund is authorized to be established for TFE in an amount to be set by the TFE Board. This fund may be used to pay small expenses when necessity demands, and to pay small obligations when it is not feasible to pay by check on the official depository. [Ord. 66 § 5.9, 5-10-1986 (Res. 86-0280)].

15.20.460 Records.

There shall be maintained at the principal office of TFE all financial books and records of account, all minutes of the TFE Board meetings, and copies of all other material, books, records, documents, and contracts. All such books, records, minutes, documents and contracts shall be made available for inspection at any reasonable time during usual business hours, (1) by the Tulalip Board or any duly authorized representative(s) thereof, for any lawful and proper purpose, and (2) by any director of TFE or duly authorized representative thereof for any lawful and proper purpose. Upon leaving office, each officer or agent of TFE shall turn over to his successor or the Chairman, in good order, such monies, books, records, minutes, writs, documents, contracts or any other property of TFE as has been in the custody of such officer or agent during his term of office. [Ord. 66 § 5.10, 5-10-1986 (Res. 86-0280)].

15.20.470 Audit.

Within 60 days after the close of the fiscal year, there shall be an audit by independent certified public accountants of the books of TFE. A report by the CPA of the audit shall be submitted to the Tulalip Board when it is issued. [Ord. 66 § 5.11, 5-10-1986 (Res. 86-0280)].

15.20.480 Reports.

TFE shall annually file reports with the Tulalip Board within 90 days of the end of the fiscal year of TFE which shall describe (1) the business done and intended to be done by TFE; (2) material changes and developments since the last report in the business described, including a description of competitive conditions, research and development activities, new lines of business conducted by TFE, the approximate amount of total sales and revenue, and income (or loss) attributable to each line of business which accounted for more than 10 percent of total sales and revenues; (3) any pending legal proceedings to which TFE or a business venture is a party; (4) audited financial statements of TFE, including a consolidated balance sheet and consolidated statements of income and source and application of funds for each such fiscal year; and (5) an operations plan for the coming year including the short-range and long-range goals and objectives of TFE and the strategies to be employed by TFE to accomplish these goals and objectives. TFE shall file with the Tribal Board such additional reports as are required from time to time by the Tulalip Board. [Ord. 66 § 5.12, 5-10-1986 (Res. 86-0280)].

15.20.490 Source of funds.

TFE shall be entitled to apply for funds to the Tulalip Indian Tribes, Bureau of Indian Affairs, and any governmental agency. In any such application, it shall be entitled to identify itself as the Tribal enterprise of the Tulalip Indian Tribes. TFE shall also have authority to negotiate grants or loans from any nongovernmental foundation, institution, business or private individual, subject to the provisions of TTC 15.20.080. TFE shall not allow investment by any private individual, but may negotiate grants or loans from private individuals in the regular course of business. [Ord. 66 § 5.13, 5-10-1986 (Res. 86-0280)].

Article VI. Ownership and Profits

15.20.500 Ownership.

All of the assets acquired by TFE and any of its business ventures shall belong to TFE as a Tribal enterprise operated by and for the benefit of the Tulalip Indian Tribes; provided, however, that title to real property and property which is to become a part of the land will be taken in the name of the United States in trust for the Tulalip Indian Tribes. In the event of dissolution, title to all assets of TFE shall revert directly to the Tribes. [Ord. 66 § 6.1, 5-10-1986 (Res. 86-0280)].

15.20.510 Reserve fund.

The TFE Board shall establish a reserve fund and shall set aside such portion of annual net earning of TFE as it deems necessary to this reserve. This reserve shall be used to meet contingencies, for maintaining any property of TFE, or as capital for expansion of existing enterprises or additional enterprises under the terms of this chapter. The balance of annual net earnings shall be credited to a “surplus account.” [Ord. 66 § 6.2, 5-10-1986 (Res. 86-0280)].

15.20.520 Transfer of surplus funds.

Funds from the surplus account shall be transferred from the accounts of TFE to the General Fund of the Tulalip Indian Tribes within a reasonable time after the close of the fiscal year of TFE. Such profits shall be in addition to and computed after payment of any applicable taxes or fees. [Ord. 66 § 6.3, 5-10-1986 (Res. 86-0280)].

Article VII. Dissolution

15.20.530 Method of dissolution.

TFE may be dissolved by resolution of the Tulalip Board. [Ord. 66 § 7.1, 5-10-1986 (Res. 86-0280)].

15.20.540 Distribution of assets.

Upon winding up and dissolution of TFE, the assets of TFE remaining after payment of, or provision for payment of, all debts and liabilities of TFE shall be distributed to the Tulalip Board, or to such other Tulalip Tribal organization or enterprise duly designated by the Tulalip Board so as to ensure that the assets of TFE will be used exclusively to accomplish the general purposes for which TFE is organized. [Ord. 66 § 7.2, 5-10-1986 (Res. 86-0280)].

Article VIII. Approval and Amendment

15.20.550 Approval of chapter.

This chapter/charter shall become effective upon its adoption by the Tulalip Board. [Ord. 66 § 8.1, 5-10-1986 (Res. 86-0280)].

15.20.560 Amendment of chapter.

This chapter/charter may be amended by the Tulalip Board. [Ord. 66 § 8.2, 5-10-1986 (Res. 86-0280)].