C O D E O F B Y L A W S G I T A. January 22, 2018.

Transcription

1 C O D E O F B Y L A W S G I T A January 22, 2018.

2 C O D E O F B Y L A W S G I T A PREAMBLE The Telugu speaking people of central Indiana hereby join together to form an association whose aim shall be to promote the religious, cultural, literary and social activities of our heritage throughout our community. Section A: Article 1: Name of the Association and Location The name and title of the association shall be Greater Indianapolis Telugu Association or "GITA, ( Association ). Section B: Location. For official purposes, the headquarters of the organization shall be located in the greater Indianapolis area in the State of Indiana. Section A: Article 2: Objectives To preserve, maintain and perpetuate the heritage of Telugu culture. To promote Telugu literary, cultural, social, and religious activities. To create, promote and increase awareness of Telugu and Indian culture among local communities by participating in social activities. To support humanitarian causes either directly or in cooperation with other registered non-profit organizations in USA and abroad.

3 GITA Code of Bylaws - Revised November 17, Section B: No part of the net earnings of the Association will inure to the benefit of any individual or individuals. However, the Board of Trustees, at their discretion, may adopt resolutions to grant honorariums to distinguished scholars and artists and to community members in distress. Section C: Neither the BOT nor the EC may attempt to influence or participate to any extent in a political or non-political campaign for or against any candidate for public or private office. Article 3: Life time The Association shall be perpetual duration and will not be for profit until dissolved. Section A: Article 4: Membership The membership of the Association shall consist of all individuals who are of eighteen years of age or older, or college students, who subscribe to the objectives of the GITA and have paid the annual dues. Voting privileges are restricted to members who are residents of the State of Indiana unless those individuals have been members of GITA prior to Family membership shall be defined as parents and children less than 18 years of age. Such members shall constitute the General Body of the Association Section B: The Executive Committee shall determine the Association membership dues. Three paid levels of membership shall be made available to include Family, Single and Student. Honorary memberships may be bestowed on individuals at the discretion of the Board of Trustees. Section C: Any individual who is a member in good standing for two consecutive years is entitled to contest in the elections for the President-Elect. Any individual who is an active member in good standing for three

4 GITA Code of Bylaws - Revised November 17, consecutive years may contest in the elections for one of the elected positions on the Board of Trustees. Section A: Article 5: General Body Meetings The General Body meetings of the organization shall be held at least twice a year, once on the Telugu occasion of Ugadi and once on the Telugu occasion of Deepavali. The notice of these General Body meetings and any other special General Body meetings, shall be communicated to all members at least 30 days prior to such meeting date. Section B: Voting at meetings. Thirty three percent (33%) of the General Body members, or a minimum of 50 members, must be present in person or by proxy to constitute a quorum. All matters shall be decided by a majority of members present at the General Body meetings, except on matters as otherwise stated in the Code of Bylaws. Section C: Organization of General Body meetings. At each General Body meeting, the Chairman of the Board or in the absence of such, the President shall preside over the meeting. In the absence both, the most senior Trustee shall preside. Section A: Responsibility. Article 6: Trustees The Board of Trustees (BOT) shall be the principle governing body of the Association and will be the body responsible for upholding the Code of Bylaws. This body will be responsible for providing long range planning for GITA and function in an advisory capacity for the Executive Committee. The BOT may appoint special committees as needed from The BOT shall have specific responsibilities to manage and maintain GITA Emergency Services Fund (GITA ESF) as outlined in Section G of this article as well as other responsibilities as outlined elsewhere in this Code of Bylaws.

5 Section B: Appointment GITA Code of Bylaws - Revised November 17, The BOT shall be comprised of eight Trustees, six of whom are voted in by the General Body. The seventh Trustee shall be the immediate Past- President. The eighth Trustee shall be the current President, in some exofficio, non-voting capacity. To be eligible for one of the elected Trustee positions, the individual must have contributed significantly to GITA and have been an active member in good standing for at three consecutive years. The candidates with the maximum number of votes cast will be appointed onto the BOT. The members of the BOT shall select the Chairman, vice-chairman and treasurer of board. Section C: Term. The term for the elected Trustees shall be four years. To maintain continuity, the members of the BOT shall be voted in via a staggered fashion with three members being replaced bi-annually. Section D: Meetings and Quorum. The BOT shall meet at least twice a year, once each prior to the functions of Ugadi and Deepavali. Special meetings of the BOT may be called by any member of the BOT. Notice of such special meeting must be communicated at least 14 days in advance. Quorum for meetings of the BOT shall be at least three Trustees. Section E: Vacancies. In the event of a vacancy of any Trustee, the remaining Trustees may appoint a prior President to fill the position until the next regularly conducted elections. If no prior President is available or willing, then the Trustees may appoint any member of the Association who has been in good standing for at least three years. Section F: In the event decisions are made based on telephone and/or personal discussions among the Trustees, such decisions should be unanimous and properly documented and approved at the next BOT meeting.

6 GITA Code of Bylaws - Revised November 17, Section G: GITA Emergency Services Fund: 1. Organization for handling Emergency Services (ES) and issues thereof. i. Chairman of the GITA BOT shall be responsible for operating the Emergency Services by GITA. In the absence of the Chairman, the Vice- Chairman or any other person designated by the Chairman, shall perform the duties of the Chair. ii. The duties of the GITA BOT Chairman for ES shall be: a. To manage, maintain and implement GITA ESF as defined in this section. b. To Execute all the activities in these Guidelines. c. To work with GITA President & Board Treasurer for proper maintenance and management of GITA ES Funds. 2. Defining What is an Emergency. i. When a needy person/organization contacts any member of GITA regarding an issue, that issue shall first be brought to the attention of Chairman of GITA. The Chairman of GITA in consultation with President shall decide whether the situation is qualified for GITA s engagement/involvement. All decisions made by these two individuals shall be final. That a request for help is qualified for assistance shall primarily be determined based on the financial needs of the needy person making the request. ii. Any member of GITA can also bring any situation to the notice of Chairman of GITA to ascertain whether it needs GITA s support. The Chairman of GITA in consultation with President shall decide whether the situation is qualified for GITA s engagement/involvement. All decisions made by these two individuals shall be final. Qualification comes primarily from the financial needs of the needy person. That a request for help is qualified for assistance shall primarily be determined based on the financial needs of the needy person making the request. iii. In determining the assistance worthiness of a request, preference may be given to GITA members and all Telugu People within Metro Indianapolis IN. iv. Only extenuating circumstances should warrant such relief and that too the assistance is limited to initial logistical support. Death, accidents, fires etc. are examples of such extenuating circumstances. v. In case of differing opinions between BOT Chairman and President the majority voting of BOT shall decide whether a request is qualified for assistance through GITA ESF. 3. Raising Funds: i. Each year a portion of GITA membership dues collected as of 30 th June shall be deposited in to the emergency fund account. This portion shall be a minimum of 5% of membership dues collected and up to a

7 GITA Code of Bylaws - Revised November 17, maximum of $1000. BOT Chairman and President shall be responsible for the transfer of this fund in to ESF. All the membership dues funds transferred to emergency fund account during a given year along with any existing funds in the account as of December 31 st 2011 shall only be used for emergency situations. ii. BOT in coordination with executive committee may raise additional funds at various community events. Any funds raised by BOT shall be deposited into ESF and may be used for any charitable events with approval of BOT. The Board Treasurer shall maintain clear differentiation of funds raised for such purposes and the funds that are qualified ONLY for emergencies. 4. Finance Management: i. The GITA ES Funds shall be maintained under a separate bank account by GITA Board Treasurer under the supervision of GITA BOT Chairman. Withdrawal of the funds from this account must require signatures from both GITA Chairman and Board Treasurer. ii. The Chairman of BOT shall be fully responsible for managing the emergency fund. The upper limit of spending for a given emergency situation shall be determined by the Chairman of BOT in consultation with the President of GITA. iii. Depending upon the severity and intensity of the Emergency and availability of the funds in the ESF account, the Chairman of BOT and President of GITA can seek individual member support to raise as many additional funds as possible for meeting the needs on the hand. In this scenario, all funds collected can be used for that specific Emergency only. When needs are fulfilled, the surplus funds, if any, shall be reserved in the Emergency fund for future needs. iv. The GITA ES Funds shall primarily be available for GITA members only. However, if Telugu people living in Greater Indianapolis area need an assistance, all the services shall be provided except funds from GITA ES funds. In such cases, a separate fundraising could be conducted based on financial needs of the needy person. 5. Records Maintenance. The Board Treasurer shall maintain all records, financial statements and share the Quarterly Financial Status with GITA BOT & GITA Executive Committee. Article 7: Elections Section A: Nominating Committee. The Board of Trustees shall act as the Nominating Committee ( NC ) and Election Committee for all elections.

8 GITA Code of Bylaws - Revised November 17, Section B: Nomination Procedures i. Nominations for the President Elect and the Board of Trustees must be received by August 15 to the Nominating Committee. The individual must be nominated by a member and seconded by two other members and shall be with the full written consent of the candidate to serve the full term of the office. ii. If more than one candidate applies for the same position, all such candidates must be informed and given opportunity and time to withdraw or reconsider their nomination. If two candidates are still contesting for the same position during the same year, elections will be conducted as specified herein under Article 7, Section C. iii. If no nominations are received voluntarily by August 15, the Nominating Committee shall appoint a Special Search Committee consisting of five members of GITA in good standing to nominate candidates for vacant positions by October 15 and submit to the NC. iv. The candidates recommended by the Nominating Committee may be approved by a simple majority of the General Body thus concluding the selections of GITA candidates for the following year (thus, obviating the need for elections). v. Some deadlines for GITA elections process: (1) Deadline for receipt of nominations to the Nominating Committee August 15. (2) Deadline for withdrawal of nominations August 25. (3) Last day to pay GITA membership dues to be eligible for voting (must be dues paid member for the previous year also) June 30. (4) Deadline for communicating announcement of elections to candidates September 1. (5) Deadline to provide voter list (only Member s names, spouse s name, address, phone number and address information) to contestants and Election Committee September 1. (6) Ballots to be mailed Sept 15 th. (7) Deadline for receipt of ballots (post marked) - September 30. Section C: Election Procedures i. Paid GITA member s list, (i.e. eligible for voting), must be handed over to President, President-Elect and the BOT immediately after June 30 th deadline.

9 GITA Code of Bylaws - Revised November 17, ii. Nomination fee for GITA positions: $300 for Vice President/President-Elect. iii. Nomination fee will be used to conduct elections if necessary and remaining funds must be deposited into separate GITA account. Nomination fee will be refunded if elections are not required. No refunds if there is a need for election on any position. iv. Elections shall be announced by September 1 and shall be completed by no later than October 15 by the Nominating Committee. v. Ballots shall be mailed to all the GITA members who paid yearly dues by June 30 and must be dues paid member for the previous year also. One ballot will be mailed to Single GITA members and two ballots will be mailed to Family Members. vi. Big enough mailbox must be rented so that all the ballots will be collected only one time just before the counting. At least two Election Committee members must be present when collecting the ballots from mailbox. vii. Ballots will be counted by the Election Committee members and will report final results to the GITA BOT. Contestants must send one representative to the counting. viii. Elections may be conducted by (a) Mailed Ballot system or (b) Electronic Ballot or (c) Polling Booth or (d) A combination of any of (a), (b), (c). The details and time frames will be addressed by Chair of the Board of Trustees. Section D: Responsibilities of the NC. The NC will be responsible for confirming the eligibility of every member nominated to an elected position. The NC shall be responsible for placing on the ballot all eligible nominees for the office of the President and BOT, and may not remove any eligible candidate. The Election Committee shall be responsible for confirming all members who are eligible for voting in the elections. Section E: Removal. The President or any BOT member may be removed by the vote of the majority of the members. If the vote is to occur during a regularly scheduled General Body Meeting, a notice must be sent to all members at least 30 days prior to such regularly scheduled meeting to be placed on the agenda. If a special meeting is to be held for removal of the President or a BOT member, a Special Meeting Notice with the topic to be discussed must be communicated to all members at least 30 days prior to such

10 GITA Code of Bylaws - Revised November 17, meeting. A special meeting for such may be called by any BOT or EC member. The BOT must call a special General Body meeting if given written notice by at least one third (33%) of the General Body members. Section A: Article 8: Executive Committee (EC) The activities of the Association shall be organized by an executive committee consisting of the President, the Vice President/President Elect, the Secretary, and the Treasurer. Section B: Election, Term of Office and Qualifications. The elections for President will be conducted by a Nominating and Election Committee, following the guidelines outlines in Article 7 of this Code of Bylaws. The sole elected position on the Executive Committee shall be Vice- President/President- Elect. This elected officer shall act as Vice President for one year after which this individual shall assume the role of President. The office of the President may be held by the same individual as frequently as voted in by the General Body, so long as the same individual does not hold the position consecutively for more than two terms. Every effort shall be made within the same family to avoid contesting for positions in the GITA during the same year. The tenure of the President shall be one year (calendar year starting January 1st). Section C: The EC shall meet at least four times a year. Majority of the officers shall constitute a quorum for the transaction of any business. Section D: The President shall preside over all meetings. He/She shall serve as the official spokesperson of the GITA. The Vice-President/President-Elect, in the absence of the President, shall preside over such meetings. Section E: The Vice-President will be the President-Elect and will act as the President and shoulder the responsibilities in the absence of the President.

11 Section F: GITA Code of Bylaws - Revised November 17, The Secretary shall record the proceedings of the meetings of the executive committee and distribute the minutes of these meetings via to the members. In the absence of the Secretary, the Treasurer shall substitute for the Secretary. Section G: The Treasurer shall manage the financial transactions of the Association as directed by the Executive Committee. In the absence of the Treasurer, the Secretary shall substitute for the Treasurer. Treasurer shall also responsible for allocating the budget for any specific event undertaken by the Association. Section H: Event Coordinators may be selected by the President to assist in event coordination as deemed necessary. Section I: In the event decisions are made based on telephone and/or personal discussions among members of the executive committee, such decisions should be unanimous and properly documented and approved at the next Executive Committee meeting. Section J: Vacancies. In the event of the vacancy of the position of the President, the vice- President shall assume the role of the President for the duration of the term. In the event the vice-president is unable or unwilling to assume such, the Board of Trustees shall appoint an Executive Committee member to assume the responsibilities of the President. Section K, Documentation: Following are the minimal documentation requirements that shall be maintained by the Executive Committee and transitioned to the next EC with coordination by BOT: 1. Web hosting data. 2. Bank accounts. 3. Tax documentation. 4. Minutes of BOT/EC meetings. 5. Documentation for Elections. 6. Physical Inventory. BOT will have soft and hard copies of all documentation.

12 Section L: Transition of Assets and Documentation: GITA Code of Bylaws - Revised November 17, GITA BOT is responsible for smooth transition of all the required documentation and assets as defined in Section K of this article. All the documentation and assets shall be transferred to the incoming executive committee by no later than December 15th except for bank accounts and tax documents. All the GITA bank accounts shall be handed over by January 5th and tax documents by April 15th. Section A: Article 9: Fiscal Year and Finance The fiscal year of the organization shall be from January 1 st to December 31 st Section B: The Executive committee shall be responsible for the finances of the organization. Section C: A financial account in the name of the organization shall be maintained in a bank and operated by the Treasurer. The signers on the bank account shall be the President and Treasurer Section D: The Executive Committee shall make the financial statements of the preceding fiscal year available to all General Body members at the annual General Body meeting. Not withstanding the above, if the gross receipts of the association exceed $25,000, the financial statements shall be certified by an independent auditor selected by the BOT. Section E: Expenditures of more than fifty dollars made by a member of the Executive Committee shall require prior approval of the executive committee. Any total estimated expenditure for an event that exceeds $7,000 shall require discussion and concurrence from Board of Trustees. All expenditures made by any individual or individuals on behalf of the organization shall require a

13 receipt. GITA Code of Bylaws - Revised November 17, Article 10: Arbitration In the event of disputes amongst members of the Association or amongst committees or bodies within the Association, the decision of the majority of the BOT shall supersede all other decisions and be the final judgment on all matters. Article 11: Dissolution In the event of dissolution, the residual assets of the organization will be turned over to one or more organizations which themselves are exempted as organizations described in 501 (3) and 170 (2) of Revenue Code of 1954 or corresponding sections of any prior or future Internal Revenue Code or the Federal, State or Local Government for exclusive public purposes. Dissolution of the Association may only occur with the approval of the at least 75% of the General Body. The majority of the General Body will determine the allocation of the residual assets of the Association; so long such allocations comply with regulatory mandates in place. Article 12: Amendments to Constitution and Bylaws The BOT shall be responsible for the process of amending the Code of Bylaws and shall implement any changes at the earliest time possible. Proposed amendments to the Code of Bylaws may be brought to the General Body for discussion and vote upon recommendation by a majority of the BOT or upon recommendation (in writing) by at least 25% of the current General Body members. Amendments to this Code of Bylaws may only occur if approved by no less than 75% of all enlisted members. Amendments shall occur no more than once annually. Article 13: Indemnity No member of the BOT or the Executive Committee shall be held personally liable for any actions and decisions taken on behalf of the Association. The GITA members database consisting of mailing addresses, addresses, and phone numbers may only be used for the implementation of GITA related objectives as defined in Article 2 and may only be shared with other non-profit organizations with similar objectives.

14 GITA Code of Bylaws - Revised November 17, This revised Code of Bylaws is adopted on this 22 nd day of January Signature: Printed Name: