Articles of Association

1. Purpose

 

          A nonprofit organization to be named Indian Cultural Society of East Brunswick (hereafter referred to as ICS) shall be formed with the purpose of fostering and promoting a social, cultural, and educational affinity group to provide fellowship and a sense of community for persons of Indian and/or other national origin. Organizations restricting benefits to or discriminating otherwise on the basis of Caste, Creed, Color, Race or Religion or other forms of discrimination will not receive the support of ICS services.

 

 

2. Executive Committee

 

          a. Members

 

          The Executive Committee (EC) will comprise of four (4) office bearers. Each office bearer shall be at least eighteen (18) years of age and shall be resonsible for the overall policies and operations of ICS. Any individual who has been an active member of ICS (see below) for at least one year may seek to be elected on the EC.

          In addition, up to sixteen (16) ICS members will be elected to form the ICS Committee. Each committee member shall be at least eighteen (18) years of age. Any individual, who has been an active member of ICS for at least 1 year, may seek to be selected to the ICS Committee. In addition, the immediate past president remains on the ICS Committee for one (1) full year following his/her term as president. In the capacity of an ex-officio, the past president serves as resource/advisor and has no voting rights except to break a tie.

          Only one (1) member of a family can be a member of the EC or ICS Committee at any given time (the family for this purpose will be considered to be husband/wife and their children).

 

 

          b. Election

 

          The members of the EC are elected at the General Body Meeting (GBM). Members will be elected to the EC for a full one (1) year term. Individuals not present at the GBM may be nominated to the EC. The nominee must accept any such nomination within one-week of the election.

 

           c. Vacancy

 

          In the event a member of the EC resigns during the term of office, the remaining members of the EC may nominate a new member to replace the retiring member with a simple majority of the EC. The General Body should ratify such nominated member by a simple majority of votes of the attending members at its next meeting. The General Body may elect another member to replace the outgoing member to complete the term of the retired EC member.

 

 

          d. Removal of EC members

 

          An EC member may be removed from office without cause by vote of two-third (2/3) of the attending members at a General Body meeting called for this purpose. Voting will take place by secret ballot cast in person or by proxy.

 

Removal for cause shall be by a two third (2/3) majority vote of all EC members.

 

 

          e. Resignation of EC members

 

          An EC member may resign at any time by a notice in writing. It is expected that such resigning member will discharge any accrued obligation and / or duty to the ICS.  

 

 

f. EC Approval

 

An approval by the EC shall mean an approval by a simple majority vote of the EC attending the EC meeting at which the decision is made.

 

 

          g. Responsibilities, Authorizations and Obligations:

 

          The EC shall be responsible for:

 

 

 

 

 

 

The EC shall not be responsible for:

 

 

 

 

          h. Officers Bearers

 

                    ICS shall have 4 office bearers. They include: 

 

                    i) President                     ii) Vice President

 

                    iii) Secretary                 iv) Treasurer

 

The office bearers shall all be elected by a simple majority of the attending members of the annual general body.  The term of office for elected office bearers will be 1 year; however, office bearers can be reelected, and they can hold the same office for no more than two consecutive terms (i.e., 2 years).

 

              

          i. Duties of the Office Bearers

 

           

                    President

 

The President shall be the chief executive officer of the organization. He/she shall preside at all meetings of the members and the EC, oversee the general and proper conduct of the business of the ICS and shall ensure that all the decisions and resolutions of the General Body of members and the EC are carried out appropriately.  The President shall render an annual report on the status of organization at the annual meeting of the General Body of members.

 

When necessary, the President shall have a tie-break vote, in addition to his/her individual vote.

           

        Vice President

 

The Vice president shall have all the authority and the responsibilities of the President in absence or disability of the President. He/she will assist and advise the President as needed.

 

                    Secretary

 

                The Secretary shall:

 

 

Treasurer

 

 

 

 

 

 

 

 

 

 

 

                    Unassigned duties

 

Members of EC without assigned office titles shall assign amongst themselves all other functions and assignments including: correspondence with organizations, public relations, follow-up of projects, etc. Each member shall provide the EC a progress/status report at each meeting.

                    

          j. Budgets

           

The EC must review and approve annual budgets for the various operations of ICS within 30 days of the EC being formed.  Any changes in the budgets must be approved by a simple majority of the attending members of the EC.

           

        

          k. Voting in the meetings of EC members

           

The minimum quorum requirement is of 5 members.  The President, or in his absence the Vice President, shall preside over such meetings; in their absence the EC members may elect any other EC member to chair the meeting.

 

                    

          l. Liabilities

           

         The EC or any officers acting in their official capacity on ICS' behalf shall not be held financially liable jointly and/or separately for the transactions conducted on behalf of ICS.  However, the members of the EC and or any officers shall be personally liable for the consequences of any fraud or criminal conduct.

 

 

 

3.  Meetings

 

                ICS will hold 3 types of meetings: (a) monthly EC meetings (b) ad hoc meetings, and (c) the annual general body meeting. Advance notice will be provided for all regular and ad hoc meetings. EC and Committee members unable to attend these meetings should inform the president or secretary in advance of the meeting. Three continuous unexcused absences may call for the person to be removed from the committee.

           

            Individuals attending such meetings shall conduct themselves in a professional and nondisruptive manner. Behavior that is deemed excessively disruptive shall not be tolerated by the EC. The EC has the right to eject such individuals from the meeting(s).

 

 

4. Membership

 

           a. The Organization will have two (2) type of members:

           

1. 5-year: An individual or family paying an annual fee, as decided by the EC from time to time. The membership fee shall be paid in U.S. dollars. 

 

2.Subscriber - An individual or family paying an annual fee, decided by the EC for that calendar year.

 

Membership rights cannot be transferred to heirs or any other related or unrelated individual(s).

                    

          b. The Executive Committee (EC) may, from time to time, add new categories of membership subject to the approval by a simple majority of attending members in the Annual General Body meeting in the following year.

                   

          c. A member may request to terminate his or her membership. No refunds of membership or other donations can be claimed or disbursed at any time. A membership is not transferable.

 

          d. The EC may recommend to the GB the termination and discontinuation of any membership not in the best interest of the organization or its goals and objectives. The member - whose membership is subject to termination -  may oppose this decision and must be permitted to make a formal statement at a GB explaining his or her reasons for protesting the decision of the EC. The GB will determine by a simple majority vote if such membership shall be terminated. A member, whose membership is terminated, will not be entitled to any refund of his contribution to ICS; further, members who have had their membership terminated shall not be readmitted to ICS for a period of 2 years following the termination of membership. 

 

 

5. Office

 

          The EC shall maintain an ICS address, as decided by the EC.

 

 

6. Meeting Location

          Annual and other meetings of the EC, membership and any official committees, may be held at any suitable place in New Jersey and shall be chaired by the President or any other person designated by the EC. An annual meeting of the members shall be held annually for the election of EC members and other committee members and the transaction of other business. A notice of meeting with the proposed agenda, list of resolutions to be placed, new members to be elected, etc. shall be sent to the members at least thirty (30) calendar days prior to the Annual General Body Meeting.

 

 

7. Agenda for the Annual General Body Meeting

 

 

          i. Call the meeting to order - the Chairperson of the meeting

 

          ii Present the Proof of notice of meeting or waiver thereof

 

          iii Approval of minutes of last annual meeting

 

          iv Report of officers, committees, etc.

 

          v Election of EC members / DC members

 

          vi Vote on proposed resolutions if any.

 

          vii Announce awards and recognitions

 

          viii Handover relevant records to incoming EC

 

          ix Other business with the approval of the Chairperson.

 

 

8. Resolutions and Amendments to Articles of Organization or by-laws, etc.

 

          The EC may propose - by a simple majority vote of attending EC members, subject to the quorum, resolutions at the Annual General Body Meeting either to amend or expand the Articles of Organization or by-laws. Members may also propose resolutions to be placed before General Body. A notice to propose a resolution and its contents must be mailed to ICS official address at least 15 days before the annual general body meeting.

 

 

9. Quorum, Adjournment of Meetings, etc.

 

            The quorum requirements for changes to the constitution shall consist of two-third of the complete membership. The quorum requirement for an annual general body shall be no less than 15 voting members present at the meeting.

 

 

10. Voting by Members

 

Members can cast only the number of votes their memberships entitles them. Individual members are entitled to 1 vote; a "family" is entitled to 2 votes. Members may request the person presiding for appointment of one or more inspectors to supervise any such voting.          

 

 

11. Trustee

 

The current President and two immediate former Presidents will be asked to form the committee to identify and select the Trustees. Eligible candidates include those: a) who are well respected in the Indian and larger community, b) who have been affiliated with ICS for at least three-five years, c) who can be relied on to promote the mission and objectives of ICS.

 

Three individuals shall be invited, at the request of ICS, to serve as trustees to the organization. ICS members and non-members are eligible, and ICS may want 1 of the 3 trustees to be an ICS member who is deemed to be in good standing. The term for each Trustee will not exceed 5 years, and the trustee may elect to resign before the end of his/her term. As with the EC and other members, trustees can be removed with/without cause by a 2/3rd majority of the members attending the general body meeting.

 

The duties of the Trustees, include:

 

Work with the EC to deliver on the goals of the organization.

 

Sign checks for pre-approved expenses

 

Call "special" meetings. If the Trustees decide that it is in the best interest of the organization to call a special general body meeting, they may proceed to do so. One of the Trustees will preside at this meeting and present the purpose of the meeting and possible solutions; voting by a simple majority of attending members is acceptable at such special meetings.

 

12. Applicable Laws

 

          Notwithstanding any other provisions of these articles, the organization is established for one or more of the following purposes: charitable, social, cultural, educational, as specified in section 501 © (3) of the Internal Revenue Code of 1954, and shall not carry on any activities not permitted to be carried on by an organization exempt from Federal income tax under section 501 © (3) of the Internal Revenue Code of 1954.

 

13. Earnings

 

          No part of earnings of the organization shall be used to the individual and/or personal benefit of any member, EC member, trustee, officer of the organization or any private individual (except that reasonable compensation as decided by the EC, and as approved at the AGM or a special meeting convened for that purposes, may be paid for the services rendered to or for the organization) and no member, trustee, officer of the organization or any private individual shall be entitled to share in the distribution of any of the organization's assets on dissolution of the organization.

 

14. Prohibitions

 

          No substantial part of the activities of the organization shall be carrying on propaganda, or otherwise attempting to influence legislation (except as otherwise provided by the Internal Revenue Code Section 501 (h), or participating in, or intervening in (including the publication, distribution of statements), any political campaign on behalf of any candidate for public office.

 

 

15. Dissolution

 

          In the event of dissolution, all the remaining assets and any property of the organization shall after necessary expenses thereof be distributed to such organizations as shall qualify under section 501 © (3) of the Internal Revenue Code of 1954, as amended, or, to another organization to be used in such manner as in the judgment of the Supreme Court of the State of New Jersey will best accomplish the general purposes for which this organization was formed.           

           

Part II

 

By-laws

 

1. ICS shall always comply with all the applicable rules and regulations set forth from time to time by the State of New Jersey and the Government of the United States of America.

 

2. All 5-year and subscriber members in good standing will constitute the General Body. Individual membership carries 1 vote; family membership carries 2 votes.

 

3. A calendar year will be used for reckoning membership and for accounting purposes.

 

4. No officer or member of ICS will be paid for the services rendered to the organization. An officer or a member may be reimbursed for reasonable expenses incurred and approved by the EC. The EC may impose limit on such reimbursements and will issue guidelines for types of expenses that may be reimbursable. Should it become necessary to utilize professional or other services by a member or his business in exchange for fair compensation for these services paid by ICS, this should be specifically reported in ICS newsletter.

 

5. One office-bearer and one Trustee shall be responsible for signing all negotiable instruments for ICS. However, they will be able to do so only after the approval of the expense by the EC.

 

6. EC will have complete control over ICS funds. The EC shall have a full right to reduce or stop its aid to any or all projects at any time without being required to give any reasons. However, any such decision to reduce or stop ICS funding to any or all projects should be explained and communicated to the membership.

 

10. No organization receiving or requesting aid from ICS shall influence or attempt to influence any decision of ICS or any of its organs.

 

11. The EC will ensure that all funds donated by ICS are utilized properly and may ask the recipient organization for documents and statements for verification.




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