For its Constitution and its By-laws, this ORGANIZATION shall be known as the NORTH CAROLINA BENGALEE ASSOCIATION (alias NCBA).
Although currently located in the Research Triangle Park area, the head office can be anywhere in the State of North Carolina, and such a place can be determined by the EXECUTIVE Committee from time to time.
The primary objective is to promote Bengalee culture within the State of North Carolina. The association is organized exclusively for charitable, religious and educational purposes, including, for such purposes, the making of distributions to organizations that qualify as exempt organizations under section 501 (c)(3) of the Internal Revenue Code of 1986 (or the corresponding provision of any future United States Internal Revenue Law).
No part of the net earnings of the association shall inure to the benefit of, or be distributable to its members, trustees, officers, or private persons, except that the association shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes set forth in Article Third hereof. No substantial part of the activities of the association shall be the carrying on of propaganda, or otherwise attempting to influence legislation, and the association shall not participate in or intervene in (including the publishing or distribution of statements) any political campaign on behalf of any candidate for public office. Notwithstanding any other provision of these articles, the association shall not carry on any other activities not permitted to be carried on (a) by a corporation exempt from Federal income tax under section 501 (c)(3) of the Internal Revenue Code of 1986 (or the corresponding provision of any future United States Internal Revenue Law or (b) by a corporation, contributions to which are deductible under section 170(c)(2) of the Internal Revenue code of 1986 (or the corresponding provision of any future United States Internal Revenue Law).
Some of the objectives of this Organization shall be to promote Bengalee Art, Literature, Music, and to organize classes to teach the Bengalee language and music. In the future, efforts will also be made to provide library facilities for Bengalee books and periodicals. This promotional activity will be in concordance with other Indian cultural and religious activities within this State to foster better understanding and communications between various cultural and religious groups. Raising of funds to meet the expenses to be incurred in meeting the Aims and Objectives is a definite provision, and towards this, a general membership fee will also be prescribed.
Open to ALL persons desirous of promoting Bengalee cultural and religious activities within the State of North Carolina.
A. INDIVIDUAL MEMBERSHIP. Any person supportive of the Aims & Objectives of NCBA may apply for membership. It needs to be approved by the Executive Committee of NCBA (by simple majority), and it entails the payment of annual dues (the amount of which will be established at the Annual General Meeting of NCBA).
B. FAMILY MEMBERSHIP. Same as in A above, but instead of a single person, family members can all become members of NCBA by paying a special membership fee designated for family memberships.
C. STUDENT MEMBERSHIP. Same as in A above, except any person, who is a full time student. Students dependent on their parents for living may qualify for family memberships.
D. ASSOCIATE MEMBER: To be decided by the Executive Committee.
Prospective members shall fill out membership forms as may be prescribed by the Executive Committee of NCBA. Any member may withdraw from NCBA by a letter addressed to the Secretary, NCBA. Nonpayment of annual dues, where applicable, shall automatically result in a withholding of membership, and the person (or family) in default shall have no right to vote or to participate in election, nor occupy (or seek election of) any office-bearer's position in NCBA. The member shall, however, be reinstated by clearing the dues for the entire fiscal year. In this respect, membership shall run from January 1 (one) through December 31 (thirty-one) of each calendar year.
A. The management and operation of NCBA shall be vested in the Executive Committee consisting of the following elected members: President, Secretary, Treasurer, Cultural Secretary, and four Members-at-large.
B. The Board of Directors of the corporation (North Carolina Bengalee Association) shall consist of President, Treasurer and Secretary. Immediate Past-President shall be Ex-officio member of the Executive Committee with full voting rights. In the event that the person will not be able to serve, any other officer of the previous Executive Committee may be appointed to fill the position. If any person succeeds his/herself as President of NCBA, then the immediate past president shall continue to be the member of the Executive Committee.
C. For the positions of Members-at-large, the State of North Carolina will be divided into 4 regions: North East, North West, South East and South West, so that from each region one Member-at-large can be elected. Area to the north of Carboro and east of Durham will constitute the North East Region, south of Carboro and east of it will be the South East Region, West of Carboro to the north will be the North West Region and the rest in South West Region.
D. Special sub-committees include the following:
The officers of the Executive Committee shall be elected by the paid-up membership of the NCBA by majority vote at the Annual General Meeting, to be conducted before December 31 of each year.
No Officer shall serve for more than two (2) consecutive terms in the same office, except as Members-at-large.
The term of Office for the Executive Committee Members shall be one (1) calendar year.
The quorum for the Executive Committee Meeting shall be three (3) elected officers in attendance.
In the event an Office of NCBA becomes vacant for any reason, the Executive Committee may assign duties of appoint any member of NCBA to that office. In case of the President's position being vacant, this responsibility will rest on the Treasurer. Note the appointed person shall be in the Executive Committee only for the remainder of the unexpired term of the office.
The Executive Committee may co-opt additional members and appoint special Sub-committee(s) to assist the Executive Committee in fulfilling its mandate, as and when necessary. The co-opted member shall have full voting rights in the proceedings of the Executive Committee with respect to the specific subcommittee the person has been co-opted.
If member of the Executive Committee fails to attend three consecutive meetings of the Executive Committee without reasons satisfactory to the rest of the Committee, he/she may be asked to step-down from the Committee without prior notice.
The Executive Committee shall meet to transact business of the NCBA on the call of the President or upon request, oral or written, directed to the President by at least three members of the Executive Committee. The notice for such a meeting shall be given at least three days before the holding of the meeting.
The members of the Executive Committee shall serve without remuneration and no Officer shall directly or indirectly receive any profit from his/her position in the Executive Committee.
The Executive Committee shall take such steps as may be required to enable NCBA to acquire, accept, solicit or receive legacies, gifts, grants, settlements, bequests, endowments and donations of any kind whatsoever for the purpose of furthering the objectives of the NCBA.
Every member of the Executive Committee is in a fiduciary relation with NCBA and is under an obligation to act in the utmost good faith towards NCBA in his/her dealings with it or on its behalf. NCBA is to carry out its operations without pecuniary gains to its members and any profits or other accretions to NCBA are solely to be used in promoting its Aims and Objectives.
PRESIDENT: The President shall preside, if present, at all General and Executive Committee meetings of the NCBA. He/she shall sign all instruments requiring his/her signature and shall perform all duties incident to his/her office and shall have such other powers and duties as may from time to time be assigned to him/her by the Executive Committee and/or the general membership of NCBA.
SECRETARY: The Secretary shall be responsible for keeping the minutes of the NCBA and the Executive Committee; shall attend to the giving and serving of all notices on behalf of the Executive Committee; shall have charge of the minute books, correspondence files and related materials; and shall perform such other duties as may be prescribed by the Executive Committee. In the absence of the President, the Secretary may preside over a general or Executive Committee Meeting.
TREASURER: Shall be responsible for the custody of all funds and securities of NCBA and shall deposit them in the name of NCBA in banks or other depositories as the Executive Committee may direct from time to time. Shall maintain account books as required by good accounting practices; shall exhibit such books and accounts to the Executive Committee, if and when required; shall sign or countersign such instruments that require his/her signature; shall, at the Annual Meeting, submit an Annual Financial statement of NCBA's financial condition; shall have the custody of the NCBA Seal, and shall perform all duties incident or that are properly required of him/her by the Executive Committee
MEMBERS-AT-LARGE shall perform duties as prescribed and required by the Executive Committee; in particular, emphasis will be laid down on the communications at the regional levels. Such Members-at-large will be responsible for promotional activities within their regions and also for their communications to the main body.
RELIGIOUS ADVISOR: A person having proper knowledge of the technicalities and extraordinary interest in the proper conduct of the religious events is eligible; he/she should advise on all the steps needed to ensure that the religious part of such religious festivals is conducted with the utmost care and devotion.
CULTURAL SECRETARY: Shall work with the Executive Committee in organizing cultural events on occasions as prescribed by the Committee.
RESIGNATION. Any member of the Executive Committee may resign at any time by giving written notice to the Executive Committee. Any such resignation shall take effect at the time specified therein, and unless otherwise specified therein, the acceptance thereof shall not be necessary to make it effective.
EXPULSION OR SUSPENSION. The Executive Committee shall have the power, by a two-thirds vote of the Executive Committee. to suspend or expel any member for conduct prejudicial to the interest of NCBA, provided that any such member shall have received at least thirty days' notice of the time and place of a hearing by the Executive Committee upon any charges of such conduct, together with a copy of the charges against such member, at which hearing such member have an appropriate opportunity to be heard.
The members of Election Sub-committee will be elected in a General meeting before August 31.
The Election Sub-committee shall issue call for nominations by the end of October.
The Election Sub-committee shall be responsible for soliciting and receiving nominations for elective offices of the Executive Committee The committee will determine the eligibility of nominees and ascertaining that nominees are willing to stand for office, for presenting nominations, for conducting and supervising the election of officers of the Executive Committee; and for certifying the outcome of elections to the membership present at the Annual general meeting..
The term of the Election Sub-committee shall expire at the conclusion of elections.
Only members who have paid up the annual dues and completed the Application for Membership form on or before September 30th will be eligible for nomination for an office.
Physical presence of a candidate at the election is not necessary provided that he/she has submitted the nomination duly proposed, seconded and signed by the candidate prior to the election.
Elections shall be on the basis of one vote for one member. A family membership shall be eligible for two votes. The voting may be by secret ballot or by show of hands at the discretion of the members present at the meeting.
Any members who have paid up the annual dues and completed the Application for Membership form on or before October 31st will be eligible to vote.
A majority of the votes cast shall be required to elect. In the event that no one candidate receives a majority of the votes cast, a second ballot shall be taken between the two candidates with the highest number of votes on the first ballot. The second vote thus required shall be taken immediately at the meeting. In the event that tie results on second ballot, the decision shall be made by flip of a coin.
The newly Elected Members of the Executive Committee shall take office on the following first Day of January.
Because of basic importance, audit needs to be formed constitutionally and at the Annual General Meeting.
The Audit Committee shall consist of two members of NCBA appointed for one year at the Annual General Meeting. If, for any reason, the members of the Audit Committee are unable to hold the office, the Executive Committee shall be empowered to appoint one or two members of NCBA as replacement for the remaining part of the year.
The members of this Committee should hold no other office of NCBA. This Committee shall audit the records of NCBA, and shall report its findings to the members at the Annual General Meeting.
Like any other office bearer, the auditors will provide their service without any remuneration.
ANNUAL GENERAL MEETING. The annual General meeting of NCBA shall be held before December 31 of the calendar year.
The time, place and agenda for the meeting shall be determined by the Executive Committee. last General Meeting, reports on the activities of NCBA, financial statements of NCBA and election of office-bearers.
The notice of the Annual General Meeting shall be in writing and shall be mailed not less than two weeks and not more than four weeks prior to the meeting. Notice shall include information in Section 2
The quorum for the Annual General Meeting shall be one-third of membership or twelve (12) members, whichever is less. In case of the absence of a quorum, as stipulated above, the meeting shall be adjourned. The said meeting may be re-convened, after the necessary notification to the members but not earlier than seven (7) calendar days from the date of the said meeting. This re-convened meeting will not require any quorum.
Bona fide members of NCBA are entitled to vote: one vote, in person. All decisions made shall be by a majority of votes, and if needed, a second voting may be needed to break possible ties.
SPECIAL GENERAL MEETINGS.
The fiscal year of NCBA shall be the calendar year. The annual dues for categories of members as specified in Article IV shall remain in force unless revised by the Annual General Meeting. All transactions in the name of NCBA should be through normal banking channels and are to be duly attested by the Treasurer or the President. Financial records are to be audited and shall always be available to the members upon request.
DISTRIBUTION OF ASSETS IN THE EVENT OF DISSOLUTION. Upon the dissolution of the association, the Executive Committee(the Board of Trustees) shall, after paying or making provision for payment of all the liabilities of the association, dispose of all the assets of the association exclusively for the purposes of the association in such manner, or to such organization or organizations organized and operated exclusively for charitable, educational, religious, or scientific purposes as shall at the time qualify as an exempt organization or organizations under section 501 (c)(3) of the Internal Revenue Code of 1986 (or the corresponding provision of future United States Internal Revenue Law), as the Board Of Trustees shall determine. Any such assets not so disposed of shall be disposed of by the Court of Common Pleas of the county in which the principal office of the association is then located, exclusively for such purposes or to such organization or organizations, as said Court shall determine, which are organized and operated exclusively for such purposes.
AMENDMENTS TO THE CONSTITUTION'S BY-LAWS. To facilitate evolutionary changes, a Constitution Committee may be formed at regular intervals of time; the report of the Committee should be placed in the General Annual Meeting for approval. A two-third majority of members is needed to institute any such amendment, and also, if a special meeting has to be arranged for such amendments, a prior notice is obligatory. Also, if at a time when such a Constitution Committee is not operating, proposed changes to the Constitution or its By laws may be initiated by the Executive Committee or by any member of NCBA by petition and sent to the Secretary at least ninety (90) days prior to the meeting at which such changes are to be considered.
Orderly conduct in a democratic setup is the basic rule. Aggressive actions or moves will be considered as violation of such a conduct. The Executive Committee has the final say in this matter.
ADOPTED, RATIFIED AND CONFIRMED by the GENERAL MEMBERSHIP of the NCBA on the
18th day of November 1989
THIS CONSTITUTION AND ITS BY-LAWS BECOME EFFECTIVE ON THE 18th day of November 1989
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