THE ASSOCIATION OF INDIANS IN AMERICA: SOUTH FLORIDA CHAPTER

CONSTITUTION AND BY-LAWS

CHAPTER BY-LAWS

Article I: Preamble

WHEREAS a growing number of peoples of (Asian) Indian Heritage have become (permanent) residents of the United States of America, and WHEREAS many of them have become Citizens of the United States of America, be it resolved THAT a non-profit organization be formed to provide a common forum of common action to all whose Indian Heritage and American Commitment offer a bond of unity. With the objective of promoting the aforesaid Preamble of the (National) Association of Indians in America charted in New Jersey, the residents of South Florida, hereby, form themselves into The Association of Indians in America: South Florida Chapter.

Article II: Name

The name of the organization shall be THE ASSOCIATION OF INDIANS IN AMERICA, SOUTH FLORIDA CHAPTER, hereafter referred to as the ASSOCIATION or AIA, SOUTH FLORIDA CHAPTER.

Article III: Objectives

To concern itself with the social welfare of Indians who have decided to live in the United States.
To facilitate involvement of the members of the Association in American community life through charitable, educational and cultural activities, and to introduce and promote Indian Culture to the American Community.
To facilitate communication and cooperation among the people of Indian Heritage worldwide.
To facilitate participation in India through charitable, educational and cultural activities.

Article IV: Membership and Dues

Section 1:

(i) Voting Members:
Any person who is at least 18 years of age who meets the requirement of members in good standing as per Article IV, Section 2, living in the Tri-County Area (Palm Beach, Broward and Dade), who subscribes to the objective of the Association, and is willing to contribute to the achievement of those objectives can become a voting member of the Association. Each Membership is entitled to ONE vote.

(ii) Non-voting Members:

(a) Open membership to any person irrespective of their nationality who is at least 18 years of age living inside or outside the Tri-County Area (Palm Beach, Broward and Dade), but subscribes to the objectives of the Association can become a member of the Association.

(b) Student membership, available to any person, who is a full time student at a College or University in South Florida (copy of student ID required).

Section 2:

Members in Good Standing:

To be a member in good standing of this Local Chapter, each member shall be required to pay the Local Chapter either Life Membership dues or Annual Membership dues as per Article IV, Section 4 - (i) (ii).
New members shall be eligible to vote after three hundred sixty five days from the date of application to the Life / Annual Membership.

Section 3:

A person of Indian Descent (as outlined by the criteria of the Indian Embassy for OCI- Overseas Citizen of India) who is a member in good standing qualified to vote as defined in Article IV, Section 1 shall be eligible to serve as President of the Association, as officers of the Executive Committee or a member of the Board of Trustees.

Section 4:

The Association’s fiscal year will run from January 1 to December 31 of each calendar year. Membership dues shall be paid on an annual basis, covering the Association’s fiscal year. The Executive Committee shall establish such annual dues.

(i) Life Membership:
Life membership fees shall be $300.00. Membership shall include all persons in the members’ immediate family who reside full time in the members’ residence and within the same living quarters (generally husband, wife, and dependent children).

(ii) Annual Membership:
Annual membership fees shall be $30.00. Membership shall include all persons in the members’ immediate family who reside full time in the members’ residence and within the same living quarters (generally husband, wife, and dependent children).

(iii) Student Membership:
Available to any person, who is qualified according to Article IV, Section 1(ii) b. Annual membership fees shall be $10.00.

Article V: The AIA, South Florida Chapter, Board of Trustees

Section 1:

The Board of Trustees (The Board) shall consist of 5 members; four members nominated by the Executive Committee and elected by the members in good standing qualified to vote as defined in Article IV, Section 1, and the fifth member shall be the immediate past president of the Executive Committee. In case the immediate past president of the Executive Committee is not available then any immediate past Vice President of the Executive Committee chosen by the current Executive Committee shall be the fifth member of the Board of Trustees.

Section 2:

Upon approval of the By-Laws, the first election of the Board of Trustees shall take place no later than 90 days from the approval date of the By-Laws. Thereafter, the election of the Board of Trustees shall coincide with the election of the President of the Executive Committee.

Section 3:

The term of each Trustee shall be for four years except the immediate past president whose term shall be only for two years. Each two years the elected Trustees shall retire. During the first election of four Trustees, the two getting the highest votes shall enjoy the four year term and the remaining two will be for a two-year term. After that, there shall be election for two Trustees every two years.

Section 4:

The Trustees shall annually elect their own Chairperson whose term shall not be for more than two years.

Section 5:

The Board shall have no executive powers nor shall be responsible for any executive duties except when the Executive Committee fails to discharge its duties as enshrined in the Chapter Bylaws. There shall be a proper notice of such action to the membership outlining the reasons for taking over the functions of the Executive Committee. In such circumstances, the Board shall ensure to conduct the election for a new Executive Committee's President within 90 days. The Board shall never assume Executive Powers for more than ninety days.

Section 6:

The major role of the Board shall be to (i) assist the Executive Committee in developing broad goals; (ii)raising funds (iii) reviewing financial reports, (iv) acquiring permanent assets of the organization, and (v) any other matter referred to by the Executive Committee for guidance.

Section 7:

In nominating candidates for election to the Board, the Executive Committee shall give consideration to each candidate's (i) service to the Association, (ii) service to the Indian American Community, and (iii) willingness and availability of the candidate. Also, the candidate must have, at least, been a life member for two years.

Section 8:

The Board of Trustees shall meet no less than four times in the calendar year to conduct the business of the Association at a time and place to be determined.

Article VI: The AIA, South Florida Chapter, Executive Committee

Section l:

The total number of Executive Committee members shall be an odd number. Officers of the Executive Committee shall consist of:

President (the only elected officer of the Association)
No less than four Vice-Presidents
Treasurer
Secretary
Immediate past president
Newsletter/editor
No less than four Members-at-Large
May include one student as a non-voting executive committee member

Section 2:

All members of the Executive Committee who are in good standing are entitled to one vote
An oath ceremony shall be conducted to induct the newly elected President and to introduce the newly appointed Executive Committee members.

Section 3:

Duties of the Executive Committee:
The Executive Committee shall be fully responsible for all the executive functions of the Association, and shall establish general policies governing all day to day activities of the Association. The Executive Committee’s powers and responsibilities include:

To actively engage in furthering the objectives of the Association.
To review all the activities of the Association to ensure that they do not conflict with the basic objectives of the Association.
To appoint special council and committees, or to initiate programs as may be necessary and to terminate those programs whose objectives have been fulfilled.
CHECKS, NOTES & CONTRACTS: The Executive Committee is authorized to select such depositories as it shall deem proper for the funds of the Association and shall determine who shall be authorized on the Association’s behalf to sign bills, notes, receipts, acceptances, endorsements, checks, releases, contracts and documents.
INVESTMENTS: The funds of the Association may be retained in whole or in part in cash or be invested and reinvested from time to time in Bank CD’s, as the Executive Committee may deem desirable. No funds shall be invested in Stock Market.
OFFICE: The office of the Association shall be located at such a place as the Executive Committee may from time to time determine.
BOOKS: All books of account of the activities and transactions of the Association shall be kept at one of the offices of the President, Treasurer, and Secretary of the Association as further outlined in respective duties. Such books shall consist of, but not be limited to, a Minutes book, which shall contain a copy of the Certificate of Incorporation, a copy of these Bylaws, and all the Minutes of meetings of the Executive Committee.
Manage permanent assets of the organization.

Section 4:

Appointments:
The President shall make all Committees’ and Events’ Chairperson appointments in consultation with the Executive Committee.

Section 5:

Committee Meetings:
The Executive Committee shall meet no less than four times in the calendar year to conduct the business of the Association, at a time and place to be determined.

Section 6:

Terms of Office:
The President of the Association shall serve no more than two consecutive terms of two years each.

Section 7:

Recall:
The Executive Committee member including the President or any member thereof can be recalled by two-third (2/3rd) of the members in good standing qualified voting members as defined in Article IV, Section 1, so petitioning and voting.

Section 8:

Recall of Executive Committee members excluding the President by the Executive Committee:

Attendance Irregularity:
If a member of the Executive Committee fails to attend or participate in more than two unexcused consecutive meetings of the Executive Committee, the Executive Committee has the authority to vote to recall the member with a two-third (2/3rd) majority.
The Executive Committee has the discretionary power to vote to relieve any Executive Committee Member of his/her duties if he/she fails to fulfill his/her responsibilities and is counter productive to the aims and objectives of the Association.

Article VII: Duties of Executive Committee Officers

Section 1:

The President:
The President shall be the Chief Executive Officer of the Association and shall:

Appoint the Executive Committee consisting of the vice-presidents, secretary, treasurer, editor, and the members-at-large and announce the members of the Executive Committee at the first meeting of the Association following election.
Preside at meetings of the Executive Committee, and shall be responsible for the development and presentation of major programs, in consultation with the Vice-presidents.
Execute and safeguard the execution of the By-Laws of the Association.
Have the determinative vote in the event of a tie at the Executive Committee Meeting or any General Body Meeting.
Oversee the financial transactions of the Association in collaboration with the Treasurer of the Association.
Appoint one of the Vice-presidents of the Association as acting president in the event of his/her absence or sickness. The term of the acting president shall not exceed 60 days. During this interim period, the acting president shall have all authority, power and privileges of the elected President.
Shall be a member of the National Executive Committee of the AIA.
Shall be the principal liaison executive with the National Executive Committee of the AIA.

Section 2:

Vice-presidents:
Vice-presidents shall be responsible for membership enrollment, the development and organization of programs, and other tasks as may be assigned or determined by the President, after due consultation.

Section 3:

The Treasurer:
The Treasurer shall:

Be responsible for collecting all sums due to the Association and for directing the disbursement of all sums payable by the Association.
Set up the account so that each AIA Bank Check would require a combination of two signatures from the President, Secretary or Treasurer.
Submit an up-to-date report on the financial status of the Association at least at each Executive Committee meeting.
Prepare an annual financial report of the Association for submission to the President of the Association.
Communicate the annual report to the membership. Sign the accounts before delivering them to the Treasurer-elect on or before the last day of his/her term.
Submit an annual report along with the fee to the Secretary of the State of Florida Corporation.
Keep current tax filings and validity of non-profit status

Section 4:

The Secretary:
The Secretary shall:

Tend to the giving and serving of all notices of the Association, and shall record and keep the Minutes of all meetings.
Have charge of the Records of Corporation.
Be responsible for the keeping and filing of all books, reports, certifications and other documents required by law to be kept and filed by the Association.

Article VIII: Meetings

Section 1:

General Assembly Meeting:
There shall be at least one general meeting of the members of the Association annually.
The President may call special meetings at any time, by a majority vote of the Executive Committee, or upon written request from one-third (1/3rd) members in good standing qualified voting members as defined in Article IV, Section 1. Notice of meetings shall be mailed with a delivery confirmation of the mail at least seven days in advance to each member in good standing.

Section 2:

Executive Committee Meetings:
There shall be at least four regular meetings of the Executive Committee every year.

Article IX: Quorums

At any general membership meeting called in accordance with the provisions of the Constitution Article VIII, Section 1, a quorum shall consist of one-third (1/3rd) members in good standing qualified voting members as defined in Article IV, Section 1. At meetings of the Executive Committee, one-third (1/3rd) of Executive Committee members shall constitute a quorum, such notification shall have at least seven days notification as to time and place of such meetings sent to each member of the Executive Committee.

Article X: AIA, South Florida Chapter Affiliation with the National AIA

Section 1:

Membership:
A portion of the dues collected by the Association shall be sent to the National AIA Treasurer to be deposited in the National AIA account by the Treasurer.

Section 2:

Treasurers Report:
The treasurer shall be responsible for producing an annual Audited Financial Statement for the organization no later than the end of the 2nd quarter of the following year. The audit shall be conducted by an independent accounting firm familiar with the accounting practices of 501 (c)(3) non-profit organizations.

Section 3:

Newsletter:
A copy of each quarterly newsletter published by the Association shall also be sent to the
National President of the AIA.

Article XI: Standing Committees

Section 1:

Committee on Nomination and Election:
The Committee on Nomination and Election (“CN&E”) shall be responsible for
conducting the election of the President of the Association. The Committee shall consist of a chairperson and four other members appointed by the President in consultation with the Executive Committee.

Section 1A:

The Nomination for Election of the President of Executive Committee:

A member in good standing can nominate one person for the office of President of Executive Committee.
Each membership is entitled to one nomination, as outlined in Article IV, Section 1.(i).
All valid nominations shall be placed on the ballot.
The two conditions for validity shall be:
1. For the office of President, the nominee shall be a member of the Association in good standing for no less than the two preceding consecutive years, and preferably have served on the Executive Committee of the Association.
2. For the office of President, the nominee shall accept the nomination in writing.
If no valid nominations are received on or before the due date, as established by the CN&E, the CN&E shall have the right to nominate a candidate for the office of President.

Section 1B:

The Election of the President:

All valid nominations shall be placed on a ballot and the CN&E will hold a general election sometime in the last quarter of the current President’s term.
Election of President shall be by members in good standing qualified voting members as defined in Article IV, Section 1.
Each membership is entitled to one vote, as outlined in Article IV, Section 1.
Voting shall take place via secret ballot in person as well as proxy. Voting by proxy shall be done via mail with a notarized signature. The detail procedure shall be outlined by the CN&E.
The candidate receiving the majority of the votes shall be declared President-elect and shall assume office immediately after the expiry of the term of current President.

Section 2:

The By-Laws and Rules Committee:
The By-Laws and Rules Committee shall be responsible for supervising and reviewing
the by-laws and rules of the Association. The By-Laws and Rules Committee shall consist of a chairperson and two members in good standing to be appointed by the President with the advice and consent of the Executive Committee.

Section 3:

Ex-Officio Member:
The President of the Executive Committee shall be an ex-offcio member of all committees.

Article XII: Amendments

Section 1:

Amendments to the Constitution and By-Laws may be proposed by the Executive Committee, or by a petition signed by at least one-third (1/3rd) of members in good standing qualified voting members as defined in Article IV, Section 1.

Section 2:

An amendment proposed in accordance with Article XII, Section 1, shall be presented to the By-Laws and Rules Committee for review. The By-Laws and Rules Committee shall examine the proposed amendment with respect to its effect on the Association’s tax exempt status.

Section 3:

A proposed amendment shall require for its adoption, a favorable vote of two-thirds (2/3rd) of members in good standing qualified voting members as defined in Article IV, Section 1 who returns their ballots.

Article XIII: Tax-exempt Status

Section 1:

The Association is a non-profit organization. No part of the net earnings of the Association shall inure to the benefit of, or be distributed to its members, officers, or other private persons, except that the Association shall be authorized to pay reasonable compensation for services rendered, and to make payments and distribution in furtherance of the objectives set forth in Article III of these By-Laws.

Section 2:

No part of the activities of the Association shall be the carrying on of any activity not permitted to be carried on by a corporation exempt under Section 501C (3), of the United States Internal Revenue Code of 1954 (or the corresponding provision of any future United States Internal Revenue Code), and by tax-exempt organization of the type described in Section 509 (a) (2), of the United States Internal Revenue Code.

Article XIV: Parliamentary Authority

Robert’s Rules of Order (as revised), except when inconsistent with the Constitution and By-Laws of the Association shall govern the meetings of the Executive Committee and all committees.

Article XV: Indemnification of Officers, and Employees

Section 1:

Scope of Indemnification:
The Corporation shall indemnify and hold harmless each of its officers, and employees to the fullest extent permitted under Florida law provided the act giving rise to a claim for damages by a third party does not constitute violation of Florida Statute 617.0834.

Section 2:

AIA shall buy Indemnity Insurance.

August 15 2010 Celebration