“Telangana Community” was formed in 2008 and incorporated as a ‘not-for-profit’ organization in Atlanta, GA, USA. Telangana is a region in south-central India.
The objective of the Telangana Community is to build a social platform for all the Non Resident Telanganites (hereinafter referred to as NRTs), living across the globe, USA in particular and to protect, preserve and promote the heritage & culture of Telangana in addition to supporting the socio-economic development of the region.
This organization does not and will not have any association with any political party any where in the world.
NAME AND PURPOSES
Section 1.01: Names.
The name of the organization is TELANGANA COMMUNITY, INC.
Section 1.02: Purposes
To provide a platform for all the like-minded, passionate and committed people who understand and share the culture, heritage and values of Telangana, to participate in its socio-economic development.
Section 2.01: Classes. Of Membership:
There shall be only one class of members: Life Members. All members shall have equal voting rights.
Section 2.02: Qualifications. Membership may be granted to any individual who abides by the objectives and purpose of the organization, and who pays the dues as set by the Board of Directors from time to time. Effective with term beginning in year 2010, to qualify to get elected to the Board, a member must be in good standing at least six (6) months prior to election day.
Section 2.03: Termination of Membership. The Board of Directors (aka members of the board) , by affirmative vote of two-thirds of all of the members of the Board, may suspend or expel a member, and may, by a majority vote or those present at any regularly constituted meeting, terminate the membership of any member for acting against the interest of the organization. The member or members being suspended or expelled may be given due notice to explain.
Section 2.04: Resignation. Any member may resign by filing a written resignation with the Secretary. However, such resignation shall not relieve the member so resigning of the obligation to provide accounts or other responsibilities entrusted, and any membership dues paid will not be refunded.
Section 2.05: Member Ship Fee. Membership fee shall be established by the Board of Directors.
Section 2.06: Meetings.
The annual general body meeting shall be held once each year. A minimum of 10% of total members present in person or by proxy shall constitute a quorum for transaction of business at a membership meeting. Meetings may be called by the Chairperson or at the request of at least 10% of the members by a notice mailed US mail, email, telephone, fax to each member not less than thirty (30) days before such meeting.
AUTHORITY AND DUTIES OF DIRECTORS AND EXECUTIVE COMMITTEE
Section 3.01: Authority of Directors. The Board of Directors is the policy-making body and may exercise all the powers and authority granted to the Organization by law.
Section 3.02a: Number, Selection, and Tenure. The Board shall consist of not less than twelve (12) Directors inclusive of the Executive Committee members. The term of each director shall be (3) years which is defined as a full term. However, from the members elected to at the initial elections to the board, four directors shall hold office for a term of three (3) years, four shall hold for two (2) years and four shall hold for one (1) year. Thereafter, One Third of Directors shall be elected every year for a full term of (3) years. The Board members shall elect one of them as the Chairman of the Board for a term of two years; here after called as Chairperson. Vacancies existing by reason of resignation, death, incapacity or removal before the expiration of his/her term shall be filled by a majority vote of the remaining directors for the duration of the remaining term. The Board of Directors including the Executive Committee members shall not serve in their present capacity for more than one term at a time unless the majority of general body members approve.
Section 3.02b: Executive Committee. The Board of Directors shall elect the members of the Executive Committee for a term of two years. The Executive Committee shall comprise of a President, a Vice President, a Secretary, a Joint Secretary and a Treasurer. All the members of the Executive Committee shall be the members of the Board of Directors. The Executive Committee shall be responsible for conducting the everyday corporate business.
Section 3.03: Resignation: Resignations are effective upon receipt of written notification by the Secretary.
Section 3.04: Regular Meetings. The Board of Directors shall hold at least two (2) regular meetings per calendar year. Meetings shall be at such dates, times and places as the Chairperson of the Board shall determine.
Section 3.05: Special Meetings. Meetings shall be at such dates, times and places as the Chairperson of Board shall determine.
Section 3.06: Notice. Meetings may be called by the Chairperson by notice mailed, U.S.mail, e.mail, faxed to each member of the Board not less than Fourteen (14) days before such meeting. The notice for a special meeting called at the request of any five (5) or more directors, shall be seven (7) days.
Section 3.07: Quorum. A quorum shall consist of a majority of the Board attending in person or through teleconferencing. All decisions will be by majority vote of those present at a meeting at which a quorum is present. If less than a majority of the directors is present at said meeting, a majority of the directors present may adjourn the meeting on occasion without further notice.
Section 3.08: Action Without a Meeting. Any action required or permitted to be taken at a meeting of the Board of Directors (excluding amendment of these Bylaws) or of any committee may be taken without a meeting if all the members of the Board or committee consent in writing to taking the action without a meeting and to approving the specific action. Such consents shall have the same force and effect as a unanimous vote of the Board or of the committee as the case may be.
Section 3.09: Participation in Meeting by Conference Telephone. Members of the Board may participate in a meeting through use of conference telephone or similar communications equipment, so long as members participating in such meeting can hear one another.
Section 3.10: Committees. The Board of Directors may, by a resolution adopted by a majority of the Directors in office, establish committees of the Board composed of at least two (2) persons which, except for an Executive Committee, may include non-Board members. The Board may make such provisions for appointment of the chair of such committees; establish such procedures to govern their activities, and delegate thereto such authority as may be necessary or desirable for the efficient management of the property, affairs, business, and activities of the Organization.
Section 3.11: Nominating Committee. The Board of Directors shall appoint a Nominating Committee consisting of not less than (3) members to conduct the Elections. The nominating shall draft rules for such elections and seek the approval of the Board. The nominating committee shall not include any member who is either contesting for any position or nominating/seconding any candidate for any position
Section 3.12: Reimbursement. Directors shall serve without compensation with the exception that expenses incurred in the furtherance of the Organization’s business are allowed to be reimbursed with documentation and prior approval of the board.
AUTHORITY AND DUTIES OF OFFICERS
Section 4.01: Officers. The officers of the Organization shall be a President, a Vice President, a Secretary, a Joint Secretary and a Treasurer. The immediate Past President shall be an Ex-officio member of the Board of Directors, with the privilege of attending any or all the meetings, but with no voting rights.
Section 4.02: Appointment of Officers; Terms of Office. The officers of the Organization shall be elected by the Board of Directors at regular meetings of the Board, or, in the case of vacancies, as soon thereafter as convenient. New offices may be created and filled at any meeting of the Board of Directors. Officers shall hold office until a successor is duly elected and qualified. Officers shall be eligible for reappointment. Term should begin on Sankranthi, and the elections shall be held between second week of December to 1st day of New Year.
Section 4.03: Resignation. Resignations are effective upon receipt by the Secretary of the Board of a written notification.
Section 4.04: Removal. An officer may be removed by the Board of Directors at a meeting, or by action in writing pursuant to Section 3.08, whenever in the Board’s judgment the best interests of the organizations will be served thereby. Any such removal shall be, after due show cause notice, and without prejudice to the rights, if any, of the person so removed should be by 2/3 majority.
Section 4.05: President. The President shall be a director of the Organization and will preside at all meetings of the Board of Directors. The President shall perform all duties attendant to that office, subject, however, to the control of the Board of Directors, and shall perform such other duties as on occasion shall be assigned by the Board of Directors.
Section 4.06: Vice President. The Vice President shall assist the President in performing all of the duties incidental to the office of President and such other duties required from time to time by the Board of Directors. In the absence of the President, the Vice President shall function as the President and exercise all the powers and duties bestowed upon the presidency including presiding over the meetings of Board of Directors.
Section 4.07: Secretary. The Secretary shall be a director of the Organization and shall keep the minutes of all meetings of the Board of Directors in the books proper for that purpose. The Secretary and Treasurer shall work closely with any paid executive staff of the Organization to ascertain that appropriate procedures are being followed in the financial affairs of the Organization, and shall perform such other duties as occasionally may be assigned by the Board of Directors.
Section 4.09: Joint Secretary. The Joint Secretary shall assist the Secretary in performing all of the duties incidental to the office of Secretary and such other duties required from time to time by the Board of Directors. In the absence of the Secretary, the Joint Secretary shall function as the Secretary.
Section 4.10: Treasurer. The Treasurer shall be a director of the Organization. The Treasurer shall also report to the Board of Directors at each regular meeting on the status of the Council’s finances. The Treasurer shall work closely with any paid executive staff of the Organization to ascertain that appropriate procedures are being followed in the financial affairs of the Organization, and shall perform such other duties as occasionally may be assigned by the Board of Directors.
Section 4.11: Paid Staff. The Board of Directors may hire such paid staff as they deem proper and necessary for the operations of the Organization. The powers and duties of the paid staff shall be as assigned or as delegated to be assigned by the Board.
Every member of the Board of Directors, officer the organization may be indemnified by the organization against all expenses and liabilities, including counsel fees, reasonably incurred or imposed upon such members of the Board, officer or employee in connection with any threatened, pending, or completed action, suit or proceeding to which she/he may become involved by reason of her/his being or having been a member of the Board, officer, or employee of the organization, or any settlement thereof, unless adjudged therein to be liable for negligence or misconduct in the performance of her/his duties. Provided, however, that in the event of a settlement the indemnification herein shall apply only when the Board approves such settlement and reimbursement as being in the best interest of the organization. The foregoing right of indemnification shall be in addition and not exclusive of all other rights which such member of the Board, officer or employee is entitled.
ADVISORY BOARDS AND COMMITTEES
Section 6.01: Establishment. The Board of Directors may establish an Advisory Committee and other Committees as needed.
Section 6.02: Size, Duration, and Responsibilities. The size, duration, and responsibilities of committees shall be established by a majority vote of the Board of Directors.
Section 7.01: Fiscal Year. The fiscal year of the Organization shall be January 1 – December 31 but may be changed by a resolution of the Board of Directors.
Section 7.02: Checks, Drafts, Etc. All checks, orders for the payment of money, bills of obligations, bills of exchange, bills towards services and goods received shall be signed or endorsed by such officer or officers or agent or agents of the Organization and in such manner as shall from time to time be determined by resolution of the Board of Directors or of any committee to which such authority has been delegated by the Board.
Section 7.03: Deposits and Accounts. All funds of the Organization, not otherwise employed, shall be deposited from time to time in general or special accounts in such banks, trust companies, or other depositories as the Board of Directors or any committee to which such authority has been delegated by the Board may select, or as may be selected by the President or by any other officer or officers or agent or agents of the Organization, to whom such power may from time to time be delegated by the Board. For the purpose of deposit and for the purpose of collection for that account of the Organization, checks, drafts, and other orders of the Organization may be endorsed, assigned, and delivered on behalf of the Organization by any officer or agent of the Organization.
Section 7.04: Investments. The funds of the Organization may be retained in whole or in part in cash or be invested and reinvested on occasion in such property, real, personal, or otherwise, or stock, bonds, or other securities, as the Board of Directors in its sole discretion may deem desirable, without regard to the limitations, if any, now imposed or which may hereafter be imposed by law regarding such investments, and which are permitted to organizations exempt from Federal income taxation under Section 501(c)(3) of the Internal Revenue Code.
BOOKS AND RECORDS
Correct books of account of the activities and transactions of the Organization shall be kept at the office of the Organization. These shall include a minute book, which shall contain a copy of the Certificate of Incorporation, a copy of these Bylaws, and all minutes of meetings of the Board of Directors.
AMENDMENT OF BYLAWS
These Bylaws may be amended with the approval of the majority vote of the membership at a regular annual meeting or a specially called meeting. The amendments and the time and place for the meeting shall be notified to all members at least (21) days in advance. All amendments shall be submitted in writing to the President to enable him/her to circulate (20) days in advance.
Any member of the Board can be removed from office for acting against the interest of the organization and / or for misuse of the position in the organization for personal aggrandizement or promoting personal interests through use of organization’s name in the news or visual media or with political establishment or misconduct at a special general body meeting called for such purpose. Approval of two-third of the membership shall be required for such impeachment/removal.
Absenteeism: Any member not present for more than 3 consecutive meetings will be asked for explanation and can be removed by the Board. Members, wishing to be absent, should give due notice for their inability by at least 1 day in case of ill-health or one week for any other reason.
All Financial Statements must be published every year, on time, including any returns and sent only by email and accessible on the internet.
Documents / Records
Mail Retention: For Ever.
Official Correspondence shall be done on official website email address?
Only President will give the approved message.
No affiliation with other bodies shall be done with out 3/4 of the majority and with the minimum quorum
ROBERTS RULES OF ORDER
Except as otherwise herein expressly provided, all matters of procedure shall be governed by Roberts Rules of Order, revised, as the same shall, from time to time be revised and amended.
In the event of dissolution, the Board of Directors/Executive Committee shall, after paying or making provision for the payment of all the liabilities of the association, dispose off all the assets of the association exclusively for the purposes of the association in such manner or to such association or associations organized and operated exclusively for charitable, educational purposes as shall at the time qualify as an exempt association under section 501 © (3) of the Internal Revenue Service Code.