ASSOCIATION OF NEPALIS IN MINNESOTA
Article I: Offices
Section 1: Principle Office
The principle office of the corporation is located at 12033 Chesholm Lane, Eden Prairie, in Hennepin County, State of Minnesota, USA.
Section 2: Change of Address
The designation of the county or state of the corporation’s principal office may be changed by amendment of these Bylaws.
Section 3: Other Offices
The corporation may also have offices at such other places, within or without its state of incorporation, where it is qualified to do business, as its business and activities may require, and as the board of directors may, from time to time, designate.
Article II: Nonprofit Purposes
Section 1: IRC Section 501 (c) (3) Purposes
This corporation is organized exclusively for one or more of the purposes as specified in Section 501 (c) (3) of the Internal Revenue Code of 1986 as now in-acted or hereafter amended, including, for such purposes, the making of distribution to organizations that qualify as exempt organizations under Section 501 (c) (3) of the Internal Revenue Code.
Section 2: Mission and objectives
ANMN’s mission is to build, preserve and promote an enthusiastic, active and supportive community among the Nepalis and friends of Nepal in the State of Minnesota thus strengthening the bond of friendship and cooperation.
- To promote Nepali culture through various mediums such as these:
- Cultural Shows that include, songs, dances, skits etc.
- Concerts and shows of various local as well as professional artistes
- Food festivals
- Annual Picnics
- Sports Tournaments
- Dasain-Tihar Celebration
- Nepali New Year Celebration
- Art Exhibitions & Literature promotion
- Camping, and special tour
- Exchange ideas via information workshops
- To disseminate Nepal related information to Nepali Diaspora and to encourage and augment community involvement for educational, social as well as charitable purposes.
- To raise and manage funds and donations for the purpose of worthy humanitarian causes in cooperation with other organizations.
Article III: Memberships
Section 1: General Member
Membership in ANMN is open to all Nepalis and other nationalities willing to join by paying annual membership dues and support to achieve the goals and objectives of ANMN. There will be no denial of membership based on age, sex, race, color, national origin, religion, disability, marital status, and military status.
Membership fee shall be determined by the executive committee of ANMN. Annual membership rate classification/schedule:
- Single. – $10.00
- Family – $25.00 (Wife, Husband, and children 18 years and under)
- Life – $250.00 (Individual)
- Honorary member – no fee.
- Benefactor – who contributes $500.00 or more
The fee classification and structure can be changed by the executive committee in a simple majority vote.
Section 2: Executive Committee
The Executive committee shall consist of:
2) Vice President
3) General Secretary
In addition to the executive committee members, The Board includes:
1) Program/Event Coordinator
2) Information Coordinator
3) Public Relation Coordinator
4) Sport/Activity Coordinator
5) Immediate Past President
6) College Liaison
7) Membership Drive Coordinator
8) Board Member
The following are the basic committees setup by this by-law:
1. Membership Drive Committee
2. Event Committee
3. Sports Committee
4. Information Committee
5. Public Relation Committee
Section 3: Duties and responsibilities of the Board members
a) The President shall be the chief executive officer of ANMN and shall have general supervision and control of its activities and programs. He/she will handle all formal correspondence between Members, the Council and members of ANMN, and others, and call and run meetings.
b) The Vice President shall assist the President and assume his or her duties when the President is unable to serve or during his/her leave of absence.
c) The Treasurer shall be the custodian of all funds of the ANMN, shall maintain bank accounts, receipts and disbursement of funds and shall give complete reports to the ANMN membership. The Treasurer shall be the primary contact person for the issues related to the financials of ANMN.
d) The General Secretary shall keep records and minute of all meetings of ANMN Board and of all activities and programs. The General Secretary will assume the duties of the President if and when the President and Vice President are unable to serve or during their leave of absence.
e) All Board members will assist in the various activities of ANMN. They can also be assigned a specific task or tasks for the period of their membership in the ANMN board or a shorter period.
Section 4: Elections and appointments of the Board members
a) The members of the ANMN shall elect the 11 Board members, including the Executive committee. All board members will be elected to a 2-year term
b) Three advisors that are part of a 15 member ANMN board will be appointed by the Executive committee during the first board meeting after the general election. The immediate past president will be a part of the ANMN board.
c) The ANMN board advisors will be the primary members of the Election Committee and will start on organizing the election at least 3 months prior to the general election for ANMN board. The Election committee shall conduct election in accordance with the by-laws. The election committee shall seek nomination from general members of ANMN for all of the 11 Board positions. Each eligible member, 18 years or older, shall cast one vote for one position. The election committee may formulate specific election rules and design ballots for the election. The election committee members cannot run for any position but shall have a voting right. The election committee shall flip a coin to decide for any position in case there is a tie between two candidates. The election committee shall be dismissed once the new executive committee of ANMN is elected.
d) The election will be run during the annual Nepal New Year celebration day which usually falls in April. If the Nepal New Year celebration is not held than the Election Committee shall schedule an Election sometime by the end of April.
Section 5: Removal and Resignation of the Board Member
a) Any Board members maybe removed from office, with or without cause, as permitted by and in accordance with the laws of this state. To remove a member, two-third of the Board members must vote for the removal.
b) Any board member may resign effective upon giving written notice to the President or the Secretary of the Board. No board member may resign if the corporation would then be left without a duly elected member in charge of its affairs, except upon notice to the Office of the Attorney General or other appropriate agency of this state.
Section 6: Vacancies
a) Vacancies on the Board shall exist on the resignation or removal of any board member prior to his or her end of term in office.
b) When the vacancy on the Executive Committee exists, the Executive Committee shall designate a Board member to complete the remaining term. If the office of the President becomes vacant, the Vice President shall complete the vacated term. The Board shall one of its members to complete the Vice President’s term. If simultaneous vacancies occur in the offices of both President and the Vice President, the General Secretary shall be the Acting President and convene the Board meeting to initiate procedures to fill the vacancies until the next general meeting.
Section 7: Compensation
The officers will receive no honorarium, except when fixed from time to time by resolution of the Board. The Board members shall server without compensation. They shall be allowed reasonable advancement or reimbursement of expenses incurred during travel related to the performance of their ANMN duties as outlined in these Bylaws and/or directed by the Board. The expenses have to be directly attributable to the performance of the ANMN duties.
Sections 8: Meetings
a) General Meeting: The Board will hold at least one physical meeting per year to discuss the affairs of the corporation with the general membership.
b) Board Meeting: The Secretary of the corporation will communicate the date, place, and time of the meetings to each director by mail, telephone, fax or electronic mail at least two weeks in advance of the scheduled meetings. The meeting shall take place once a month or as required.
a. A quorum for the board meeting shall consist of no less than one third of the existing members of the Board. Except as otherwise provided by these bylaws, or provisions of law, no business shall be considered by the board at any meeting at which the required quorum shall be considered by the board at any meeting at which the required quorum in not present and the only motion which the Chair shall entertain at such meeting is a motion to adjourn.
b. Conduct of Meetings: Meetings of the Board members shall be presided over by the President, or a Chairperson chosen by the majority of the Board members present at the meeting. The Secretary of the corporation shall act as secretary of all meetings of the board, provided that, in his or her absence, the presiding officer shall appoint another person to act as Secretary of the meeting. Robert’s Rule shall govern meetings in so far as such rules are not inconsistent with or in conflict with the Article of Incorporation, these bylaws, or with provisions of law.
c) The various committee meetings can be held as often as needed and are organized by the committee leads.
Article IV: Amendments
A group of one-third of the board member is required to propose an amendment to the Bylaws of the corporation. The Board of Directors shall consider such proposals. The proposed amendments to the Bylaws shall be presented to the Board during the scheduled or special meeting of the Board of Directors. An affirmative vote of at least three-quarter of the Board Directors shall be required for approval.
Article V: Bequests, Grants, Contributions, and Funds
The corporation may receive bequests, grants, contributions, and funds and may make disbursements there from. The corporation with the approval of the Board may enter into contracts to carry out any purpose consonant with its Bylaws and the Article of Incorporation.
Article VI: Chapters of the Corporation
Local, regional, and international chapters of the corporation may be established on the approval of the Board or Directors. These chapters shall be responsible to the Executive Committee and shall report their activities through the General Secretary to the Board of Directors.
Article VII: Budget, Financial Reports and Liabilities
a) The board members shall not be personally liable for the debts, liabilities, or other obligation of the corporation
b) Unless otherwise prohibited by law, the corporation shall indemnify any Board member or officer of the corporation, any person who may have served at corporation’s request as a member or officer, or any employee, or any volunteer working on behalf of the corporation against any and all expenses and liabilities actually and necessarily incurred by that individual or imposed on the individual in connection with any claim, action, suit, or proceeding, whether actual or threatened, civil, criminal, administrative or investigative, including appeals, to which the individual may be or is made a part by reason of being or having been such Board member, officer, employee or agent. There shall be no indemnification in relation to matters as to which the individual shall be adjudged in such claim, action, suit or proceeding to be guilty of a criminal offense or liable to the corporation for damages arising out of the individual’s own gross negligence or misconduct in the performance of a duty to the corporation.
c) Any foreseeable expense that is incurred by the corporation needs to be pre-approved by the Board.
d) For corporation events, the event coordinators will work with the treasurer to provide a budget for the event to the board. The budget must be approved by the board.
e) The treasure in cooperation with the executive committee and the board must prepare an annual budget in the board meeting before the annual general meeting.