KCSMW - Constitution

THE KERALA CULTURAL SOCIETY OF METROPOLITAN WASHINGTON, INC

ARTICLES OF INCORPORATION

Article I. Name of the organization

This organization shall be called "The Kerala Cultural Society of Metropolitan Washington INC, hereafter referred to as the "Society".

Article II. Objectives

The objectives of the Society are:

To provide a forum for its members to meet and exchange ideas;
To foster friendship and understanding among its members and the community at large;
To provide opportunities for literary, cultural, entertainment and other beneficial activities;
To cooperate with other organizations in meaningful programs and projects of common interest.

Article III. Basic Policies

The Society shall be governed by the following policies:

Sec 1. The Society shall be non- profit, non-sectarian, non-political and non-commercial.

Sec 2. Neither the name of the Society nor the name of any member in his or her official capacity with the Society shall be used in connection with a commercial concern or with political interest or for any purpose inconsistent with the objectives of the Society.

Sec 3. When the Society cooperates with other groups on projects or programs of common interest, persons representing this Society in such matters shall not make any commitments that might bind the Society, unless specifically authorized by the Society in writing.

Sec 4. Any liability caused by the Society shall not be binding on any officer(s).

Sec 5. The membership year of the Society shall be from January 1, to December 31, of the calendar year.

Article IV. Membership, Privileges and Dues

Sec 1. There shall be two kinds of Memberships:

a. REGULAR MEMBERSHIP:

Regular Membership shall be of three types; Life-time Family membership, Annual Family membership, and Annual Individual membership.

Regular members shall be:

i) People of Kerala origin, or

ii) Malayalam speaking people, or

iii) Descendants of Keralites, or

iv) Persons related to Keralites or their descendants through marriage.

b. ASSOCIATE MEMBERSHIP:

Associate members shall be:

Any person who shall subscribe to the objectives of the Society as outlined in the Article II, but is ineligible to become a regular member as identified in Article IV: Sec. 1.a., if proper application for associate membership is recommended and approved by the Society.

Sec 2.a. Annual membership fees shall be $ 15.00 for a family (husband, wife, children under 21) and $ 10.00 for an individual.

Sec 2.b. The membership year of the Society shall be from January 1, to December 31, of the calendar year.

Sec 2.c.(i). Life time family membership shall be $200.00 which entitles the family FREE admission to the Society's annual Onam and Christmas celebrations (FEAST ONLY).

(ii). Life time family membership privileges are only offered to husband, wife and dependent children.

Sec.2.d. Membership fee rates can be changed, if necessary, at the general body meeting, upon the recommendation of the Executive Committee.

Sec. 3. Only regular members who are eighteen years of age and above are eligible to vote and hold any elected office of the Society. Any individual who is not a regular member of the Society by the last day (31) of October is not eligible to be nominated or elected for any office listed under Article V (1) or as a member of the Executive Committee (Board of directors) or hold the position as Chairman of any of the Standing Committees of the Society for the following year.

Sec. 4. Only individuals who are members of the Society by October 31, of the calendar year will be eligible to nominate or vote in the election of office bearers during the same year.

Article V. Administration

Sec. 1. The Society shall have five elected officers and sixteen other elected members.

a. President

b. Vice-President

c. Secretary

d. Joint Secretary, and

e. Treasurer

Sec. 2. The Society shall be administered and managed by an Executive Committee (Board of Directors) comprising of all officers of the Society as described in Artic1e V: Sec. 1, and the sixteen other elected members.

Sec. 3. The following procedure shall be used in electing the Executive Committee.

a.(i) A Nomination Committee of three appointed by the Executive Committee of the Society, shall receive nominations along with the written consent from the members for elective offices and Executive Committee members, and shall verify and decide on the eligibility of the nominators and nominees as stipulated in Article IV: l.a & 3, and Article V: 3 a (ii)., and present the slate of names of all proposed candidates to the President, 14 days prior to the election.

a.(ii) The Nomination Committee shall obtain the written consent of the nominee(s), before submitting their names to the president.

a.(iii) The Nomination Committee Chair shall present these names to the General Body for election.

b. The Nomination Committee shall be responsible for proper conduct of the election.

c. The Nomination Committee Chair shall inform the General Body of positions for which eligible candidates were not found and the invite nominations from the floor to those offices.

d. If no eligible candidate(s) is/are nominated from the floor the existing officer(s) shall continue in that office(s) until that position is filled.

Sec. 4. The term of office of the elected officials shall be from January 1, to December 31, of the calendar year.

Sec. 5. No elected officers of the Society shall serve for more than two consecutive terms in the same position.

Sec. 6.(a). The term of any elected member shall automatically expire if that person shall cease to be a resident of Maryland, Virginia or the District of Columbia.

(b). Any committee member who fails to attend two (2) consecutive executive committee meetings without providing adequate reasons will cease to be a committee member.

Sec. 7.(a). If an officer or any other member of the Executive Committee (Board of directors) fails to discharge his/her duties, or acts on the judgment of the committee to the detriment of the Society, the Executive Committee shall take necessary steps.

(b). Within five (5) working days, the aggravated party, however, shall have recourse by requesting in writing the appointment of an independent grievance committee.

(c). The grievance committee shall be appointed by the President, from the regular membership of the Society, within 5 working days of receipt of the written grievance.

(d). The grievance committee shall render its decision within 10 working days after receipt of their charge.

(e). The decisions of the grievance committee shall be final.

Sec. 8. The Executive Committee (Board of Directors) shall fill any vacancy that might arise in the committee including that of an officer for the remainder of the term, by coopting suitable persons.

Sec. 9. The Executive Committee (Board of Directors) shall transact all business including:

a) Approval of the program for the year;

b) Submission of the budget to the General Body;

c) Selection of the bank to deposit the Society's funds;

d) Provision of an annual audit of accounts by a professional auditor or a committee:

e) Selection and appointment of a nomination committee as described in Article V: Sec.3.

f) Any other function necessary in the day-to-day operation of the society

Sec. 10. The duties of the president shall include, but not limited to:

a) To preside over all the General Body and Executive Committee (Board of Directors) meetings;

b) To serve as the spokes-person for the Society;

c) To coordinate the work of standing committee and ad hoc committees and to receive the committee reports.

d) To attend all committee meetings except the nomination committee meetings.

Sec. 11. The duties of the Vice-President shall include, but not limited to:

a) To assist the President in his/her duties;

b) To perform the duties of the president in his/her absence;

c) To advise and assist Committees and special Task Forces.

Sec.12.a. The duties of the Secretary shall include, but not limited to:

i) To convene the General Body and Executive Committee (Board of Directors) meetings;

ii) To record the minutes of the meetings;

iii) To help the president in coordinating the activities of the various committees;

iv) To keep an updated directory containing the address and telephone numbers of all members;

v) To prepare the agenda for the Executive Committee (Board of Directors) meetings.

vi) To prepare and present the Annual Report of the Society.

Sec.12.b. The duties of the joint secretary shall include, but not limited to:

i) To assist the secretary as deemed necessary;

ii) To perform the duties of the secretary in his/her absence.

Sec. 13. The duties of the Treasurer shall be:

a) To collect and disburse funds as may be directed by the Executive Committee (Board of Directors). All expenses above $100.00 must be approved by the Executive Committee (Board of Directors).

b) To maintain a complete record of alI income and expenses of the Society and to make the record available to any member upon written request;

c) To submit the annual financial report to the General Body; and

d) To issue checks in the name of the Society signed jointly by any two of the following officers: President/Treasurer/Secretary.

Sec.14.a. The Society shall not borrow or pledge its credit without the written consent of 2/3 (two-thirds) of the membership. This provision will not be applicable to any decision taken under Sec.16 (b).

b. Any decision to participate in any special project or program which may require any expenditure of $ 5,000.00 or more should be approved by a two-third majority of the Executive Committee (Board of Directors).

Sec. 15. Individual members of the Society shall not be liable for any legal action taken against the Society.

Sec.16.a. The Executive Committee shall meet at least quarterly and at such other times as necessary.

b. In emergencies a decision shall be made by the President, through any medium of communication, after contacting and obtaining approval of seven of the Executive Committee members including at least two of the office bearers.

Sec. 17. Any member may attend any Executive Committee meeting and express his/her views, however, only Executive Committee members (Board of Directors) may vote.

Sec. 18. Seven of the Executive Committee members including at least two of the office bearers shall constitute a quorum. Proxy arrangements shall not be used for the purpose of constituting a quorum of the Executive Committee.

Sec. 19. In any situation requiring the attention of the General Body and where there is insufficient time to convene the same, the Executive Committee (Board of Directors) shall act on behalf of the General Body, provided, the decision is approved by two-thirds of the membership of the entire committee, notwithstanding Sec. 18 of this Article V. Such action shall have the concurrence of the General Body at its next scheduled meeting.

Sec. 20. All documents including correspondence, publications and accounts relating to Society activities are properties of the Society. All documents which are properties of the Society shall be delivered to the newly elected officers by their predecessors immediately after the new officers take charge of their respective offices.

Article VI. Committees, Standing and Ad hoc

Sec. 1.a. There shall be a minimum of six standing committees:

i) Membership;

ii) Hospitality & Sports;

iii) Youth Club;

iv) Editorial Board;

v) Public Relations/ Social Services;

vi) Entertainment.

b. The functions of these committees shall be outlined by the Executive Committee (Board of Directors) at its first meeting after it takes charge of the Society each year.

Sec. 2. The Executive Committee (Board of Directors) may appoint ad hoc committees as it may deem necessary to fulfill specific tasks.

Sec. 3. An Executive Committee should be called in two weeks if one third (113) of the Executive Committee members request in writing to the President stating the reasons for such a meeting.

Sec. 4. Neither the office bearers nor Executive Committee (Board of Directors) members of the Society may hold any office or be the member of the Executive Committee of any parallel organization in the area.

Article VII. General Body meetings

Sec. 1. The Executive committee shall schedule and the President shall convene General Body meetings. The annual meeting of the Society shall be held in December, at which time the election shall be conducted and the results shall be announced to the general body for approva1. At least two weeks notice shall be given for the general body meeting.

Sec. 2. A special general body meeting of the Society shall be caI1ed if fifty (50) regular members of the Society request such a meeting in writing to the Executive Committee and such meeting shall be convened by the President no later than four (4) weeks from the date the request is received.

Article IX. Rules of Order

Robert's rules of order (newly revised) shall govern all applicable cases in which they are not in open conflict with Articles of incorporation or By-laws of the Society.

Article IX. Official Language

Malayalam and English shall be the official languages of the Society.

Article X. Amendments to the Articles of Incorporation

These Articles of Incorporation may be amended by the General Body of the Society if two-thirds of the membership is present and voting or by a plurality vote; whichever is less, provided notice of any proposed amendment shall be given at least thirty (30) days prior to the meeting at which the amendment is voted upon.

Article XI. Effective date of the Articles of Incorporation and amendments

Initial Approval: December 27, 1986.

Amendment I: Approved December 14, 1992.

Amendment II: Approved May 31, 1997

This Second Amendment to the Article of Incorporation was approved by the General Body of the Kerala Cultural Society of Metropolitan Washington on 31 May 1997.

President: Dr. Mathew T. Thomas

Vice- president: Mrs. Omana Sreeram

Secretary: Mr. Ben Paul

Joint Secretary: Mrs. Sumana Alex

Treasurer: Mr. K. N. Swaminathan

Chairman of the

Constitution Review

Committee: Dr. Thomas John

Members: Mr. Jayaprakash Kosseri

Mr. P. Gopinathan

Mr. George T. George

Dr. K. G. Thomaskutty