Whereas Sanskriti, Inc. is a non-profit Corporation incorporated in the State of Maryland, as approved and received for record by the State Department of Assessment and Taxation of Maryland on May 17, 1976;
Whereas Sanskriti Inc. is exempt from federal income tax. Effective August 25. 1983, under Section 501(c) (3) of the Internal Revenue Code of 1954, as amended, in accordance with a letter dated of the District Director at Baltimore. Maryland, of the Internal Revenue Service;
Whereas Sanskriti, Inc. is desirous of making certain amendments to its Articles of Incorporation recorded as of May 17, 1976, (attached herewith), but without prejudice to its status as a non-profit tax-exempt Corporation:
Now therefore the undersigned persons, being duly authorized, present hereunder the amended Articles of Incorporation which shall replace the Articles of Incorporation as recorded on May 17, 1976.
FIRST: The name of the Corporation is SANSKRITI, INC. (hereinafter referred to as the Corporation or Sanskriti).
SECOND:
A) The Corporation is organized and shall be operated exclusively for charitable, religious, literary, social. Cultural and educational purposes within the meaning of Section 501(c) (3) of the Internal Revenue Code of 1954 or the corresponding provisions of any future United States internal, revenue law.
B) More specifically, Sanskriti is a voluntary association of individuals formed for promoting in particular, but not exclusively, Bengalee social, literary, cultural, educational and religious activities. Participation in such activities shall be open to Members of Sanskriti and. under conditions defined by Sanskriti, to other interested persons of the community at large, thereby enriching the multi-ethnic traditions of the People of the metropolitan Washington area and of the United States.
C) Sanskriti shall have the authority to exercise to the extent necessary or desirable for the accomplishment of the aforesaid purposes any and all powers confer-red upon Corporations of a similar character by the general laws of the State of Maryland. To the extent they are not inconsistent with the objects and purposes of the Corporation to be a non-profit Corporation exempt under Section 501 (c) (3) of the Internal Revenue Code of 1954, as amended from time to time
THIRD: The following provisions shall define, limit, and regulate the powers of the Corporation and of its Directors and Members.
A) The Corporation is not organized to profit and no part of its earnings or assets shall accrue to the benefit of or be distributable to its Members, Directors, Officers, or any other persons, except that reasonable compensation may be paid by the Corporation for services rendered to and for the Corporation.
B) No substantial part of the activities of the Corporation shall be the carrying on of propaganda, or otherwise attempting to influence legislation, and the Corporation shall not participate in or intervene directly or indirectly in any political campaign on behalf of any candidate for public office.
C) Notwithstanding any other provision of these Articles, the Corporation shall not carry on any other activities not permitted to be carried on by a Corporation exempt from federal income tax under section 501(c) (3) of the Internal Revenue Code of 1954 or the corresponding provision of any future United States internal revenue law.
D) In the event of liquidation, dissolution or winding up of the Corporation whether voluntary, or involuntary) all of the net assets of the Corporation, after paying or making provision for the payment of all the -liabilities of the Corporation, shall be transferred and contributed to an organization or organizations the Board of Directors may select which shall have in effect at the time a determination of exempt status as an organization described in Section 501(c) (3) of the Internal Revenue Code of 1954 or the corresponding provision of any future United States internal revenue law.
FOURTH: The postal address of the -principal office of the Corporation in Maryland is
..................………………………………………………………………………………
The name and postal address of the resident Agent of the Corporation in Maryland are .............................. …………………………………………………………………….
Said resident Agent is an individual actually residing in Maryland.
FIFTH: The Corporation shall not have any capital stock.
SIXTH: The activities and business of the Corporation shall be managed or conducted in accordance with the provisions of its By-Laws, provided the By-Laws are not inconsistent with the provisions of these Articles of Incorporation or contrary to the laws of the State of Maryland or of the United States.
SEVENTH: Membership of Sanskriti shall be open to all persons 18 year's of age or older without regard to nationality, race, religion or place of residence, who subscribe to the above objectives and abide by the provisions of the Articles of Incorporation and the By-laws, including payment of designated Membership fees. Persons between the ages 12 and 18 shall be Members, and Youth Members under proper adult supervision, shall have the right to participate in all activities organized by Sanskriti. Only members shall have the right to vote, contest elections and hold office. Members may be censured, suspended, or removed from Membership for reasons and through procedures specified in the By-Laws. The Corporation reserves the right to deny Membership to any person who is considered to have been involved in an activity detrimental to the Corporation's interests.
EIGHTH:
A) The activities and affairs of Sanskriti shall be managed by a Board of Directors. The number of Directors constituting the Board shall not be less than six nor more than twelve, as shall be specified in the By-Laws. Directors shall be elected by the General Body of Members by mail ballot.
B) The Board of Directors shall include three office bearers, namely a President, a Secretary and a Treasurer.
C) The General Body of Members shall have the authority to remove any or all of the Directors by a vote of no-confidence passed by a two-thirds majority of Members in a mail ballot or by resolution adopted by a two-thirds majority Of Members present in a Special General Meeting with quorum, as defined in Article Twelfth.
D) Rules and procedures for the nomination, election and rotation and for censure of Directors including office bearers and for filling vacancies on the Board of Directors arising from any reason, shall be as set forth in the By-Laws.
NINTH: To manage specific activities of the Corporation, there will be established committees as provided in the By-Laws or as resolved by the Board of Directors from time to time. The Board of Directors may delegate to such committees, by resolution, defined powers and responsibilities.
TENTH: There shall be established a Community Council (or Council ) of Sanskriti, with three basic functions. First. The Council will be an advisory body to assist in maintaining organizational integrity and continuity. When requested by the Board of Directors or the General Body of Members by resolution, the Council will advise on policies, operations and long-range planning. Second, the Council will have a judicial role, of interpreting the Articles of Incorporation and the By-Laws, and of mediating or arbitrating in disputes or disciplinary actions referred to it. Such judicial intervention will be at the request of the Board of Directors or the General Body of Members by resolution. Third, the Council will have executive authority to appoint Auditors and receive audit reports, and to appoint an Election Committee and oversee its proper functioning. The Board of Directors shall provide organizational help to the Council for these activities. The Council-shall consist of not less than three nor more than seven members, as provided in the By-Laws, each of whom will be elected for a term of five years.
ELEVENTH: There shall be established an Election Committee consisting of three members appointed by the Community Council in accordance with the By-Laws. The Election Committee shall conduct elections for all elective positions in Sanskriti. The Election Committee will also serve as a nominating committee. Soliciting nominations for vacant elective positions.
TWELFTH: Every year there shall be an Annual General Meeting of Members. The agenda of the meeting shall include presentation of an annual report and audited accounts by the Board of Directors and an annual report by the Election Committee. A Special General Meeting of Members can be called by the Board of Directors either at its discretion or upon request by at least one-sixth of Members by a written petition bearing their signatures. Any voting an a resolution except an amendments to the Articles of Incorporation can be carried out either by mail ballot or at a General Meeting, and shall be decided an by a simple majority of Members voting by mail or present at the General Meeting. The presence of at least one-sixth of Members in a General Meeting shall constitute a quorum.
THIRTEENTH: A) Amendments to the Articles of Incorporation can be proposed by the Board of Directors or by at least one-fourth of Members in the form of a written petition signed by them and submitted to the Board of Directors. Any amendment to the Articles of Incorporation shall require the consent of at least two-thirds of Members. Such consent shall be sought by mail ballot.
B) Amendments to the By-Laws may be proposed by the Board of Directors or by at least one-sixth of Members by a signed petition to the Board of Directors. Any amendment to the By-Laws shall require the consent of a simple majority of Members sought by mail ballot or at a General Meeting.
FOURTEENTH: The Board of Directors shall be responsible for the preservation and safe keeping of basic documents pertaining to Sanskriti, and -for maintaining books of minutes and other operational records. The Board of Directors- shall also be responsible for preparing and keeping up-to-date a complete list of Members of Sanskriti.
FIFTEENTH: A Sanskriti shall seek to be financially self-supporting and solvent in its operations. To that end the Board of Directors will levy charges on participants -f or financing its activities, and to establish reserve or other funds to protect its assets of finance specific programs.
B) The Board of Directors shall be responsible for maintaining records of all financial transactions, following conventionally accepted accounting and business practices, and for preparing a balance sheet and income statement -for each fiscal year.
C) Sanskriti's financial records' and balance sheet and income statement shall be audited- annually by a qualified Auditor or Auditors appointed by the Community Council such appointment being subject to ratification by the General Body of Members at the Annual General Meeting.
SIXTEENTH: The Corporation reserves the right to amend, alter, change or repeal any provision contained in these Articles of Incorporation in any manner now or hereafter prescribed by statute.
SEVENTEENTH: The duration of the Corporation shall be perpetual. IN WITNESS WHEREOF, the undersigned, being duly authorized, have executed the foregoing Articles of Incorporation, and hereby acknowledge the same to be their act.
December 16.1984
ADDENDUM
1. The General Body Of Members of Sanskriti, Inc. by a referendum held in March 1985 approved the above amended Articles of Incorporation and the amended By-Laws (attached) by an overwhelming majority.
2. The Board of Directors, Sanskriti, Inc. by an unanimous vote has ratified the above amended Articles of Incorporations and the amended By-Laws in November, 1985.
3. The Document is being signed by the president and the Secretary, Sanskriti, Inc. under the Penalties of Perjury.
(Signed)
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Alaka Paul (Secretary) Joydeb Roy (President)
2/20/86
| Attachment | Size |
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| Revised Constitution, April 2008 | 1.72 MB |
