These by-laws of SANSKRITI, INC. (Hereinafter referred to as "the Corporation" or "Sanskriti") adopted on May 17, 1976 shall be read in conjunction with, and as subsidiary to, the Articles of Incorporation of Sanskriti. The activities and business of the Corporation shall be managed or conducted in accordance with provisions of these By-Laws, as provided in Article 6 of the Article of Incorporation. Some of the provisions of the By-Laws define or specify in detail certain related provisions of the Articles of Incorporation. In the event of any conflict between the provisions of the Articles of Incorporation and the By-Laws, those of the Articles of Incorporation shall prevail.
1. Location
The base of operations of Sanskriti shall be the District of Columbia and its suburbs in Maryland and Virginia.
2. Language
Bengali will be used as the working language in the conduct of Sanskriti's
business as far as practicable. English or any other language may be used
as and when necessary.
3. Business and Fiscal Years
The business or working year shall be from April 15 to April 14 corresponding approximately to the Bengali year. (This business or working year has been changed in 1989 by mail ballot: from January I to December 3 1. The fiscal year shall be the calendar year, January I to December 3 1.) .
4 Activities
(1) Programs organized by Sanskriti will include observance of Bengali socio-cultural and religious occasions such as Durga Puja, Saraswati Puja, Bengali New Year and Rabindra Jayanti. Sanskriti may organize and participate in musical and theatrical events and film shows: social gatherings, sports events and picnics; seminars and Bengali language classes; and representative meetings of Indians, in particular those of Bengalees. In its activities Sanskriti shall see the participation of all of its members; adults as well as youths. Sanskriti may support charitable and social causes consistent with its goals and objectives.
(2) Sanskriti will strive to establish a permanent meeting place in the metropolitan Washington area and to maintain a library. (In November 1991, Sanskriti members approved through mail ballot SEVEN year terms for the Sanskriti Building Committee. In December 1992, Sanskriti members approved through ballot by-laws of the Sanskriti Center Committee). (The by-laws of the Sanskriti Center Committee will be revised when further inputs from membership are made).
(3) The Board of Directors will publish regularly a newsletter to communicate with members.
5. Membership
(1) Each year the Board of Directors shall determine Membership fees for regular and Youth Members for the next year, and for life members. The Board of Directors may determine reduced Membership fees for regular Members who are full-time students.
(2) The membership fee is due on April 15 every year (has been changed to January I through mail ballot in 1989), or for new members, on acceptance of membership. Membership fees shall be non-refundable. (This by-law has been modified by mail ballot in September 1993).
(3) A member may resign by written notice to the Board of Directors.
(4) Only Members have the right (a) to be nominated to elective positions of Sanskriti and (b) to vote in any election or on any resolution or issue concerning Sanskriti's affairs, provided they have been a Member in good standing for not less than thirty days.
(5) For admission to programs or functions organized by Sanskriti, the Board of Directors (a) will fix admission charges for full-time students at levels lower than that for Regular Members; and (b) may fix admission charges for non-members at levels higher than that for Members, and may restrict participation of non-members in any way deemed necessary.
(6) A member may be censured, suspended or expelled from Sanskriti for participation or involvement in an activity detrimental to the interest of the corporation. The Disciplinary Committee of the Board of Directors will investigate and recommend to the Board all such disciplinary action. The full Board shall review the case and recommend necessary action to the Community council. The decision of the Community Council, acting as judicial body, shall be final.
(7) The treasurer shall maintain a current list of Members, which shall be open to inspection by Members.
(8) Husband, wife or children can not serve in the same or different committees (e.g.; Community Council, Board of Directors, Election Committee) of Sanskriti, Inc. during the same calendar or business year (new by-law adopted in September 1993 through mail ballot).
6. Board of Directors
(1) The number of Directors shall be nine, half of whom shall be elected every year, alternating five and four in successive years.
(2) Each Director shall be elected for an initial term of two years. A Director, if elected, can serve two additional terms, for a maximum total of six consecutive years.
(3) Following the election of new Directors, but prior to the Annual General Meeting, there shall be carried out the elections of office bearers from among the new and continuing Directors, in a meeting organized by the Election Committee. Elections will be held successfully for the offices of the President@ the Secretary and the Treasurer. Simple plurality will determine the elections of the Secretary and the Treasurer. For the office of the President, a valid nomination will require the candidate to have been a past member of the Board of Directors for at least one year; and to have been nominated ' by at-least four boar members. In the event there are two validly nominated candidates, the President will be elected by Members-at-large, either by mail ballot prior to the Annual General Meeting or at the Annual Meeting. If a valid candidate for the office of President in a contested election has declared in advance his/her candidature also for another office (Secretary or Treasurer), the election for that other off ice will be held, with the Board members as the electorate, after completion of the election of the President.
(4) No office bearer shall hold the same office for more than two years consecutively.
(5) If a Board member has been absent from more than four consecutive Board meetings, or from Board meetings over a period of more than four months, whichever occurs later, such Board member will be deemed to have resigned form the Board of Directors and, accordingly, will cease to be a Board member.
(6) In the event of a vacancy on the Board, the position shall be filled by a special election if more than six months of the outgoing member's term remains, otherwise it shall be filled by co-option. In either case the new member will serve out the remainder of the outgoing member's term. The Board will obtain a recommendation from the Election Committee to fill a vacancy by co-option.
(7) The censure of a Director shall require a resolution adopted by a two thirds majority vote of the other Directors.
(8) The Board of Directors will draw up a set of operating procedures to guide them and follow standard parliamentary procedures in conducting Board meetings.
(9) The President is the Chief executive officer of the corporation. The President chairs Board meetings, and represents the organization to outside bodies and the Board to the General Body of Members and the Community Council.
(I 0) The Secretary is second in order of precedence to the President. The Secretary is responsible for all administrative matters including keeping minutes of Board and General Meetings, and coordination in the execution of Board decisions.
(1) The Treasurer is third in order of precedence among office-bearers of the Corporation. The Treasurer will manage the financial affairs of the Corporation, including maintenance of up-to-date records of all financial transactions, preparation of accounts and budgets, and keeping a current list of Members.
7 Committees
(1) The Board of Directors will establish from time to time, by resolution, committees to carry out regular activities or particular functions or programs. The Board resolution will specify the composition, terms of reference and life span of each committee. Examples of areas of activity for which such committees may be formed are administration, finance, external relations, Durga Puja, Saraswati Puja, cultural affairs, children's and youth activities, newsletter, recreation and education. Within the terms of reference set by the Board, each committee will be responsible for managing the particular activity for which it is established.
(2) Each committee shall have at least one member from among the Directors, while other members may be drawn from the Membership-at-large. Each committee will be chaired by a Director-member, unless otherwise decided by the Board. To the extent possible, each Director will be the Chairman of at least one committee. The chairman will report regularly to the Board of Directors to enable the proper coordination for the various activities.
(3) In determining the composition of the committees, the Board of Directors will give special consideration to the presentation of Youth Members on any committee in which they are likely to be able to make a contribution.
(4) There will be established, as necessary, a Disciplinary Committee to deal with matters involving the censure, expulsion or other form of disciplining of a member, or the disciplining of a non-member participating in an activity organized by Sanskriti. This committee shall be chaired by the President, and comprise of an equal number of Director and non-Director members. The Disciplinary Committee shall be responsible to the Board of Directors, to which it will submit recommendations on matters referred by the Board.
8. The Community Council
(1) The Community Council or the Council shall be composed of five members each serving for five years. The members of the Council at establishment will serve for terms ranging from one to five years, with one member retiring every year. Annually, one person will be elected to membership of the council for a five year term to replace a retiring member. Retiring members may offer themselves for reelection subject to individual maximum aggregate terms of ten years.
(2) A vacancy on the Council caused by any reason other than normal retirement will be filled by election, if the remaining term of the vacating member is one year or more. The person so elected will serve for such remaining term.
(3) To be eligible for nomination and election as Council member, a person shall have been a member of the Board of Directors for at least a full term of one year during a period not less than two years prior to such nomination, and shall have been a member in good standing of Sanskriti for not less than five years in the aggregate prior to nomination.
(4) The Chairman of the Council shall be the member who will be due to retire at the end for the cur-rent year. In his or her absence, Council members will elect a Chairman.
(5) In exercise of its executive authority, the Council will appoint the members of the Election Committee by unanimous decision. A member of the Election Committee can be removed by a two-thirds majority vote in the Council. The Council will mandate or adjudicate disputes arising in connection with elections.
(6) The Council will receive and review the Corporation's audited account and audit report in consultation with the Board of Directors, and after review forward to the Board of Directors for presentation by the Board to the General Body of Members.
9. Election Committee
(1) The Election Committee shall be responsible for administering the nomination process and conducting elections to all elective positions of Sanskriti. In the event that there are not enough candidates for announced vacancies, the Election Committee responsible for obtaining additional nominations, to present one nominee each vacant position, by active solicitation among Members-at-large.
(2) At establishment of the Election Committee the three members of this Committee will be appointed for one-, two- and three- Year terms, respectively. Each year a member will retire by rotation, and will be replaced by a member appointed to serve for three years. A member of the Election Committee is eligible to serve for a maximum of two terms or six years in the aggregate.
(3) Each year, or more frequently as required, members of the Election Committee will select a Chairman from among themselves.
(4) To be eligible for appointment as a member of the Election Committee, a person shall have served in the Board of Directors for at least one year and have been a Member of Sanskriti for at least two years.
(5) The Election Committee shall prepare a report for presentation at Annual General Meetings.
10 Financial Matters
(1) Auditors will be appointed for one year, and will be eligible for reappointment one year at a time up to a maximum of five consecutive years.
(2) To enable the timely completion of accounts and their audit and presentation, each year the treasurer will prepare a schedule acceptable to the Board of Directors and the Community Council, for the closing of books, preparation of financial statements (balance sheet and income statement) and their audit.
(3) Each year on assumption of office, the Treasurer, under the direction of the Board of Directors, will prepare a budget (or estimate of income and expenditure) for the current year. Annual budget as approved by the Board of Directors will be presented to the General Body of Members. The budget will be reviewed periodically by the Board of Directors in the light of actual income expenditure, and the Members informed about major deviations from the approved budgets.
(4) The Board of Directors will set aside a part of annual and accumulated incomes in a reserve account, which will be used only in contingencies. Or other specific purposes approved by the Board of Directors under the advice to the General Body Members.
(5) Sanskriti will maintain checking and saving accounts in local banks so as to insure optimal returns consistent with liquidity.
(6) The Treasurer will have the authority to sign checks involving financial transactions approved by the Board of Directors of up to three hundred dollars, above which amount the signature of another office bearer will be required.
11. General Meetings
(1) The Annual General Meeting shall be held during the last two months of the working year (15th February - 14th April) (This has been changed by mail ballot in 1989: the last two months of the working year are now November I - December 31). The members shall be notified of the date, time, place and the proposed agenda of the meeting at least ten days prior to the meeting.
(2) The Board of Directors may call a Special General Meeting with not less than 14 days notice. The notice shall include a brief description of the purpose, the time, place, date, and proposed agenda of the Meeting.
(3) The Chairman of the Community Council shall chair all General Body Meetings. If unable to do so, the Chairman of the Council shall inform the President of the Board the name of another member of the Council who will chair the meeting in his or her absence. In case the Chairman of the Council is absent at a General Meeting and has failed to name a substitute, the President will name a member of the Council to Chair the meeting. If no member of the Council is present at a General Meeting, the President will name a past member of the Board to Chair the meeting.
(4) The Chairman of a General Meeting may vote on, but shall no propose any motion or take part in any discussions on a motion while functioning as Chairman. A Chairman wishing to participate actively in a matter under consideration will step down temporarily from the Chairmanship, for a specified period, after naming another member to chair the meeting in his or her place.
(5) In all General meetings a simple majority of those present shall be required to table a motion.
(6) Voting at General Meetings may be by show of hands.
(7) The Chair will rule on all procedural matters in the General Meetings.
12. Amendment of By-laws Voting on any amendment proposed by Members shall be completed within ninety days of receipt by the Board of Directors of a valid petition for this purpose.
(Updated on 11/15/93 based on available information.)
