tawct by-laws - Telugu Association of Western Connecticut

By-LAWS
Of
TELUGU ASSOCIATION OF WESTERN CONNECTICUT INC.,
ARTICLE ONE – ORGANIZATION
SECTION 1. NAME – The name of the organization shall be TELUGU ASSOCIATION OF WESTERN
CONNECTICUT INC., The organization may at its pleasure by a majority vote of its directors change its
name.
SECTION 2. REGISTERED OFFICE – The registered office shall be established and maintained at Lexington
Blvd in the City of Bethel, in the County of Fairfield in the State of Connecticut.
SECTION 3. OTHER OFFICES – The organization may have other offices, either within or without the State
of Connecticut, at such place or places as the Board of Directors may from time to time appoint or the
business of the organization my require.
SECTION 4. NO MEMBERSHIP OR STOCKHOLDERS – There will be no membership or stockholders in this
organization. The operation of this organization will be with a Board or Directors only.
ARTICLE TWO – OBJECTIVES
SECTION 1. MISSION - To serve Telugu community across Western Connecticut through cultural, social,
and educational activities; to solicit, collect, and disburse funds for charitable purposes to meet the
goals of the organization; and to preserve, propagate, and perpetuate the cultural heritage of individuals
of Telugu origin in Western Connecticut.
SECTION 2. VISION - Be the premier service-oriented Telugu organization in Western Connecticut.
ARTICLE THREE – MEETINGS
SECTION 1. ANNUAL MEETING – Annual meeting of the organization for the election of directors and for
such other business as my be stated in the notice of the meeting, shall be held at such place, either
within or without the State of Connecticut, and at such time and date as the Board of Directors, by
resolution, shall determine and as set forth in the notice of the meeting. In the event the Board of
Directors fail to so determine the time, date and place of meeting, the annual meeting shall be held on
2ND Wednesday of the month of January at registered office of the organization.
In the date of the annual meeting shall fall upon a legal holiday, the meeting shall be held on the next
succeeding business day.
SECTION 2. REGULAR MEETINGS – The regular meetings of this organization shall be held at such time
and place, within or without the State of Connecticut, at the discretion of a majority of the Board or
Directors, but shall be held at least twice a year.
SECTION 3. QUORUM – Except as otherwise required by law, by the certificate of Incorporation or by
these By-Laws, the presence, in person or by proxy, of not less than three members of the Board of
Directors shall constitute a quorum and shall be necessary to conduct the business of this organization
at any organization meetings.
SECTION 4. VOTING – At all meetings of the organization all votes shall be voice vote unless specifically
requested by a majority of Directors present to vote in a different manner.
ARTICLE FOUR – DIRECTORS
SECTION 1. NUMBER AND TERM – The number of directors shall be between a minimum of five and
maximum of eleven. The directors shall be elected at the annual meeting of this organization by a
majority vote by the other Directors serving at the time.
SECTION 2. The Board of Directors shall have the control and management of the affairs of this
organization. Such Board of Directors shall only act in the name of the organization when it shall be
regularly convened by its chairperson after due notice to all the directors of such meeting.
SECTION 3. VOTING – Each director shall have one vote.
SECTION 4. RESIGNATIONS – Any director, member of a committee or other officer may resign at any
time. Such resignation shall be made in writing, and shall take effect at the time specified therein, and if
no time be specified, at the time of its receipt by the President of Secretary. The acceptance of a
resignation shall not be necessary to make it effective.
SECTION 5. VACANCIES – If the office of any director, member of a committee or other officer becomes
vacant, the remaining directors in office, by a majority vote, may appoint any person to fill such vacancy
for the balance of the year.
SECTION 6. REMOVAL – Any director or directors may be removed when sufficient cause exists for such
removal.
SECTION 7. COMPENSATION – Directors shall not receive any stated salary for their services as directors
or as members of committees, but by resolution of the board they may be reimbursed reasonable
expenses for attendance at each meeting.
SECTION 8. ACTION WITHOUT MEETING – Any action required or permitted to be taken at any meeting
of the Board of Directors, or of any committee thereof, may be taken without a meeting, if prior of such
action a written consent thereto is signed by a majority of the board, or of such committee as the case
may be.
SECTION 9. The Board of Directors may make such rules and regulations covering its meetings as it amy
in its discretion determines necessary.
SECTION 10. The President of this organization shall also be Chairperson of the Board of Directors.
ARTICLE FIVE – OFFICERS
SECTION 1. OFFICERS – The officers of the organization shall consist of a President, a Treasurer, and a
Secretary, and shall be elected by the Board of Directors and shall hold office until their successors are
elected. In addition, the Board of Directors may elect one or more Vice-Presidents as it may deem
proper. More than two offices may be held by the same person.
SECTION 2. OTHER OFFICERS AND AGENTS – The Board of Directors may appoint such officers and
agents as it may deem advisable, who shall hold their offices for such terms and shall exercise such
power and perform such duties as shall be determined from time to time by the Board of Directors.
SECTION 3. PRESIDENT – The President shall be the chief executive officer of the organization. He shall
preside at all meetings of the Board of Directors, and shall have general supervision and control of the
business of the organization. Except as the Board of Directors shall authorize the execution thereof in
some other manner, he shall execute bonds, mortgages, and other contracts in behalf of the
organization, and shall cause the seal to be affixed to any instrument requiring it and when so affixed
the seal shall be attested by the signature of the Secretary or the Treasurer. He shall present an annual
report of the work of the organization and other reports as required or requested by the Board of
Directors. He shall see all books, reports and certificates as required by law, the Certificate of
Incorporation or these By-Laws are properly kept and filed. He shall be one of the officers who may sign
the checks or drafts of the organization, and shall have such general powers and duties of supervision
and management usually vested in the office of chief executive of an organization.
SECTION 4. VICE-PRESIDENT – The Vice-President shall have such powers and shall perform such duties
as shall be assigned to him by the Board of Directors.
SECTION 5. TREASURER – The Treasurer shall have the custody of the corporate funds and securities and
shall keep full and accurate account of receipts and disbursements in books belonging to the
organization. He shall deposit all moneys and other valuables in the name and to the credit or the
organization in such depositories as may be designated by the Board of Directors.
The Treasurer shall disburse the funds of the organization as may be ordered by the Directors, or the
President, taking proper vouchers for such disbursements. He shall render to the President and Board
of Directors at the regular meetings of the Board of Directors, or whenever they may request it, an
account of all his transaction as Treasurer and of the financial condition of the organization. If required
by the Board of Directors, he shall give the organization a bond for the faithful discharge of his duties in
such amount and with such surety as the Board shall prescribe. He shall exercise all duties incident to
the office of the Treasurer of an organization.
SECTION 6. SECRETARY – The Secretary shall give, or cause to be given, notice of all meetings of the
Board of Directors, and all other notices required by law or by these By-Laws, and in case of his absence
or refusal or neglect to do so, any such notice may be given by any person thereunto directed by the
President, or by the majority of the directors. He shall record all the proceedings of the meetings of the
organization in appropriate books. He shall record all the proceedings of the meetings of the
organization in appropriate books. He shall be the official custodian of the records and seal of the
organization, and shall be the official custodian of the records and seal of the organization, and shall
affix the same to all instruments requiring it, when authorized by the directors or the President, and
attest the same. He may be one of the officers to sign the checks and drafts of the organization. He
shall submit to the Board of Directors or the President any communications received by him as Secretary
of the organization. He shall attend to all correspondence of the organization and shall exercise all
duties incident to the office of the Secretary of an organization.
SECTION 7. All officers shall be members of the Board of Directors.
ARTICLE SIX – DISSOULTION
In case of dissolution, all assets shall be distributed to any organization that subscribes to the ideals as
those of TAWCT and is qualified as a tax-exempt under section 501 (c) (3) of the Internal Revenue Code
or the corresponding provisions of a future United States Internal Revenue Law.
ARTICLE SEVEN – AMENDMENTS
These By-Laws may be altered and repealed and By-Laws may be added to by an affirmative vote of
note less than two-thirds of the Board of Directors.