BYLAWS OF
A Non-Profit Religious Corporation
Article 1: Name
and Main Office
Section
1.1: Name: The name of this
Corporation is Albuquerque Sikh Gurudwara (hereafter referred to as Gurudwara),
a non-profit corporation organized in accordance with the laws of the State of
New Mexico, which shall be qualified for an exemption from tax under the
provisions of Section 501(c)(3) of the Internal Revenue Code.
Section
1.2: Main Office: The main office
of the Corporation shall be located in the State of
Section
1.3: Registered Office: The
Corporation shall have and continuously maintain a registered office in the
State of
Article 2:
Section 2.1: The mission
of the Gurudwara is to promote service and propagate Sikh values to the
community and the next generation.
Section
2.2: The purposes of the Gurudwara are:
1.
Operate and maintain a
Gurudwara (Sikh religious place of worship) in the
2.
Organize and schedule
Sikh religious services regularly.
3.
Teach and promote Sikh
values.
This
Corporation is organized exclusively for religious, charitable, and educational
purposes within the meaning of Section 501(c)(3) of the Internal Revenue Code.
Notwithstanding
any other provision of these Articles, the Corporation shall not carry on any
other activities not permitted to be carried on by an organization exempt from
Federal income tax as an organization described in Section 501(c)(3) of the
Internal Revenue Code (or corresponding section of any future federal tax
code).
Article 3: Fiscal
Year
The
fiscal year of the Corporation shall commence on January 1st and end on
December 31st of each year.
Article 4 Organization
Section
4.1: General: The organization
shall consist of a Board of Directors.
It shall have eleven Directors. Membership on the Board shall be by an
invitation from the existing Board of Directors, led by a President.
Nominations for new members must be approved by a majority vote from the Board
of Directors. Each Director must commit
to serve the community by performing a specific task for a period of time on a
Gurudwara Standing Committee, appointed by the President.
The
President shall be chosen from among the Directors by consensus or a secret
ballot. The President shall appoint an
Executive Committee consisting of a Vice- President, a Secretary, and a
Treasurer, each for a two-year term.
Past Presidents shall be ex-officio members of the Executive
Committee. A Gurudwara Manager will
also be appointed to manage operational aspects of the Gurudwara.
The
President shall preside over the meetings of the Board of Directors and oversee
Gurudwara operations. The specific
responsibilities of the President, Vice-President, Secretary, Treasurer, and
Gurudwara Manager are defined below.
Section 4.1.1: President: The duties shall include the following:
1.
Is familiar with
Corporation Bylaws and keeps them current.
2.
Operates the Gurudwara
to the satisfaction of the congregation needs with the resources available.
3.
Develops and presents
plans for meeting the congregation needs to the Executive Committee for review.
4.
Presides at the
meetings of the Board of Directors.
5.
Presents appointments
of the Committee Chairs to the Board of Directors for review.
6.
Is responsible for
obtaining satisfactory performance from other officers and committee chairs.
7.
Is responsible for assuring that replacements are
available for all officers and committee chairs.
8.
Is responsible for assuring that all officers and
committee chairs are properly trained for
their jobs.
9.
Performs such other
tasks as may be appropriate for this office.
Section
4.1.2: Vice-President: The duties shall include the following:
1.
Act for the President
in his/her absence.
Section
4.1.3: Secretary: The duties
shall include the following:
1.
Informs members of the
time, location, and agenda of regular and special meetings of the Board of
Directors.
2.
Serves as Secretary at
all meetings.
3.
Maintains all records,
other than fiscal, including minutes of the meetings and proposed amendments to
the Bylaws of the Corporation.
4.
Performs such other
tasks as may be appropriate for this office.
Section
4.1.4: Treasurer: The duties shall include the following:
1.
Maintains the fiscal
records of the Gurudwara.
2.
Maintains funds of the
Gurudwara in an appropriate Bank.
3.
Pays all bills for
goods and services delivered to the Gurudwara on authorization from the
President.
4.
Signs all checks,
drafts, and orders for payment of money. Checks for an amount exceeding $2000
must be countersigned by the President.
5.
Prepares annual budget
for the Gurudwara for approval by the Board of Directors at the beginning of
the fiscal year.
6.
Prepares the income
tax report on behalf of the Gurudwara for submission to the U.S. Internal
Revenue Service in a timely fashion.
7.
Presents a quarterly
financial report to the Board of Directors.
8.
Prepares receipts and
letters of acknowledgement for donations.
9.
Performs such other
tasks as may be appropriate for this office.
Section
4.1.5: Gurudwara Coordinator: The duties shall include the following:
1.
Manages operational
aspects of the Gurudwara.
2.
Manages the religious
service schedule.
3.
Coordinates Gurudwara
special events.
4.
Maintains religious
event calendar for the Gurudwara.
Section
4.2: Meetings of the Board of
Directors: The Board of Directors shall
hold at least four regular meetings each year.
Special meetings of the Board of Directors may be called at the request
of eight Directors.
Section
4.3.1: Responsibilities of the Board
of Directors: The responsibilities
of the Board of Directors are:
1.
Manage all aspects of
the Gurudwara, both strategic and operational, consistent with the Mission
Statement.
2.
Manage financial and
investment matters of the Corporation.
3.
Provide consistent
long-term direction in accomplishing the mission of the Corporation.
4.
Mediate and help
resolve all conflicts or disputes arising from entities of the Corporation and
congregants.
5.
Solicit, gather, and
deposit donations.
6.
Organize fund-raising
activities.
7.
Schedule and organize
regular religious services.
8.
Approve appointments
of members to committees as necessary to handle specific activities of the
Gurudwara.
Section
4.2.2: Qualifications of Directors: Each Director must have the following
qualifications:
1.
Must be at least 25
years old, bear good moral character, and have a track record of integrity.
2.
Must be a legal
resident of the State of
3.
Must have a high
school Diploma.
4.
Must be a Sikh with
full faith in Shri Guru Granth Sahib’s teachings.
5.
Must be a role model
of Sikh values in the community.
6.
Must commit to not
abuse drugs or intoxicants.
7.
Must commit to follow
the Bylaws of the Corporation.
8.
Must commit to attend
the meetings of the Board of Directors, as needed.
9.
Must commit to work as
a team player.
Section
4.2.3: Removal of a Director: A Director may be removed from office by a
vote of eight fellow Directors.
Article 5: Financial
The
funds of the Corporation do not belong to any individual. No individual has the authority to use these
funds for any personal use. A legal
dispute arising between the entities of the Corporation shall not be funded by
the Corporation. The funds are to be
used only for purposes of the Corporation consistent with the Mission
Statement. There shall be no loans to
any officer of the Corporation.
The
Board of Directors shall have the full power and authority to borrow money in
the general interest of the Corporation; in that case the Board of Directors
may authorize proper officers of the Corporation to issue notes, bonds, and
other evidence of indebtedness as deemed proper. The Board of Directors shall
have the full power to mortgage the property of the Corporation, or any part as
security for the indebtedness and no action on the part of the membership of
this Corporation shall be requisite to the validity of any note, bond, or
evidence of indebtedness or mortgage.
All
expenditures of the Corporation funds must be approved by a vote of the Board
of Directors. Without prior authorization of the Board of Directors, the
Corporation funds can be used only for the normal operations of Gurudwara, as
stated in the annual budget. The Treasurer shall be authorized to draw funds as
approved by the Board of Directors and shall prepare financial statements at
the end of each quarter.
Article 6: Dispute
Resolution
All
disputes arising from entities in the Corporation shall preferably be resolved
within the Corporation. To resolve
minor disputes among the congregation or Directors, the President shall appoint
a small number of Directors as mediators who shall facilitate a mutually
satisfactory, binding agreement between the disputing parties.
Article 7: Dissolution
A
decision to dissolve the Corporation must be approved by a consensus decision
of the Board of Directors. Assets held
by the Corporation upon condition requiring return, transfer, or conveyance,
which condition occurs by reason of the dissolution, shall be returned,
transferred, or conveyed according to such requirement. After paying all liabilities, the remaining
assets of the Corporation will be donated to another Gurudwara or non-profit
religious organization in the region complying with Section 501(c)(3) of the
Internal Revenue Code and designated by the Board of Directors.
Article 8: Indemnification
The
Corporation shall have the power to indemnify any Director or former Director
of the Corporation against reasonable expenses, costs, and attorney fees
actually and reasonably incurred by and in connection with the defense of any
action, suit, or proceeding, civil or criminal, in which s/he is made a party
by reason of being or having been a Director.
The indemnification may include any amount paid to satisfy a judgment or
to compromise or settle a claim. The
Director shall not be indemnified if s/he shall be adjudged to be liable on the
basis that s/he has breached or failed to perform the duties of office and the
breach or failure to perform constitutes willful misconduct or
recklessness. Advance indemnification
may be allowed of a Director for reasonable expenses to be incurred in
connection with the defense of an action, suit, or proceeding, provided that
the Director must reimburse the Corporation if it is substantially determined
that the Director was not entitled to indemnification.
Article 9: Conflict
of Interest
No
Director or committee member shall derive any personal profit or gain, directly
or indirectly, by reason of his or her participation with the Corporation. Each individual shall disclose to the
Corporation any personal interest which he or she may have in any matter pending
before the Corporation and shall refrain from participation in any decision on
such matter.
Any
Director or committee member who is an officer, board member, or committee
member of a borrower organization or a loan applicant agency shall identify his
or her affiliation with such agency or agencies. Further, in connection with any credit policy
committee or board action specifically directed to that agency, s/he shall not
participate in the decision affecting that agency; the decision must be made
and/or ratified by the Board of Directors.
A
Director or committee member of the Corporation shall refrain from obtaining
any list of Corporation clients for personal or private solicitation purposes
at any time during the term of their affiliation.
Article 10: Amendments
to Bylaws
These
bylaws may be amended when necessary by a vote of eight members of the Board of
Directors.
* Approved by Board of Directors and Trustees on April 16,
2008.