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By-Laws
of Hindu Temple of Southwest Florida
(Final Revision)
The Name of the Corporation shall be Hindu Temple of Southwest Florida, Inc., hereinafter called the Temple.
Section 2.
The Temple is a not-for-profit Corporation registered in the State of Florida.
Section 3. Purpose
The purpose of the Temple is to
provide a place for worship for the Hindu community in Southwest Florida.
To keep the spirit of Hinduism alive for this generation and many more to come by
providing a place for worship for the Hindu community in Southwest Florida, while exemplifying Unity in Diversity
Section 1.
The Temple and its activities will be open to people from all faiths that respect the Hindu religion.
Section 2.
The Temple will be involved in charitable works.
Section 3.
The Temple will be a center for Hindu religion and culture, knowledge, music and the arts while promoting social values.
Section 4.
The Temple shall abide by all rules of Section 501(c)(3) of the IRS.
Section 1. Age
A member must be 18 years or older. Children of members, who are 18 years of age or older, are encouraged to become members.
Section 2. Types of membership
The Temple shall have four types of membership. Persons may choose from the first three to be individual members with one vote or family members with two votes by paying the appropriate amount designated by the board of trustees for that year.
A family is defined as husband and wife. Children of members are free to avail of all the benefits of the Temple but do not have the right to vote, unless they become members of their own accord.
This payment may be made over a period of three years. Till the time the payment accumulates to the required amount, the individual or family may be classified as an annual member, if he/she meets the criteria in (b) or (c) set below.
Section 3
Unless specified otherwise, all statements pertaining to a member shall also apply to a trustee or corporate member.
Section 4. Donors.
Any individual or corporation, who donates to the Temple but does not wish to become a member, will be recognized as a Donor.
Section 5. Dues.
a. Annual membership will fall due at the beginning of each calendar year.
e. An annual member whose fees are delinquent cannot vote or stand for election as an office bearer or be appointed to any committee. Delinquent members will automatically be recognized as Donors.
Section 6. Transfer of Membership:
Membership can neither be transferred nor assigned to any
other person except in the event of death of a member, when membership may be
transferred to the surviving spouse.
Section 7. Removal
Any member acting in direct conflict of the interests of the
Temple shall first have a hearing with the Board of Trustees. If a member persists in such behavior after
a hearing, the matter may brought before the General Body and the member may be
removed from the Temple membership by a majority vote of members present.
Section 8 – Refund
No donations to the Temple will be refunded
Section 1.
The overall governance of the Temple shall be vested in the Board of Trustees, hereinafter called the Board.
The major responsibility of the
Board is to ensure realization of aims and objectives
of the Temple, to facilitate
continuity in activities and to be of assistance to the Executive Committee and
members and to resolve all issues.
The Board will also approve or
disapprove requests/recommendations that are brought forward by the Executive
Committee.
Section 2. Comprehensive
Project Plan
The Board shall develop a Comprehensive Project Plan to
build, operate and maintain the Temple.
The Board will solicit suggestions from the EC and members towards
developing this plan. The Plan shall be
approved in writing by at least three-fourths of all the Trustees. Any changes to the Plan should also be
approved by three-fourths of the Trustees.
Section 3. Annual Meeting
The Trustees shall meet annually to elect members of the Board and review the Comprehensive Project Plan.
Quorum for such meetings shall be at least half of the total number of Trustees.
Section 4. Composition of the Board
The Board shall comprise of one Chairperson, hereinafter referred to as the Chair, and a minimum of six and a maximum of ten Trustees. Any changes to this section of the by-laws may be made by approval of three-fourths of the Trustees.
Section 5. Term of Office
Trustees shall serve on the Board for three years. One-third of the Trustees shall retire every year, to provide continuity, except in the first two years, when one-third shall retire after one year, and one-third after two years.
Section 6. Chair
The Chair
shall conduct meetings of the Board and conduct elections at the General
Body meeting for the Executive Committee. The Chair will be elected for a two year
term at the annual meeting of Trustees.
Section 7. Board Meetings
The Board shall meet at least four times a year to carry out the affairs of the Temple.
Quorum for such meetings shall be at least half of the Board.
A trustee serving on the Board, must attend at least half the scheduled meetings in a year, to be eligible to continue on the Board the following year
Section
8. Auditor
The Board shall appoint an Auditor for a period of two years. The Auditor shall review income and expenditure quarterly and suggest ways for fiscal prudence. The Auditor shall also coordinate the annual treasurer’s report, released at the end of the Fiscal year (December 31st).
Section
9.
No Board members shall accept remuneration for their services as Board members of the Temple.
Section 10. Veto power
To insure the continuing of not-for-profit and religious status of the corporation, the Board will have the power to veto any action of the Executive Committee or General Body, that would in any way jeopardize the not-for-profit status or religious status of the corporation.
Section 1.
Section 2. Eligibility
Officers of the EC must have also been members in the preceding year. Officers and members of sub-committees, that are annual members, are expected to renew their membership by January 1st of every year. Two Trustees, who are serving on the Board, shall be appointed as officers to the EC. No other Board members will be eligible to be on the EC. At least two Patron members shall be elected as officers of the EC.
Section 3. Officers
The EC shall consist of a President, a President-Elect, Secretary, Treasurer, three Directors who will also be chairpersons of the following sub-committees: Fundraising, Building and Religious sub-committees and two officers-at-large from the Board. The EC may add chairpersons of other sub-committees as directors to the EC, as required, with the approval of the Board. The Board may also add other officers to the EC, if required. An officer may hold more than one office, if no other members are found to fill a particular position.
Section 4. Term of office
The term of all officers of the EC will last for a period of two years. The President-Elect shall serve as the President following his/her two-year term. In the event of an officer of the EC, not being able to serve the full term, the Board shall appoint a person to fill the vacant position, except for the case of President. In the case of the President being unable to complete his/her term, the President-Elect shall become the President. The Board may also request an existing officer to take the additional responsibility of the vacant position for a short duration.
Section 5. Change in officers
After a regular election, the new EC will take over office from January 1st. The outgoing EC shall turn over all relevant documents and material to the incoming EC by this date. The Board shall ensure a smooth transition to the new EC and see that the Bank, and the State of Florida (Division of Corporations) is informed of the change in officers.
Section 6. Committees
The EC and Board may set up other sub-committees from time to time to handle the specialized affairs of the Temple. Only members of the Temple may be officers of a committee. Any committee may call on other persons in the community for help and their contributions will be recognized in a manner deemed appropriate by the Board.
Section 7. Meetings
The EC shall meet at least once in two months.
Quorum for such meetings is two-thirds (or five) of the officers of the EC.
Article VII - Elections
Section 1.
The Chair shall arrange General Body meetings every two years for the purposes of electing Officers of the Executive Committee. Elections shall be conducted in the last three months of the required calendar year.
Section 2. Notice
Notice of elections may be given orally in person or by telephone, or in writing to all members by mail or e-mail and posted on the Temple website, at least two-weeks prior to elections.
Section 3. Nominations.
The Board shall solicit nominations for officers and the notice of elections shall contain such nominations. Any member may also mail in their nominations for office bearers to the Chair before October 1st of the election year. Nominations from the floor shall be solicited only if there were no earlier nominations for that position. This is to allow a member, to vote by proxy.
Section 4. Proxy.
Proxy votes must be submitted in writing to the Chair by mail, email or in person. A member may also designate another member to vote on his/her behalf for positions that are filled from the floor. This proxy must also be communicated in writing to the Chair. All proxy communications must reach the Chair at least three days before the election date.
Section 5. Eligibility.
Only members who have paid their membership dues by September 30th of the election year, shall be eligible to vote.
Only members who have also been members in the preceding year shall be considered for office. For the election conducted in 2003 (as this would be the first year), those members who have paid their dues by September 30th 2003, will be considered for office.
The Secretary and Treasurer shall prepare a roll of eligible members for voting and for consideration as officers and give the same to the Board.
Section 6. Quorum.
At least one quarter of members must be present in person or by proxy.
Section 7. Emergency meetings.
The Board with two week’s notice may convene emergency meetings of the General Body for amending by-laws or other urgent matters.
Section 1. Allegiance.
incorporation of the Temple and operate and contribute within the constraints of the existing by-laws. They are expected to work together as a team for the betterment of the Temple, all of its members and the local community. They are always expected to safeguard the interests of the Temple and operate in a fiscally prudent manner.
Section 2. President.
The President shall preside over
meetings; appoint committees, and members to those committees, subject to
approval of the EC. The president will
be the Chief Executive
Officer of the Temple and will represent the Temple before
the public and perform all other functions attributed to this office. In an
emergency, the president shall make decisions on behalf of the Temple for
subsequent ratification by the EC. In
general, the President shall supervise and control all the business and affairs
of the Temple and execute the Comprehensive Project Plan.
Section 3. President-Elect.
Section 4. Secretary.
The Secretary shall schedule
meetings, keep accurate minutes of all meetings, maintain all official files
and records, and perform other duties as delegated by the president. The Secretary shall be the custodian of all
corporate records and of the seal of the Temple. The Secretary shall keep the post office address of each member,
and in general, be responsible for all kinds of documentation including
newsletters and e-mail communication, and keeping the web site updated.
Section 5. Treasurer.
The Treasurer shall hold the funds
of the Temple, disburse them according to the
decisions of the EC, maintain the
roll of the registered members of the Temple, keep
an accurate account of the
receipts and expenditures and prepare and distribute an annual financial
statement for the members. The
Treasurer and the President shall jointly sign all checks issued by the Temple,
if in excess of the spending limit set by the Board, after getting approval by
the Board for such expense. Checks less
than the spending limit can be signed just by the Treasurer. The Treasurer will also prepare annual
disclosure statements as needed by the IRS and other state agencies and along
with the President is responsible for maintaining tax exempt status, that is
applicable to the Temple.
The Fiscal Year ends December 31st. The Treasurer will be responsible for providing an annual report one month from this date.
Section 6. Director - Chairperson
– Fundraising.
The chairperson of the Fundraising committee shall be responsible for organizing fund-raising events throughout the year and the Annual Fundraising dinner. The chairperson shall obtain the approval of the EC before actually starting any fund-raising event. The chairperson shall coordinate publicity related to each event with the President-Elect and produce and procure material needed for the event.
Section 7. Director - Chairperson
– Building.
The chairperson of the
Building committee shall be responsible for design, construction and
improvements of the Temple land and buildings.
The chairperson shall obtain approval from the EC and from the Board
before embarking on major projects. The
chairperson shall also ensure that the Temple is built according to Vedic
traditions, as far as possible and follow the Comprehensive Project Plan.
Section 8. Director - Chairperson
– Religious.
Section 9. Officers-at-large.
Two Trustees serving on
the Board shall be appointed for a period of three years to the EC as
officers-at-large. These Trustees shall
provide feedback to the Board about the functionings of the EC and provide
continuity of officers of the EC.
Section 1. Bhajans & Pooja.
The Temple shall conduct Bhajans at least once a month and arrange for Pooja on special occasions. These will be open to members and non-members alike.
The EC shall decide on a fee schedule for sponsoring monthly bhajans, special prayers and events.
Section 2.
All temple events, except for General Body, Trustee and EC meetings, will be open to members and non-members, alike.
Section I.
Any member may submit in writing
proposals for amendments to the by-laws of the Temple. The Board must approve
these before they are presented to the General Body.
Section 2.
All members shall have been provided notice of the proposed amendments of the by-laws of the Temple in writing at least two weeks prior to the General Body meeting by the Secretary.
Section 3.
Quorum - At least two- third of members must be present in person or by proxy.
Article XI - Indemnification
Any Trustee, officer or member serving the
Temple shall not be personally liable for monetary damages for any action taken
or failure to take any action unless it is determined by a court that the
officer or member is liable for negligence or misconduct in the performance of
his/her duties.
Article XII - Notice
Notice may be given orally in person or on the telephone, in writing by mail or e-mail and posted on the Temple website.
Whenever
any notice is required to be given under the provisions of Florida law or the
by-laws of the Temple, a waiver thereof in writing signed by the person or
persons entitled to such notice, whether before or after the time stated
therein, shall be deemed equivalent to the giving of such notice.
In the event of the dissolution of the Temple, the Temple
after paying or providing for the payment of all the liabilities, shall dispose
of all the assets in accordance with the law governing the dissolution of
not-for-profit corporations. The Trustees will determine the recipient(s) of
assets and monies.
Article
XIV – Manner of Acting
Section
1
A majority of the vote
(at least 51 %) entitled to be cast on a matter to be voted upon by the members
present in person or by proxy at a meeting at which a quorum is present shall
be necessary for the adoption thereof unless a greater proportion is required
by law or by these bylaws. This manner of acting will apply to all meetings.
Section 2.
Any action required by
law or by these by-laws to be taken at a meeting of the EC or the Board, may be
taken without a meeting if a consent is obtained in writing, setting forth the
action so taken, is signed by a number representing the members required by
Quorum for that meeting, with respect to the subject matter thereof.
Section 1.
It is the duty of every member to follow the basic tenets of Hinduism and work cooperatively with each other to further the aims and objectives of the Temple. Members should respect each other’s beliefs and enable worship in diverse forms of Hinduism and related faiths such as Jainism, Sikhism and Buddhism.
Section2.
To
maintain the sanctity of the Temple, all its buildings, parking lots and
premises are off limits for the presence and consumption of meat, seafood,
alcohol or tobacco and any illegal activity.
Article
XIV – Contracts and funds
Section
1. Contracts
The
Board may authorize the President or other officer to enter into any contract
or execute and deliver any instrument in the name of and on behalf of the
Temple, and such authority may be general or confined to specific instances.
Section
2. Checks
All
checks, drafts or other orders for the payment of money, notes or other
evidence of indebtedness issued in the name of this corporation shall be signed
by such officer or officers, agent or agents of this Temple and in such manner
as shall from time to time be determined by resolution of the Board, and in any
event such documents shall be signed by the treasurer.
Section
3. Deposits
All
funds of this Temple shall be deposited within one month of receipt of to the
credit of this Temple in such banks, trust companies or other depositaries as
the Board determines.
Section
4. Limits of spending
The
Board shall set a spending limit for expenses incurred by the EC. Expenses exceeding this limit need prior
approval from the Board.