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Constitution
ARTICLES OF INCORPORATION
FEDERATION OF BANGLADESHI ASSOCIATIONS IN
NORTH AMERICA
(FOBANA)
First: Name:
The name of the organization is FEDERATION OF BANGLADESHI
ASSOCIATIONS IN NORTH AMERICA. The abbreviated name is FOBANA.
Second: The objectives of FOBANA are but not limited to:
- Organize periodic Bangladesh Convention in North America.
Period to be determined by the By Laws of FOBANA.
- Assign responsibility and provide guidance to a member
organization to organize convention in North America.
- Organize opposition and help fight discrimination and
prejudice against Bangladeshi American people. Strengthen ties between North
America (USA/CANADA) and Bangladesh.
- Be the central contact point of Bangladeshi organizations
in North America.
Third: Membership:
- FOBANA is a federation of Bangladeshi social and cultural
organizations in North America.
- Political/ regional/ religious organizations do not
qualify to become a FOBANA member. Also, an organization that practices
discrimination of race, sex, creed and origin in any form shall not qualify
to be a member of FOBANA.
- No two member-organizations shall have same or similar
name. In case of dispute, the executive Committee of FOBANA will follow the
By-Laws to resolve the issue.
- Aspiring member organization shall apply in writing to
the FOBANA executive committee for membership. The aspiring member
organization must be at least one year old before applying for membership.
The application procedures and membership fees to be determined by the
By-laws.
- Each member-organization shall have up to two persons
representing the organization at the FOBANA meeting. However, each
member-organization shall have only one vote.
- Each organization willing to become a FOBANA member must
be registered as a non-profit organization with the respective
state/province.
Fourth: Organization:
A: The General Body:
- The General Body of FOBANA consists of all member
organizations in good standing and 8 individual members in the Executive
Committee.
- The General Body will meet at least once a year.
B: The Executive Body:
- The Executive body of FOBANA shall consist of 17 members
and will be called FOBANA Executive Committee.
- Office Bearers: There will be One Chairperson, One
Executive Secretary, One Treasurer and 14 members. The Chairperson,
Executive Secretary, Treasurer, 5 Individuals members (respected individuals
who have outstanding contributions to FOBANA) and 9 members representing
FOBANA member Organizations shall be elected each year by the General Body
of FOBANA. The President of the member organization or his/her
representative will represent the organization in the executive committee.
- Each member representing an organization will be elected
for a period of one year. If the Person’s term of office (in his/her
organization) expires, the person replacing the outgoing person in that
office will complete the rest of the one-year term.
- The Convener and Member Secretary of the current FOBANA
convention will automatically become a member of the FOBANA Executive
Committee in the quota of 8 individual members.
- The term of office bearers will be for one year.
- The Executive Committee will meet at least once a year.
The presence of one-third members will make a quorum.
Fifth: Limitations:
- FOBANA is not organized to profit and no part of its
earnings and assets shall acquire to the benefit of or be distributable to
its members, members of the Executive Committee or Office Bearers or any
other persons except that reasonable compensation may be paid by the
organization for services rendered to and for the organization and make
payment and distributions in furtherance of the purposes set forth in these
Articles of Incorporation.
- Not withstanding any other provision of these Articles,
FOBANA shall not carry out any other activities not permitted to be carried
on by organization exempt from federal income tax under section 501 c (3) of
the Internal Revenue Code of 1954 or corresponding provision of any future
United States Internal Revenue Laws and Laws of Canada.
Sixth: Management:
- The Executive Committee shall manage the activities and
affairs of FOBANA. The activities and business of FOBANA shall be managed
and conducted in accordance with 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 USA or Canada.
- The office bearers of the Executive Committee shall be
responsible for the preservation and safe keeping of basic documents
pertaining to the organization and for maintaining books of minutes and
other operational records.
- The FOBANA general body will elect host organization for
FOBANA convention. In the case of the emergency or unavoidable circumstances
or inability of the host elect organization, FOBANA Executive committee will
elect a new host organization for the FOBANA convention.
Seventh:
- The General Body of FOBANA, consisting of its members,
shall have the authority to remove any or all members, including the Office
Bearers, of the executive committee by a resolution of no-confidence vote
adopted by a two-third majority of all members of FOBANA
Eighth:
- There shall be at least one yearly general meeting of
FOBANA General Body. Simple majority of the member – organizations (not
number of persons representing various organizations) shall make the quorum.
Ninth:
- Amendments to the Article of Incorporation can be jointly
proposed in writing by at least two member organizations and submitted to
the Executive Committee at least forty-five days advanced notice. Individual
or one member organization shall not be entertained.
- Any amendments to the Articles of Incorporation shall
require to the consent of at least majority of the General Body of FOBANA
and/or two-third members of the Executive Committee.
- Amendments of the By-Laws may be proposed by any one
member organization of FOBANA and must be submitted to the Executive
Committee at least at least 45 days prior to yearly general meeting.
- Any amendment to the by-laws shall require simple
majority of the General Body of FOBANA.
Tenth:
FOBANA shall indemnify any member of the Executive Committee,
Office bearer, former member of the Executive Committee or any person who may
have served at its request against expenses actually incurred by him/her in
connection with the defense of any action, suit or proceeding in which he/she is
made a party by reason of being or having been such member or office bearer,
except in relation to matters as to which he/she shall be adjudged in such
action, suit or proceeding to be liable for negligence or misconduct in the
performance of duty.
BY-LAWS
Federation of Bangladeshi Associations in North America
(FOBANA)
- Location
FOBANA is a North America wide organization. It is very difficult to pin point
any particular location where the Head Quarters should be located. The fifty
states of US and XX provinces of Canada, each has its own rules and regulation
for a registered organization. However, several factors should be considered
and a decision should be made. A permanent address is also required for IRS
purposes.
- The Business and Fiscal Year
The business and fiscal year of the FOBANA shall be:
January 1 through December 31
- Membership
Fobana is an organization of organizations. There is no individual membership
of FOBANA.
- Except those organizations mentioned in THIRD b, Articles of
Incorporation, any organization may apply for membership of FOBANA.
- Membership application, in prescribed form, must be submitted to the
Executive body of FOBANA. The membership application must be recommended by
at least one member organization of FOBANA. The application must be
submitted at least thirty days before the scheduled meeting of the General
Body of FOBANA. Membership application shall accompany application fee and
yearly dues. The application fee is non-refundable. The amount of
application fee and membership dues and late fee charge will be decided
every year at the annual general meeting of the General Body. In case of no
decision taken, the charges of immediate pervious year will prevail.
- The Executive Body will examine the application and if no irregularities
are found, it will recommend to the General Body to accept the membership.
- In case any objection is raised at the General Body, the majority
members' decision will be accepted.
- In case a membership application is not accepted, the General body will,
through the Chairman of FOBANA, inform the organization explaining the
reason of not accepting the application. Membership dues will be refunded
but not the application fee.
- When membership application is accepted by the General Body, the
organization will become member of FOBANA beginning the next business year.
- Yearly membership dues must be paid in advance. For example - membership
dues for the year 2006 must be paid by November 30, 2005. If not paid by
November 30, the membership will be suspended beginning January 1. However
the membership can be renewed by March 31, but a late fee charge will be
applied. If the membership is not renewed by March 31, the membership of the
organization will automatically be canceled. The organization will have to
apply as a new member.
- A suspended member will not have any privilege, will not be allowed to
participate in organizational matter including exercising the right of vote
in any decision making.
- An organization may withdraw its membership by a written requires signed
by majority members of the Executive body of the membership organization. If
membership is withdrawn before June 30.
- An organization that withdrew its membership may apply again. However,
it will be considered as a new applicant.
- No two member-organizations shall have the same name. No two
organizations shall have similar names that may create confusion.
- In case where a member organization breaks up and two or more parties
claim to be the inherent of the parent organization, the president of the
organization immediately before the break up will identify the inherent of
the parent organization. To become a member of FOBANA, the other party or
parties must come up with a different, not confusing name and will have to
apply as a new member.
- Activities
- The main activity of the FOBANA will be, but not limited to, hold an
annual convention.
- The FOBANA will either itself host the annual convention or give the
responsibility to one of its member organizations to host the convention.
The practice should be to choose an organization to be the host of the
convention.
- FOBANA will promote and uphold the interest of the Bangladeshi Community
in North America.
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