ByLaws

 

GREATER NEVADA HINDU TEMPLE (GNST)

CONSTITUION & BY LAWSFebruary-2019

Bylaws Committee

VK Raman

Rajesh Rangaswamy

Vivek Bhatia

Chira Pagidi

Kavitha Verma

Manoj Mohanty

ARTICLE I: Name

  1. The name of the Organization shall be the Greater Nevada Hindu Temple, here in after referred as GNHT.

ARTICLE II:  Purpose

2.01. The Bylaws and Articles of Incorporation shall comply with the provisions of Section 501 (c) (3) of the Internal Revenue Code, since the Corporation is organized exclusively for religious, cultural, charitable and educational purposes.

  1. No part of the net earnings the GNHT shall inure to benefit of, or be distributed to, its members, Trustees, Directors, Officers, or other private persons except when GNHT shall be authorized and empowered to pay reasonable compensation for expenses incurred.
  2. No substantial part of the activities of GNHT shall be carrying of propaganda or otherwise attempting to influence legislation and GNHT shall not participate or intervene in (including publishing or distribution of statements) any political campaign on the behalf of any candidate for public office.
  3. Notwithstanding any other provisions of the Bylaws, GNHT shall not carry on any other activities not permitted to be carried on
    1. By a corporation exempt from Federal Income Tax under section 501 (c ) (3) of the Internal Revenue Code of 1954 (or the corresponding provision of any later United States  Internal Revenue Law) or by a corporation, contributions to which are deductible under Section 170 (c ) (2) of the Internal Revenue Code of 1954 (or the corresponding provision of any later United States  Internal Revenue Law)

2.02. The purpose of the GNHT shall be to promote Indian/Hindu religious, cultural, art, educational and charitable activities. 

2.03. Activities include but not limited to:

  1. Prayer services: May be organized by priests or the community members in good standing.
  2. Religious and educational activities for children.
    1. Sunday School and Bhajans
    1. Classical dance lessons
  3. Language classes for members of the community
  4. Celebration of Hindu religious festivals
  5. Celebration of non-religious days
    1. Indian and American independence day
    1. New Year’s day as defined in the English Calendar and also as observed in various states in India.
  6. Social gatherings
  7. Cultural events/gatherings
  8. Charitable work for the local Reno-Sparks community, to help the needy possibly through an annual fund-raising event with a goal to give something back to the local community, not necessarily, just to people of Indian origin.

Article III:  Business Office Location

3.01. The business office location shall be the home address of the Treasurer of GNHT.  The office location may be changed as decided by the board of directors.

 

Article IV:  Governing Documents

4.01. The governing documents of GNHT are the Articles of Incorporation and Bylaws. The

Articles of Incorporation take precedence over the Bylaws.

4.02. No amendments or repeal shall be made to the Articles of Incorporation or Bylaws as adopted except by a two-third majority vote of the Board of Directors (hereinafter known as BOD) and Board of Trustees (herein after known as BOT).

  1. Once an amendment has passed by the BOD and BOT with a two-third majority vote, the amendment shall be emailed to the general membership. 
  2. Fifteen days after said amendment has been submitted to the general membership a vote shall be held; votes could be conducted electronically.
  3. If 51% of the general membership who participated in vote shall in the affirmative, the aforementioned amendment shall pass and must be adopted by the GNHT.
  4. The procedures shall apply to all amendments with the exception of Article V and Article VI.  The Procedure to amend, delete, or change Article V or Article VI are set forth in Article V and Article VI.

Article V:  Board of Trustees (BOT)

5.01. Article V of the Bylaws may not be modified or repealed unless the following procedures are followed

  1. The Amendment must be submitted to the BOD and BOT
  2. Once the amendment has been passed by both Boards with a two-third affirmative vote, the amendment shall be emailed to the general membership. 
  3. Fifteen days after the said amendment has been emailed to the general membership a vote shall be held, votes can be held electronically. 
  4. If 75% of the general membership votes in the affirmative, the aforementioned amendment shall pass and must be adopted by the GNHT.
    1. NOTE: 75% of all members must vote in the affirmative, not 75% of participating voting members.

5.02. The BOT shall be comprised of the community members who donate $10,000 or more to help build and/or buy the temple property. A BOT member family can have a maximum of two votes provided the family jointly pays more than $50,000.

5.03. Another organization’s officer(s) can serve on GNHT’s BOT, provided the organization donates $25,000 or more to the GNHT. The said organization can get a maximum of two votes with a donation of more than $100,000.

5.04. Rights and Duties of BOT:

  1. BOTs will be considered as life-members of GNHT, meaning they don’t have to pay the annual membership dues.
  2. BOTs will not have any officers except one Coordinator, without any special power, just to coordinate, schedule and moderate meetings. Other than the regular meetings, one-fourth of the BOT members, when needed, may jointly call for a BOT meeting with the help of the coordinator.
  3. All BOT meetings will be open to public; however, the community members may not speak unless specifically asked by the BOT Coordinator.
  4. The BOT members will get to select the first set of 15 BOD members representing different parts of India; seven for a four-year term and the remaining eight for a two-year term. If a BOD member resigns or has been asked to leave, the Board of Trustees, in consultation with the EC, shall appoint another community member who is in good standing to be a Director.
  5. The BOT will need to approve all major one-time expenses (>$5,000) proposed for the temple by the BOD.

Article VI:  Board of Directors

6.01. Article VI of the Bylaws may not be modified or repealed unless the following procedures are followed

A.  The Amendment must be submitted to the BOD and BOT

6.02. The GNHT Board of Directors shall be comprised of 15 members in good standing as defined in Article VII of the Bylaws.

6.03. The first set of Board of Directors will be selected by the Board of Trustees (BOT), seven for a four-year term and the remaining eight for a two-year term.   If a Directors resigns or has been asked to leave, the BOT, in consultation of the EC, shall appoint another member who is in good standing to be a Director.

6.04. After the first two-year term, eight new board of directors will be replaced by eight new directors, elected by the members of GNHT in good standing.

6.05. Membership in the BOD is open to all members of GNHT in good standing; however, an effort will be made by the BOT to have a good representation of people originating from different regions of India.

6.06. Individuals who have been arrested or convicted of a crime of moral turpitude may not serve on the Board.

  1. Moral Turpitude shall be defined as conduct that is considered contrary to community standards of justice, honesty or good morals.
    1. Crimes involving moral turpitude have an inherent quality of baseness, vileness, or depravity with respect to a person’s duty to another or to society in general

6.07. The BOD members will elect the Executive Committee (EC) consisting of President, Vice President, Secretary and Treasurer. The EC may appoint any of the remaining BOD members to different positions, like Event Coordinator, Communication Officer etc. for a full two-year term or a part of the term.

6.08. Duties/Responsibilities of the BOD

  1. The BOD, not BOT, shall be responsible for the day-to-day operation of the temple.
  2. President shall
  3. call and conduct meetings of the BOD to order,
  4. represent GNHT in public functions
  5. Vice-President shall assume the duties of the President in the absence of the President
  6. Treasurer shall prepare all financial statements regarding the accounts and funds of the GNHT and
  1. shall keep and store all necessary financial documents
  2. shall present a summary of the finances of the GNHT at every Board meeting
  3. shall maintain accounts in a Board approved banking institution, which shall be an FDIC member
  4. Secretary shall
    1. keep the minutes of the BOD meetings
    2. shall publish minutes in a manner that GNHT members may view
    3. keep an accurate record of members in good standing, their names and email contacts (only one email account per member family).

6.09. BOD Meetings

  1. Meetings may only be called by the President of the BOD or jointly by any one-third of the BOD members.
  1. Secretary at the direction of the President shall send notice of meeting to all members two weeks in advance except in case of any emergency situation, in which case a shorter advance notice will be appropriate.
  2. Meetings will be called to order by the President or in his absence, the Vice President.
  3. Secretary will email the minutes of the previous meeting two all BOD members at least a week in advance of the meeting and get it approved by the Board with necessary corrections.
  4. There will be a minimum of six BOD meetings per year.  All BOD members will be expected to attend these meetings. Three or more unauthorized absences per year by any BOD member from the regular meetings may lead to his/her automatic expulsion from the Board.  The expelled member may not serve on the Board for a period 5 years from the time of his/her expulsion.
  5. A Board member may resign from the BOD at any time with a minimum of 3-week advance notice to the President. Once a resignation has been accepted by the President, the said resignation shall be considered final. 

6.10. Interim vacancies in the BOD shall be filled by majority vote of the BOD members, except during the first two years, when the BOT will be assigned to fill the position in consultation with the EC.

6.11. Quorum is considered achieved for a Board meeting if the President or Vice President is present along with seven other members of the Board.

6.12. All BOD meetings will be open to public; however, the community members may not speak unless specifically asked by the President or in his absence, the Vice President.

6.13. Election

  1. The Secretary of the BOD shall send an email out to all members in good standing regarding election date, a minimum of 2 months in advance, followed up by another email reminder one month in advance.
  1. Members in good standing will have until 3 weeks before the election date to inform the Secretary of their intention to run.
  2. Election shall be held electronically by at least three continuing BOD members, including one EC members who are not in the run.  All email votes can be accessed by any of the three BOD members to make sure there is no oversight or error in vote counting. The election in charge (any of the three continuing BOD members) shall send a reply acknowledgement to the members who cast a vote as a proof of their vote with a copy to the other two
  3. The email account listed for members with the Secretary is the only email account that can be used for the voting purpose unless changed three weeks in advance of the election date.
  4. The name of each interested candidate to run for the BOD will be listed on the ballot table. The top eight vote recipients will be elected to the BOD.
  5. No member family can serve more than a maximum of two consecutive terms on the BOD.

Article VII: Membership

7.01. Membership shall be open to all regardless of race, caste, gender, or country of origin.

7.02. A member’s family may achieve good standing if they pay dues (currently $300/year or $6000 for life) as set by the Board. Fees and dues maybe prorated to reflect a member joining near the end or middle of the fiscal year of GNHT.

7.03. Each membership shall be limited to one vote.  However, extended families, e.g., parents with adult children, may have more than one membership provided that they pay the required fees and dues for each membership.

7.04. Only members in good standing will be allowed to vote or run for election of the Board of Directors.

7.05 Article VII of the Bylaws may not be modified or repealed unless the following procedures are followed

  1. The Amendment must be submitted to both BOT and BOD.
  2. Once the amendment has been passed by both Boards with a two-third affirmative vote, the amendment shall be emailed to the general membership. 
  3. Fifteen days after the said amendment has been emailed to the general membership a  vote shall be held electronically. 
  4. If 75% of the general membership votes in the affirmative, the aforementioned amendment shall pass and must be adopted by the GNHT.
    1. NOTE: 75% of all members must vote in the affirmative, not 75% of participating voting members.

Article VIII:  Dissolution

8.01. In the event that this organization shall be dissolved and liquidated, after paying or making provision for the payment of all liabilities of this organization, the Board shall distribute or dispose of any remaining property and assets to such organization or organizations established and operated exclusively for purposes as, in its judgment, have purposes which are most closely allied to those of GNHT; it being provided, however, that each transferee organization, at the time of such transfer, shall be a tax-exempt, organization within the meaning and intent of Section 501 (C) (3) and Section 170 (b) (1) (A) of the Internal Revenue Code of 1954 or the corresponding sections of any successor Internal Revenue Law of the United States of America; have been in existence for a continuous period of at least sixty (60) months; be an organization to which contributions are deductible under Section 170, Section 2055 and Section 2522 of the Internal Revenue Code of 1954 or the corresponding sections of any successor Internal Revenue Law of the United States of America.

8.02. Any of this organization’s property and assets not disposed of in accordance with ARTICLE VIII, Section 8.01, shall be disposed of by the court having jurisdiction of the dissolution and liquidation of a nonprofit corporation organized and existing under and in accordance with the laws of the State of Nevada and having jurisdiction in the county of this organization’s registered office exclusively to such organizations, each of which is established and operated exclusively for such purposes as are most closely allied to those of this organization and each of which, at the time of such disposal, is a qualified, tax-exempt organization as aforesaid, as said court shall determine.

Article IX:  Liability

9.01. No member of the Board and/or committee shall be personally liable, as such, for monetary damages for any action taken unless:

  1. the member has breached or failed to perform the duties of office in good faith, in a manner reasonably believed to be in the best interest of the corporation, and with such care, including reasonable inquiry, skill and diligence, as a person of ordinary prudence would use under similar circumstances; and
  2. The breach or failure to perform constitutes self-dealing, willful misconduct or recklessness.

9.02. This provision cannot by law release a member from liability under criminal laws or for proper payment of taxes.

Article X:  Activities

10.01. Any member in good standing may use the GNHT facilities to organize activities or festivities with prior permission of the EC.

10.02. Members may be asked to pay entrance fees to activities or festivities, but no more than the amount paid by other people invited by the organizing member of said activities or festivities.

Article XI:  Miscellaneous

11.01. Conflicts of Interest–Whenever a Director, or Trustee has a financial or personal interest in any matter coming before the Boards, both boards shall ensure that:

            a)  The interest of such director or trustee is fully disclosed to the BOT/BOD.

      b)  No interested director, or trustee may vote or lobby on the matter or be counted in determining the existence of a quorum at the meeting of the Board of Directors at which such matter is voted upon.

      c)  Any transaction in which a director, or trustee has a financial or personal interest shall be duly approved by the remaining members of the BOD/BOT not connected to the said transaction to ensure the best interests of the organization.

11.02. The minutes of meetings at which such votes are taken shall record such disclosure, abstention, and rationale for approval

11.03. Spending of Funds—The Board of Directors shall not spend monies for the furtherance of any political campaign.  This includes for candidates or donating money to political parties.

11.04. Severance—-If any court or administrative body of competent jurisdiction finds any section of these Bylaws to be invalid, unenforceable or illegal, the other provisions of these Bylaws shall remain in force. If any invalid, unenforceable or illegal section of the Bylaws would be made valid, enforceable or legal by deleting some part, the Bylaws shall apply with whatever modification is necessary to make it valid, enforceable and legal.