Our Bylaws

ARTICLE I: NAME

The name of the organization shall be the ASSOCIATION OF NEPALIS IN THE AMERICAS (“ANA”).

ARTICLE II: OBJECTIVES

1 Foster Nepali identity, culture , unity and cooperation among Nepalis and friends of Nepal in North America
2. Promote charitable work in North America and Nepal.
3. Strengthen Nepali Diasporas unity and capability by uniting all Nepali organizations
across North America through partnership and collaborations.
4. Help bring NECC’s ultimate objectives to full fruition.

ARTICLE III: MEMBERSHIP AND DUES

ANA will have 4 categories of members, which are:
1. Organizational members: Organization, as an entity, can be a member as partner organization of ANA. Individuals who are already a member of the ANA partner organization shall automatically become ANA member with a privileges and rights as  specified hereafter or as specified in the partnership agreement.
2. Life members Indivisual/with spouse: Dues $300 individual/$500 family
3. Individual members: Dues $10/yearly, paid three years at a time
4. Honorary members: Dues $0
5. This organization shall be open to all individuals willing to support the purpose of ANA and work within the framework of the concerned existing by-laws and also the bylaws that will be established in future.
6. ANA shall not discriminate anyone on the basis of age, sex, sexual orientation, race, color, nationality, ethnic origin, religion, disability, marital status and military status.
7. All Nepali Diasporas and friends of Nepal are considered general member of ANA without any membership formalities. However, to vote for any position or to run for the
office or in case of voting exercise in course of decision process of ANA, a formal membership is required.
8. To become a formal member, a membership application must be filled and specified dues
must be paid
9. Any change in membership dues must be passed by a simple majority of the Executive Committee.
10. Membership to the ANA will be on three years basis. The membership period will be for three year from the date of enrollment for single membership, while life membership shall be valid for life.
11. The member of an institutional partner organization will be eligible to vote as well as run for ANA executive position.
12. Representative of Institutional Partners will be encouraged to take life membership to exercise the full membership rights.
13. Single membership allows only one vote in the affairs of the Association whereas two votes will be permitted for Life membership (which includes spouse vote).
14. The Honorary membership shall be given to persons or organizations that have made substantial contribution towards the aim and objective of ANA. Honorary Members are not allowed to vote in the affairs of ANA.

ARTICLE IV: OFFICERS AND EXECUTIVE BOARD

The Full Board shall consist of Executive Directors and Board Members as provided below:
1. Executive Directors: The directors shall consist of:
a. President
b. Senior Vice President
c. Vice President – 1 Canada Region; elected by regional partner organizations
d. Vice President – 1 U.S. Eastern Region; elected by regional partner
organizations
e. Vice President – 1 U.S. Central Region; elected by regional partner organizations
f. Vice President – 1 U.S. Western Region; elected by regional partner
organizations
g. General Secretary
h. Joint Secretary
i. Treasurer
j. Assistant Treasurer
k. Communication Director
l. Women Coordinator
m. Youth Coordinator
n. Maximum of 15 Board Members: to be nominated by the Executive directors.
2. Executive’s Candidacy:
a. Executive Directors shall be elected by mail-in or electronic ballots.
b. Each executive candidate must file specified nomination form for the position he or she is seeking. Such nomination must be endorsed by a member in good standing.
c. For the position of Regional vice president, nomination should be filed with endorsement of a partner organization within the region. Voting will also be done from within the
region.
d. Both, candidate as well as the member endorsing the candidacy must have the membership due paid for the term (three years) of the candidate.
e. All executive candidates must be either life member or have had regular membership for three continuous years prior to seeking for the office.
f. President or Executive can serve only one three years term in one position.
g. All executives and board members shall serve without compensation.
h. President and Senior Vice President’s candidate must meet a minimal requirement of permanent residency of US or Canada at the time of filing a candidacy. Other candidate
must be in legal status of US or Canada.
3. Board Members:
a. Up to fifteen Board Members shall be selected by ANA Executive committee.
b. The board members shall be selected on the basis of their contribution or anticipated contribution to the affairs of ANA.
c. Any Executive Member can propose a name for the position of Board Member and must be approved by the majority of the Executive Member to be elected as a Board Member.
d. The term of the Board Members shall be the same as the term of the existing Executive Committee.
e. Any Executive or Board Members may resign by giving notice in writing to the President.
f. Any person may be relieved of his / her board membership by the Executive committee, if there is substantive evidence that such person is acting against the aim and objective of ANA.
4. Rights and Duties of the Executives:
a. President shall preside at all business meetings of ANA and shall have general leadership of the organization. He or she shall be the spokesperson of ANA and shall represent ANA when dealing with other organizations and individuals. In
addition to that, the President shall also perform such duties and exercise powers as delegated to him by the Executive Committee.
b.President can serve only one three year term.
c. Senior Vice President shall perform such duties and exercise such powers as the Executive Committee may, from time to time, delegate to him or her. In the absence of the President the Senior Vice President shall perform the duties of the
President.
d. Vice President: Vice President will represent their respective region through partner organizations and shall perform such duties and have such powers as the Executive committee may, from time to time, delegate to him/her.
e. General Secretary shall keep or cause to be kept, at such place as the Executive Committee may direct, a book of minutes of all meetings and actions of the Executive Committee. The General Secretary shall be responsible for notifying all members of general meetings of ANA and notifying Executive Board Members of the Executive Committee meetings. The General Secretary shall record the proceedings of such meeting and perform such duties as the Executive Committee may direct.
f. Joint Secretary will assist General Secretary to perform day to day business of ANA or any other duties delegated to him/her by the General secretary
g. Treasurer receives and is the custodian of all funds of ANA and shall pay all bills upon authorization of the Executive Committee. The Treasurer shall maintain a record of all monies received and disbursed by the Association, and
shall prepare a financial report as the Executive Committee may, from time to time require. The Treasurer shall maintain an up-to-date roster of the membership
of ANA.
h. Assistant Treasurer will assist Treasurer to perform day to day business of ANA or any other duties delegated to him/her by the Treasurer.
i. Communication Director shall be responsible for publication and mailing of the ANA’s Newsletter and shall supervise the activities of ANA’s website and other
communication initiatives.
j. Women’s Coordinator shall be responsible to promote women’s welfare and additional activities to encourage women’s participation in ANA affairs. WC may form a national and/or regional committee to further promote women’s activities.
k. Youth Coordinator shall be responsible to promote youth’s welfare and additional activities to encourage youth participation in ANA affairs. YC may form a national and/or regional committee to further promote youth activities.
l. Any right or duties not specified in the bylaws will be vested in the Executive
Committee without superseding the rights of the BOT.
Duties of the Board Members:
a. Executive Board Members must attend at least two Board Meetings annually. Failure to do so may lead to termination of Board Membership. Other duties of the Board Members shall be as determined by the Executive Committee.
b. The Executive committee shall transact the business of the ANA. A majority of the Committee shall constitute a quorum of the Executive meetings.
c. The Executive committee can create a committee; appoint leading person and other members as necessary. In case of formation of a committee; Executive committee will
specify the goals, rights and duties, and even set time of the committee if needed. Time set in that manner can be extended as per the need and decision of the Executive Committee.
d. In case of the Women Committee and Youth Committee, respective coordinator will propose the members’ name of the committee in consultation with other
Officers/members.

ARTICLE V: RESIGNATION, TERMINATION AND EXPULSION

Resignation of Executive and Board members:
1. Any member may resign by giving notice in writing to the President. However, the membership dues already received by ANA will not be refunded.
2. If the President resigns, the Senior Vice President will replace that position for the remainder of the term. The vacant position of the Senior Vice President will be fulfilled by selecting from among the Vice Presidents by voting by the Executive Committee. The vacant Vice President will be fielded from the same region on the basis of  consensus/voting of the Executive Committee. In the event of Executive Members’ resignation, position will be filled in the same manner as described in Article IV.1 (n).
The term of these replaced executives/members will be for the remainders of the term.
3. Termination and Expulsion:
m. Any executive or board member found to have acted against the interest and objective of the organization or fails to pay membership due or fails to fulfill assigned duty, may be relieved from his/her position by BOT
n. An executive or board member, who has greatly harmed the organization with his or her known action may be expelled from the organization or may be barred from participating in organization’s events for life as determined by BOT.
o. The process of removal of the executive or board members shall begin by passing of no-confidence motion with a simple majority then voting for removal by two  third votes by BOT

ARTICLE VI: MEETINGS

1. General Meetings: General meetings of ANA will be held annually at the decided convention site. Annual general meetings will be held to inform the members the generalactivity of ANA, and discuss any necessary matters.
2. Special Meetings: Special meetings may be held at the call of the President or upon the request of 50 of the membership.
3. Executive Committee Meetings: The Executive Committee meetings shall be held up to four times a year or as called by the President. These meetings may be held using electronic media (tele-conference, video conference, internet chat etc.) in lieu of a physical location. Executive or Board members may authorize someone to vote on their behalf by proxy, which may be via regular mail or email.
4. Any issue that needs a quick resolution or decision can be adopted or made by email system with board member’s explicitly voting “Yes” or “No”. Decision or resolution came out of email chain is also considered an official meeting outcome.

ARTICLE VII: BOARD OF TRUSTEE

1. ANA will have Board of Trustee (BOT) whose primary responsibility shall be to  safeguard ANA’s mission / objective and to ensure the ANA executive committee act within the spirit and letter of the ANA bylaws.
2. The BOT, without distorting the core ideology of ANA, will have the full and final right to interpret all or any of the clauses of ANA’s bylaws.
3. The BOT will also act as a guardian body to ANA. Therefore, to be ANA BOT one must be a life member with a respectful and dignified stand in the community.
4. The BOT shall be comprised of nine members, headed by a Chair person. One of the eight members shall be the immediate past President of ANA.
5. BOT shall be appointed with consensus of Executive committee, board members, life members and the partner organizations for the first time. Thereafter, BOT will appoint four members in every three years when they vacate their position.
6. The term of the BOT shall be for three years. But for the first term, out of eight members, four will serve for three years and, another set of four will serve for six years. The immediate past President of ANA shall be appointed as trustee for the
term until he or she is replaced by new outgoing President.
7. BOT terms for 3 years or 6 years shall be determined by a lottery system for the first time. Thereafter it will rotate accordingly.
8. The BOT shall meet at least once a year. However, can meet as many times as the BOT deem necessary.
9. BOT shall be authorized to review complaint against executive members as well as board members and make final ruling on their fate by voting two third majorities. Their decision will be final.
10. In order to review a complaint, the BOT must receive a written letter by three paid members either by mail or electronic means.
11. The letter must explain the details of the violation, including what part of the  bylaws has been violated and how and why the violation constitutes grave.
12. In order for BOT to conduct the disciplinary action, at least three out of the nine members must accept to review the complaint.
13. As a final ruling, BOT may exonerate the accused, suspend him or her for acertain period of time, impose monetary fine, expel from the organization, orsome of the combination of the above.

ARTICLE VIII: BOARD OF ADVISORS

1. ANA will have Board of Advisors (BOA) whose primary responsibility shall be to advise Executive Committee for the betterment of ANA, its policy and long term strategy matters. The advisors will be selected from accomplished individuals in various disciplines of society.
2. BOA shall be appointed by the consensus and/or majority vote of Executive committee.
3. The term of the BOA shall be for three years, similar to that of Executive committee and they can be re-nominated for multi-terms.
4. BOA must be a member of ANA at the time of nomination and must remain members throughout of his or her term.
5. While, Advisory committee will have authority to advise, their advice shall be nonbinding, hence, may be accepted or rejected by the ANA executives

ARTICLE IX: ANA partner Organizations

1 ANA may enter into a partnership agreement with other Nepali organizations and institutions in the US and Canada to collaboratively advance the interest of the Nepali community in North America either with terms described as below or a separate agreement with each partner as specified in the mutual agreement.
2 Upon signing of the agreement, members of the partner organization shall automatically become ANA member with the rights and privileges as specified in Article X 6 and the agreement will allow ANA to represent member partner organization in North America 3 ANA will lead an effort to identify problems that Nepali community is facing across the continent and develop opportunity and plan to lessen problem with an active participation
of the partner organizations.
4. Partner Organizations shall pay lower of $5 or 25% of the membership fee to ANA
5. The money collected from the membership shall be used to develop plan of common interest.
6. The partner organization members shall be allowed to vote in ANA election based on one member one vote basis but their vote will be weighted half of the regular member and life member.
7. Partner organization member may run for ANA executive position so long they qualify the criteria to run for the positions as identified in Article IV.2

ARTICLE X: NOMINATION AND ELECTIONS

1. An election will be held for the positions of the Executive directors of the ANA every three years in the month of June.
2. An Election committee consisting of at least of three (3) members from the membership at large shall be appointed by the Executive Committee at least three (3) months prior to the election.
3. The Executive Committee shall appoint one of these members as the Chair person.
4. The Executive Committee shall send out mass email to solicit candidacy for all positions
5. In case, there is no nomination filed for any position, the vacant position shall be filled by the incoming Executive Committee.
6. To run for a Office, one must have served in ANA executive board or Advisory Board previously, and;
a. Either be a life member or
b. Must be a regular ANA member or member of the partner organization for three consecutive years; and must have paid the membership due for the term (three years) of the position
7. Election shall be conducted by voting ballots and/or other means of voting via electronic media such as secure email or website portal
8. Members must either mail their secret ballots (in-case of a mail in vote) or cast their votes via secure electronic media within a time frame as specified by the Election Committee.
9. To be eligible for candidacy and voting, one must be a member of good standing by March 31 of the year in which the election is to be held.

ARTICLE XI: PARLIAMENTARY AUTHORITY

Robert’s Rules of Order, Revised, shall govern all proceedings except where inconsistent with the provision of the By Laws of the Association

ARTICLE XII: AMENDMENTS

The General Assembly of ANA shall have the power to make, alter, amend or repeal the bylaw of the ANA. But in a situation, if the majority of executive board is convinced tohave any immediate amendment in absence of general assembly, the amendment right will be exercised by Executive Committee. Amendment process of such situation, if adopted, must be approved by a majority of the membership participating in the voting process within 60 days. The General Secretary shall arrange for a mail-in or electronic ballot for approval of the amendments by the general members. Amendments so made
will be published in the Newsletter of the Association and or its web site.

ARTICLE XIII: SPECIAL PURPOSE FUND

ANA will have a provision to create special purpose fund which will be maintained either separately in ANA’s name or joint partnership with individual, institutional /Organizational partners. The special purpose fund will not be mixed with the ANA’s general fund and the fund will only be used for the purpose for it was created.

ARTICLE XIV: NECC

Nepal Education and Cultural Center (NECC) is ANA’s child and it has been and integral part of ANA. ANA holds ownership in NECC’s assets. ANA allows NECC to run independently without forfeiting the right to claim the ownership; proportion to its investment. ANA President shall be the Chair of the NECC Board of Trustee. ANA’s binding relationship with NECC shall be fully described in a Memorandum of Understanding signed by ANA and NECC

ARTICLE XV: LIQUIDATION OR DISSOLUTION

The liquidation and dissolution of the ANA or the amendment or these rules may be decided upon by a two thirds majority of those present and voting at a General Meeting, provided that notice of the proposed dissolution or details of the proposed amendment shall have been circulated with the notice of the meeting. In the event of dissolution, any
residual finds of ANA shall be applied by the Executive committee before vacating office in furtherance of ANA’s aims, and no member shall have any claim on ANA in respect to fees any subscription paid. No part of the net income or assets of the ANA shall be used to the benefit of any private individual.
Upon the dissolution of ANA, remaining assets and property of the corporation shall, after necessary expenses thereof, be distributed for one or more exempt purposes within the meaning of section 501(c) (3) of the Internal Revenue Code, or corresponding section of any future federal tax code, or shall be distributed to the federal government, or to a
state or local government, for a public purpose. Any such assets not disposed of shall be disposed of by the Court of Common Pleas of the county in which the principal office of the organization is then located, exclusively for such purposes or to such organizations, as said Court shall determine, which are organized and operated exclusively for such
purposes.

ARTICLE XVI PERSONAL BENEFIT

No part of the ANA shall inure to the benefit of any member, trustee, director, officer. of ANA, or any private individual (except that reasonable compensation may be paid for services rendered to or for ANA), and no member, trustee, officer of the corporation, or any private individual shall be entitled to share in the distribution of any of ANA’s assets
on dissolution.

ARTICLE XVII: PROPAGANDA AND POLITICAL ACTIVITIES

No substantial part of the activities of ANA shall be carrying of propaganda, or otherwise attempting, to influence legislation (except as otherwise provided by Internal Revenue Code Section 501 (h), or participating in, or intervening in (including the publication or distribution of statements), any political campaign on behalf of any candidate for public
office.

ARTICLE XVIII: SUPPLEMENTARY OBJECTIVES

Notwithstanding any other provision of these articles, the cooperation is organized exclusively for one or more of the following purposes: Spiritual, charitable, scientific, testing for public safety, literary or educational purpose, or to foster national or international amateur sports competition (but only if no part of its activities involve the provision of athletics facilities or equipment), or for the prevention for cruelty to children or animals, as specified in Section 501 ( c) (3) of the Internal Revenue Code, and shall not carry on any activities not permitted to be carried on by a cooperation exempt from
Federal Income Tax under Section 501(c) (3) of the Internal Revenue Code or corresponding section of any future federal tax code.
This bylaw is proposed to be amended on this day, Dec 11, 2015 and rectified on July 3, 2016
at its general body meeting