The name of this Organization shall be "The Haitian American Social and Cultural Alliance"(HASCA)
The Haitian American Social and Cultural Alliance, based in New York, USA, is a non-profit, non-partisan, non-sectarian, philanthropic organization of Haitians and Haitian-Americans organized exclusively for educational and charitable purposes for the benefit of the Haitian and Haitian-American communities.
In the pursuit of this mission, the organization may promote fundraising activities, receive and accept property by way of gift from persons, trusts or corporations inasmuch as permitted by Federal and State Laws.
The proceed of these fundraising events and donations will be used to fund the charitable and educational activities set forth by the organization in accordance with section 501(c)(3) of the Internal Revenue Code or will be distributed to charitable organizations with the meaning of that term as defined in section 501(c)(3) of the Internal Revenue Code.
The Organization shall offer three categories of membership:
Active Membership
To qualify as active member, an individual must be:
Friends of the Organization
Those shall include individuals who in their capacity contribute to the Organization’s mission.
Honorary Membership
Those individuals are not active members, but merely persons designated as having an officerial title.
Admission of members is decided in accordance with HASCA Manual of Policies and Procedures.
Dismissal of members is decided by the Board of Directors in accordance with HASCA’s Manual of Policies and Procedures.
At all meetings, the votes shall be by voice except for the election of Officers, which shall be cast by ballots. There shall not appear any mark or marking that might indicate the person who cast such ballot. Absent members may vote Absentee ballot, by mail, for just cause.
At any regular or special meeting, if a majority so requires, any question may be voted upon in the manner style provided for the election of Officers. Each member in good standing shall be entitled to one (1) vote and such v may not be cast by proxy.
No member shall be deemed in good standing who is ninety (90) days or more in arrears in payment of membership dues. The rights and privileges of membership shall be available only to members in good standing. Membership shall be suspended for non-payment of dues after ninety (90) days.
General Membership Meetings and an Annual Membership Meeting shall be held at such time, date and place determined by the Board of Directors. The Quorum for a General Membership Meeting is defined as the number of Active Members present. Moreover, decisions taken at a General Membership Meeting are valid if approved by a majority vote (50%+1) of active members present, taking into account absentee ballots and excluding abstentions.
The Board of Directors shall consist of 11 elected members: these are the 5 Executive Officers and 6 additional Directors.
To qualify for election as a member of the Board of Directors, an individual must be:
The Board of Directors manages the Organization, its property, its business, its affairs and, except as otherwise stated (in the certificate of incorporation, these bylaws and/or applicable local, state, federal and international laws), possesses all power and responsibility necessary or appropriate for effective execution and accomplishment of the Organization’s purposes and objectives.
The Board of Directors appoints Chairpersons of all Standing and Special Committees, and has the power to remove Chairpersons.
The members elect the Directors. Elections are held every two years to nominate new Directors or re-elect the same. In addition, elections are held to fill vacancies created by: resignation or death of a Director, removal of a Director for cause, increase in number of offices, completion of term of office.
A Director’s term is for two years. It commences 1(one) month after election and continues until the end of his/her mandate or his/her resignation, death or removal.
No Director shall for reason of his/her office be entitled to receive any salary or compensation from the Organization or have interest in any Organization’s property, business or affairs, but nothing herein shall be construed to prevent a Director from receiving any compensation from the Organization for duties other than those associated with the mandate of a Director.
The Directors meet regularly four times a year, at such time, date and place determined by the Board of Directors.
Special meetings of the Board or the members for any purposes may be called at any time by the President and any two Officers or by any three Officers.
Absence from two consecutive regular meetings of the Board of Directors shall be cause for removal from office, except for just cause. Such removal shall be declared by a majority vote of the Board of Directors.
A Quorum for any meeting of the Board of Directors shall consist of 7(seven) Directors.
Within the Board of Directors, decisions are made using a majority of 2/3(two thirds) of the Directors present if the quorum is met.
Within the Board of Directors, the Organization’s officers are a President, a Vice-President, two Secretaries, and a Treasurer.
To qualify for election as an Officer, an individual must be:
Each officer possesses such powers and responsibility as generally assigned to his/her office.
The President shall:
The Vice-President shall:
In the absence of the president, assume all the duties of the president as specified in Article IV, Section 2, and shall assume all other duties designated by the president.
The Corresponding Secretary shall:
The Recording Secretary shall:
The Treasurer shall:
The members elect the Officers. Elections are held every two years to nominate new Officers or re-elect the same. In addition, elections are held to fill vacancies created by: resignation or death of an Officer, removal of an Officer for cause, increase in number of offices, completion of term of office.
An Officer’s term is for two years. It commences 1(one) month after election and continues until the end of his/her mandate or his resignation, death or removal.
No Officer shall, for reason of his/her office, be entitled to receive any salary or compensation from the Organization or have interest in any Organization’s property, business or affairs; but nothing herein shall be construed to prevent an Officer from receiving any compensation from the Organization for duties other than those associated with the mandate of Officer.
The Board of Directors may create committees, the membership of which need not be restricted to members of the Board of Directors. Committees shall report to the Board and shall assume such duties as assigned by the Board.
Committee’s Chairpersons at the beginning of each fiscal year shall submit to the Finance committee a proposed list of the expenditures and income, if any, for committee activity for the ensuing year. The Finance committee shall then submit a proposed budget for the coming year to the Board of Directors for approval or rejection.
The Organization’s fiscal year shall begin on September 1 and end on August 31.
“Robert’s Rule of Order”, Revised, is the parliamentary authority for every membership, Board of Directors or committee meetings.
There shall be an official organ of this Organization. Information carried therein shall constitute official notification to all concerned at all time.
These bylaws may be amended at the Annual Membership meeting by a majority of two-thirds of the members present, taking into account absentee ballots and not including abstentions.
Dues for current members are payable annually at the beginning of the fiscal year. Dues for new members are payable in full for the current fiscal year at the time of admission.
Upon the dissolution of the corporation, any remaining assets of the organization shall be distributed for one or more exempt purposes within the meaning of section 501(c)(3) of the Internal Revenue Code, or the corresponding section of any future federal tax code. Any such assets not so disposed of shall be disposed of by a Court of Competent Jurisdiction of the County in which the principal office of the corporation is then located, exclusively for such purposes or to such organization or organizations, as said Court shall determine, which are organized and operated exclusively for such purposes.