ByLaws

Table of Contents

  1. Name and Logo
  2. Mission Statement
  3. Non-Profit Status and Exempt Activities Limitation
  4. Membership,Privileges and Dues
  5. Board Of Directors
  6. NCRVA Board/Committee
  7. Amendment
  8. General Assembly
  9. Association Finances
  10. Association Status
  11. Rule Of Order
  12. Quorum
  13. Election and Oath Of Office
  14. Fiscal Policy and Finance
  15. Certification
  16. Notices and Correspondence
  17. Notices and Waivers
  18. Definition

Article I. Name and Logo

The name of the organization shall be Nepali Community of Greater Richmond Virginia (hereinafter called “the Association” or 'NCRVA'). Logo: logo

Article II. Mission Statement

The mission of 'NCRVA' shall be:

  1. To unify Nepali or Nepali descent living in Greater Richmond, Virginia.
  2. To preserve and promote Nepali art and culture by organizing social activities and events.
  3. To build connections within the community and establish a presence.

Article III. Non-Profit Status and Exempt Activities Limitation

  1. Non-Profit Status:‘NCRVA’ will be a tax-exempt organization under Section 501(c)(3) of the United States Internal Revenue Code.
  2. Exempt Activities Limitation:The organization is organized exclusively for charitable, religious, education, and/or scientific purposes under section 501 (c) (3) of the Internal Revenue Code. No substantial part of the activities of the organization shall participate in, or intervene in (including the publishing or distribution of statements) any political campaign on behalf of any candidate for public office. Notwithstanding any other provision of this document, the organization shall not carry on any other activities not permitted to be carried on (a) by an organization exempt from federal income tax under section 501 (c) (3) of the Internal Revenue Code, or corresponding section of any future federal tax code, or (b) by an organization, contributions to which are deductible under section 170 (c) (2) of the Internal Revenue Code, or corresponding section of any future federal tax code. This organization will rely upon Virginia state law to be in compliance with Section 508(e) as required.
  3. Distribution on dissolution:Dissolution of the Association may be decided by the two-thirds (2/3) majority of the voting members of the General Body. Upon termination or dissolution of 'NCRVA', any assets lawfully available for distribution shall be distributed to one (1) or more qualifying organizations described in Section 501(c)(3) of the 1986 Internal Revenue Code (or described in any corresponding provision of any successor statute) which organization or organizations have a charitable purpose which, at least generally, includes a purpose similar to the terminating or dissolving corporation.

Article IV. Membership, Privileges and Dues:

1)Membership Criteria

'NCRVA' membership shall be open to individuals who meet ALL the criteria listed below:
a) Must be 18 years or older at the time of becoming a member and somehow associated with Nepalese culture or origin.
b) Must agree to support the 'NCRVA' mission.
c) Must meet membership fees criteria.

2)Membership Fees

Association shall have a membership fee.
a)Membership fees for each category shall be determined by the Board. Renewal of the membership is due by the end of December each year. Failure to pay dues by December 31 shall suspend the rights and privileges of the member. Members joining in the middle of the year shall have membership fee prorated.
b)No renewal of membership shall be required for life and honorary members.
c)Attendance at the annual convention and payment of the full registration fees shall satisfy the membership dues for one calendar year following the convention.

3) Membership Termination Criteria

Membership shall be terminated if any of the following occurs:
a)Non-renewal of membership by the end of the calendar year.
b)Members decide not to continue the membership.
c)Inappropriate code of conduct of members as decided by the 'NCRVA' committee.
d)Death.
e)Members do not adhere to the 'NCRVA' mission.
f)Relocation of members outside of the Greater Richmond area.

4) Membership Effective Period

Annual membership shall be effective from the date a member becomes a 'NCRVA' member and shall remain valid until the end of the year.

Article V. Board Of Directors:

The association shall have a board of directors consisting of at least three (3) and no more than eleven (11) directors. Within these limits, the board may increase or decrease the number of directors serving on the board, including for staggering the terms of directors. These could be amended during annual/bi-annual General Board member meetings as called by the president in consultation with the members of the board/committee.

Article VI. NCRVA Board/Committee

1) 'NCRVA' Board/Committee Members

a)President (1)
b)Vice-President (1)
c)Administration/Secretary (1)
d)Treasurer /Financial Operations (1)
e)Public Relations and Networking (1)
f)Art and Culture (1)
g)Event Planning and Management (1)
h)Communication/Technology and Media Marketing (1)
i)Board Member (3)

Additional positions may be added or removed as deemed necessary by the ‘NCRVA’ committee.

2) Meetings

a)The Board/Committee shall hold at least one General Body meeting every year of all its members at an appropriate time, preferably during the annual convention, to transact the Association business such as, review the activities for the past year, receive and adopt amendments, if any, to the bylaws, consider any policy changes or new policies and transact any other business included in the agenda or allowed by the presiding officer at his or her discretion.
b)The Board/Committee shall hold its meetings regularly as deemed necessary to conduct the business of the Association in a most effective manner. The President shall preside over the Board meetings.
c)Special meetings: If for any reason, a meeting of the Board/Committee is deemed necessary by the members and a representation of that effect is received by the Board, such a meeting shall be called by the Secretary within 30 days of the receipt of such a request. The President, with the consent of the Board, shall specify the place, date, and time of yearly, special, and other meetings of the Board.
d)Extraordinary/Emergency meetings: The President may call an extraordinary/ emergency meeting at any time if such meeting is necessary.
e)Notice of Meetings: Any meetings unless an emergency shall be called upon no less than 14 days written notice.
f)Venue: Meetings shall be held at such times and places as the President may, from time to time, decide with advice and consent of the Board/Committee. For example, in person, via phone, facetime, skype, WebEx, Zoom or other online tools.
g)Conduct of Meetings: The order of business at meetings shall be determined by the President. The Annual General Meeting (AGM) of the Board/Committee shall be public but only the members (dues paying) shall have the right to speak and provide input. The extraordinary/emergency meetings can be closed as deemed necessary by the President.
h)Agenda for Meetings: The agenda for each regular Board/Committee meeting shall be assembled by the President or Secretary as designated. Any member may transmit material and recommend guests for inclusion on the agenda. Such material shall be submitted no later than 10 calendar days prior to the meeting. The President shall distribute the agenda to the members or the officers no later than 5 calendar days prior to the date of the meeting. Additional items may be placed on the agenda at a regular meeting by a majority vote of the members present.
i)Meeting Minutes: Meeting minutes shall be written by the Secretary, approved and signed by meeting attendees.
j)Decision: The decisions of the Board/Committee shall be made by a majority (one more than half the Board members) except when otherwise designated in these by-laws.
k)Motion to Reconsider: A motion to reconsider may be made at the same meeting at which the vote was taken or a subsequent meeting by any member who cast a vote.

3) Committee/Board Members Service Period and Renewal

The new Board/Committee members shall be effective from January following the election month. An election or unanimous recommendation from the community shall renew the committee members. President along with all board/committee members shall be eligible to be elected not more than two consecutive terms. In case no candidates are available to fill any board position, existing members can continue to serve for the next term.

In order to overlap the terms of the outgoing and incoming boards, the term of the Executive Board/Committee shall be two years and the remaining board/committee members shall be 18 months.

4) Eligibility Criteria for Board/Committee Members

Board/Committee Members should meet the following criteria:
a)Members must be residents of the Greater Richmond Area, Virginia.
b)Members must be 18 years or older.
c)Members must be legally in good standing and free of any legal allegation.
d)Notwithstanding any other provision of the Bylaws, not more than two (2) people serving on the Board/Committee may be an interested person. For purposes of this section, an “interested person” means either:
    -Any brother, sister, father, mother, son, daughter, or spouse of any director; or
    -Any board/committee member serving on other boards or maintaining business interests that could constitute a conflict of interest.
e)No board/committee member may serve in any capacity or vote on any issue unless membership is current.
Life or honorary members, moving out of the Greater Richmond area, can still continue as a member and contribute in good standing unless terminated as below.

5) Termination Criteria for Board/Committee Members

Committee member shall be terminated under the following criteria:
a)Resignation from the position. Resignation from the board/committee member(s) must be in writing and received by the President.
b)Legally unable to continue to serve the community position.
c)Death.
d)A Board/Committee member shall be terminated from the board due to excess absences, more than two unexcused absences from board meetings in a year.
e)Due to relocation outside of the Greater Richmond Area.
f)A Board/Committee member may be removed for other reasons by a two-thirds vote of the General Body meeting.

6) Roles and Responsibilities

a)Role and responsibility for Board/Committee Members:
i)Approve budget.
ii)Approve programs and the association’s initiatives.
iii)Amendment to bylaws.
iv)Sell and purchase real-estate.
v)Carry out 'NCRVA' operations.
vi)Perform routine management activities.
vii)Attend board/committee meetings regularly.
viii)Suspend a board member.
ix)Dissolve the association ('NCRVA').
Once elected, a member of the Board shall serve for a full term, except in the event of the person’s death, resignation, removal, or recall or loss of membership to the Association.

b)Roles and responsibility of President/Vice-President:
i)Chair the regular NCRVA executive committee meeting.
ii)Provide general leadership on NCRVA activities.
iii)Submit progress reports to all members during the general annual meeting.
iv)Ensure that documents required bylaws are properly maintained.

c)Roles and responsibility of Board/Committee member-Public Relations and Networking:
i)In the absence of the President and Vice-President, handle the President's roles and responsibility.
ii)Act as a brand ambassador of NCRVA and promote NCRVA among local social organizations.
iii)Assume role of Editor-in-Chief and coordinate publication of Newsletter.
iv)Request potential sponsors for sponsorship for the social events that NCRVA may carry.

d)Roles and responsibility of Board/Committee member – Administration/Secretary:
i)Organize and manage NCRVA committee meetings regularly.
ii)Take ownership of meeting minutes and assignment of action items as per the meeting discussion.
iii)File applications/forms, submit documentation on behalf of NCRVA as required by the State or federal government.
iv)Ensure that any action carried out by NCRVA complies with the legal requirements of the State and Federal government.
v)Act as the official custodian of the records and seal of NCRVA.
vi)Manage correspondence and communicate information to NCRVA members, as needed.

e)Role and responsibility of Board/Committee member – Financial Operations/Treasurer:
i)Pay all bills upon authorization by the association board/committee.
ii)Maintain adequate books of account and a record of all financial transactions received and paid by 'NCRVA'.
iii)Prepare a financial report annually.
iv)Maintain the up-to-date list of membership of the association.
v)Ensure that 'NCRVA' monies are deposited in the bank in a timely manner.
vi)Co-sign checks of 'NCRVA'.
vii)File taxes/necessary documents to the IRS.
viii)Provide donation acknowledgments to donors.

f)Roles and responsibility of Board/Committee member – Art and Culture:
i)Identify and encourage talents among Nepali community and help them show their talents in local events.
ii)Provide necessary guidance and support to talents to help them improve in their skills.
iii)Work with other social organizations to provide a platform for 'NCRVA' talents to perform in their events.

g)Role and responsibility of Board/Committee member – Event Planning and Management:
i)Take ownership in identifying venues for any events that ‘NCRVA’ organizes.
ii)Responsible for contracting and negotiating terms and conditions favorable to ‘NCRVA’ with vendors/suppliers.
iii)Plan and develop strategy to organize events and activities to generate funds for 'NCRVA'.

h)Role and responsibility of Board member – Communication/Technology and Media Marketing:
i)Take ownership for maintaining, updating contents of ‘NCRVA’ Website and social media sites such as Facebook with documents for public information, news, photos, and videos on a regular basis.
ii)Take ownership of digital collaboration tools and licenses.
iii)Communicate with sponsors and members as well as well-wishers through email.
iv)Design layout of the communication media, newsletter, and public correspondence.

7) Amendment Any proposed amendment to these by-laws may be submitted in writing to the Board over the signatures of three board members. The following process shall apply:

i)The President shall issue a copy of the proposed amendment to be circulated to all board members.
ii)Providing seven (7) calendar day’s notice is received, the proposed amendment will be placed on the agenda of the next duly constituted General Body meeting of the Association.
iii)Such an amendment will be effective upon adoption by two-thirds of the members attending the General Body meeting.

8) General Assembly

The association shall hold a general assembly by organizing social and cultural activities. In such a general assembly, all ‘NCRVA’ community members are requested to attend the assembly. ‘NCRVA’ shall communicate via group email.

9) Association Finances

All financial activities shall be transparent and documented. The financial activities shall be discussed in regular board/committee meetings. The board/committee members shall not be personally liable for the debts, liabilities, or other obligations of the corporation absent criminal violations. The Board/Committee members shall serve without compensation.

10) Association Status

'NCRVA' is a non-profit organization. Earnings of 'NCRVA' shall be used for not-for-profit work. Earnings shall never be used for personal benefit.

11) Rule Of Order

Rule of Order shall govern all applicable circumstances in which they are not in open conflict with articles of this constitution and the laws of the state of VIRGINIA.

12) Quorum

In the Board/Committee meetings, 51% of its members present constitute the quorum. The members of the Board/Committee may participate in a meeting of conference telephone or similar communications equipment by means of which all persons participating in the meeting can hear each other and such participation shall constitute presence in person at such meeting.

13) Election and Oath Of Office

i)Election
a. If applicable, election for the Board/Committee members shall be completed by the (date decided by first Board/Committee meeting).
b. Elections shall be held in a fair and all-inclusive manner using every available method that is practical at the time of the election to encourage greater participation from the members.

ii)Oath Of Office
a. The Board/Committee shall conduct the Oath of Office for the newly elected board members presided by the President.
b.The Oath of Office shall constitute: “I, …………………., do solemnly swear that I will support the Constitution of the United States, the Constitution of the State where I reside, and the Bylaws of the Nepali Community of Greater Richmond Virginia (NCRVA), and that I will faithfully perform the duties of the position to the best of my knowledge, skill, and ability.”

14) Fiscal Policy and Finance
a. The fiscal year of the board shall be January 1 through December 31.
b. The board/committee members shall serve without compensation.
c. The duties and responsibilities of the Board/Committee members in terms of finance shall be:
i) To develop and review fiscal procedures,
ii) To advise on financial matters; and
iii) To review the financial records and findings once a year. The Board/Committee shall promptly post the reports on the website, as appropriate.
15) Certification

These bylaws were approved at a meeting of the Board Members by majority on June 14,2023.

16) Notices and Correspondence

Signatures of the President/Vice President shall be required for:
a. All decisions of regular and special meetings; and
b. All final elections result from the Board.

17) Notices and Waivers

a) Notices
Notices required by these by-laws to be given to members and officers shall be deemed to have been sufficiently given if in writing to each member or officer at his or her email address as it shall appear on the records of the Association or posted on the Association’s website.
b) Waivers
Any member or officer may waive notice of any meetings of the Board of these by-laws. Such notice shall be in writing and may be given by signing a waiver, mailing a card or by sending a fax, or e-mail and may be given either before or after a meeting. Attendance at any meeting shall constitute a waiver of notice and no written waiver shall be required.

18) Definition

a)Life or Honorary Member [Article IV (2b), Article VI (4)]:
i) Who have made substantial contributions to the benefit of the association and the communities at large. Life or Honorary members will be instituted with majority votes of the Board/Committee members.
b)Inappropriate code of conduct or Legally unable [Article IV (3c), Article VI (5b)]:
i) Malfeasance in office.
ii) Conviction in a court of law for felony.
iii) Misdemeanor and
iv) Other acts inimical to the image of the Association
c) Executive Board/Committee [Article VI (3)]
i) President
ii) Administration/Secretary
iii) Event Planning and Management

Appendix

The appendix shall contain the current members of the board/committee:
  1. President(1)
  2. Vice-President(1)
  3. President(1)
  4. Administration/Secretary (1)
  5. Treasurer /Financial Operations (1)
  6. Public Relations and Networking (1)
  7. Art and Culture (1)
  8. Event Planning and Management (1)
  9. Communication/Technology and Media Marketing (1)
  10. Board Members (3)
The 'NCRVA' board/committee shall assign volunteers to organize and chair different committees like cultural program, music festival, food festival, sports, religious organization etc. and any program needed, before or during the program and whenever needed.

ByLaws Committee:

  1. Ashim Rajbhandari
  2. Chandra Malla
  3. Dilli Bhurtel
  4. Helen Rai
  5. Indra Khanal
  6. Nabin Bhandari
  7. Pashupati Ghimire
  8. Pratap Paudel
  9. Rajendra Dhakal
  10. Rukesh Pokharel
  11. Suman Kandel