The name of this organization shall be The Jordanian American Club of Southern California (JAC), a Californian based non-profit organization.
OFFICES
The principal office of (JAC) shall be located at such location as the Board of Directors shall designate.
MISSION
GOVERNMENT
The Constitution shall be the governing code for the (JAC). All administrative authority is vested in the President of the Board of Directors as herein after provided. All legislative authority is vested in the membership of (JAC).
BYLAWS
The bylaws of (JAC) shall be adopted by the Board of Directors and may thereafter be amended or repealed by means provided in the bylaws or provided by law.
AMENDMENTS
The Constitution of the (JAC), except as otherwise herein provided, may be amended, changed or modified by a two-thirds (2/3) majority vote of its members, at a general meeting, provided that changes have been submitted in writing to the Board of Directors prior to the general meeting so that it can be placed on the agenda. This agenda shall be mailed to the general membership at least (30) days prior to the date of the meeting with an outline detailing proposed changes. A quorum of the members must be present at the meeting when a vote is called for motion.
MEMBERSHIP
There shall be two classes of members of (JAC) full members, and honorary life members.
Full Member: Any person at lease 18 years of age, who: (1) Derives his/her origin from Jordan. (2) Pays yearly membership dues. (3) Resides in California. (4) Believes and participates in the activities of (JAC).
Honorary Life Member: An Honorary Life Membership shall be bestowed by the Board upon anyone who has served on the Board of Directors for (5) years or more, who attained the age of (60) and desires to retire from active service on the Board. Further, Honorary Life Membership may also be awarded to any person, regardless of origin, who had made outstanding contributions to (JAC). An Honorary Life Member is non-voting member.
QUORUM
A quorum for the transaction of business at all meeting shall be:
A. General Membership: At least forty percent (40%) of the membership must be present at the general membership meeting and at any special meeting where a vote is called for any motion. If quorum percentage was not met, a call should be mailed for a second meeting to take place after (30) thirty days regardless of the number of attendants.
B. Board of Directors Meeting: Two thirds (2/3) of the elected and/or appointed Directors of the Board shall constitute a quorum for the transaction of any business. In the absence of a quorum, a lesser number may adjourn the meeting.
MEETING OF MEMBERS
There shall be an annual general membership meeting to be held during January of each year. The date shall be determined by the Board of Directors prior to its January meeting. It shall be the duty of the Secretary of the Board to notify all voting members of (JAC) of the annual meeting by written notice stating the place, date, and time of the meeting, at least forty-five (45) days prior to the date of the general membership meeting. If mailed, such notice will be deemed delivered when posted with prepaid postage in the United States mail addressed to the member at his/her address as it appears on the records of (JAC).
The President shall be the presiding officer at all meetings.
The members may initiate and adopt legislation, rules, special business, etc., not inconsistent with the Constitution of (JAC). Affirmative vote of a majority of the members will carry a motion. Legislation, rules, etc., enacted shall be binding on the Board of Directors and all committees of (JAC).
No voting by proxy shall be permitted.
Meetings shall be governed by Robert&rsquos Rules of Order, as amended from time to time, insofar as such rules are not inconsistent or in conflict with these bylaws, with the Constitution of (JAC), or with law. The President shall appoint a Parliamentarian to resolve all questions of order, and the decision of the Parliamentarian is final.
SPECIAL MEETINGS
The President shall have the power to call special meetings of the voting membership and/or the Board of Directors whenever it is deemed necessary, for any purpose, on a motion made and duly passed by the majority of the Board of Directors at a duly called meeting. The President of the Board shall set the time and place for such meeting. The Secretary shall send by mail the notice of such meeting and the purpose for which it is called at least ten (10) days prior to the convening of such meeting for the voting membership special Board of Directors meetings notice can be made by telecommunications. The affirmative vote of a majority of the members present during a special meeting will carry a motion. The affirmative votes of a majority of the Board of Directors present during a special Board meeting will carry a motion.
BOARD OF DIRECTORS
To conform to the Article of Incorporation of (JAC), filed with the State of California, Board of Directors is established. The Board consists of (15) Fifteen members. The number of Directors may be increased from time to time by amendment of these bylaws.
Election of Directors of the Board shall be biannually.
The term of office shall be for a period of Two (2) years. A board member may not run for more than two consecutive terms, but may run again in the future after having been retired from the Board for a period of at least one (1) year.
In the event of a vacancy on the Board of Directors of an elected member, the President of the Board shall appoint another member within 30 days and after approval of the Board of Directors to complete the balance of the fiscal year.
QUALIFICATIONS
A candidate must be at least 21 years of age, a member in good standing, and a permanent resident of California.
NOMINATING COMMITTEE
At least two (2) months before the biannual meeting of the general membership of (JAC), the President of the Board shall appoint a Nominating Committee composed of at least four people. The Nominating Committee shall nominate at least twice as many persons as if elected. The Nominating Committee shall determine from the Secretary and the Treasurer if the members are in good standing before submitting names. Additionally, nominations may be made from the floor by any voting member at the annual general meeting, provided that such additional nominees to serve if elected.
MEETING FOR THE ELECTION OF THE BOARD OF DIRECTORS
The President of the Board shall call the bi-annual meeting of the general membership of (JAC) to be held on the first quarter of the year for the purpose of electing directors.
DUTIES OF THE BOARD OF DIRECTORS
The following shall be the standing committee of the organization:
Constitution, Bylaws and Nominations
Public Relations
Fund Raising
Educational /Cultural
Youth
FINANCES
OFFICERS
The officers of (JAC) shall consist of Chairman, Vice-President, Secretary, and Treasurer. The officers shall be from the Board of Directors and shall be elected internally by the Board of Directors.
A. President: The President shall be one of ability and fitness for this office, with good reputation and good character. The President shall preside at each regular and every special meeting of the Board and shall observe the prescribed order of meeting. The President shall endeavor to guide the Board and shall observe the prescribed order of meeting. The President shall endeavor to guide the board and shall have the right to appoint standing committee members.
The President shall have not right to vote except in a tie.
The President shall have the right to call a special meeting when necessity demands.
The President shall be an advisory member on every committee.
The President shall sign with one Secretary all contracts and legal papers and official documents in the name of (JAC).
He or she shall have the authority to hire and discharge employees, to execute contracts approved by the Board of Directors or other Instruments on behalf of the (JAC), to co-sign checks, drafts or other orders from the payments of moneys, to signing of notes and indeptness, and to lease space for (JACC). A mandate for the Chairman must be fluent and articulate in both English and Arabic languages.
B. Vice-President: The Vice-President shall posses the same qualifications as that of the President and in his absence shall perform his duties and be entitled to all his prerogatives.
The Vice-President shall be a member, ex-officio, of every Committee appointed by the Chairman.
C. Secretaries: Recording Secretary. The duties of the Recording Secretary shall be to keep minutes of all business meetings, take roll call
and keep a record of all activities of (JAC).
D. Treasurer: The Treasurer shall handle all income received by (JAC) and shall give receipts for same. He or she shall place all funds in a responsible bank authorized by the Board.
The Treasurer shall keep accurate account of receipts and disbursements and shall give detailed reports to the Board every month, namely and full statement at the annual meeting of (JAC).
The Treasurer shall have no right to spend (JAC&rsquos) funds except by the authority of the Board. He or she shall give money by checks except for petty amounts (petty cash expenditures of up to $50.00 are authorized).
The Treasurer shall sign all checks along with President.
OTHER OFFICERS
TENURE OF OFFICERS
All officers shall be appointed for a period of two years and shall serve until their successors are appointed and qualified,
EXECUTIVE COMMITTEE
There shall be an Executive Committee composed of five people. All offices of the Board of Directors shall be ex-officio member of this committee, the immediate past President of the Board shall act as Chairman. In the event of an emergency requiring an immediate decision of the Board, and the calling of a special meeting is neither possible nor practical, the President of the Board may call a meeting of this committee to act in lieu thereof, providing, however, that whatever act the Executive Committee takes is not inconsistent with the constitution and bylaws or the known wishes of the Board, and that such action is recorded at the next regular meeting of the Board for ratification. The Executive Committee shall implement all directives and policy established by the Board of Directors and shall transact such business before it concerning the affairs of (JAC) in a manner wholly consistent with the established policies and directives of that Board. It shall make recommendations to the Board on all matters pertaining to the advancement of the interest and good welfare of the community and its members.
REMOVAL
If any member is in arrears in payment of dues or pledges for one year, he or she shall be sent a thirty (30) day notice to bring his or her account to date. Upon failure to pay such arrears at or before the expiration of the 30 day notice, he or she shall no longer be considered a member of (JAC). However, he or she may be reinstated at a later date, provided he or she pays all dues back and or pledges from the time of delinquency. In hardship cases, the Executive Committee shall review the member pledge to fit the circumstances of a member and his family.
Any member of (JAC) who shall violate any of the rules, regulations, orders or the bylaws of (JAC) or who violates any contract made by or with the accomplishment by this Community may be expelled from membership. When any member (JAC) is charged with any act for which such member may be expelled, notice of same shall be served on such member personally or by mail at his or her known address, and if, after due opportunity to be heard, the Board of Directors so decides, such member may be expelled and his or her name dropped from the list of membership provided however, that the member may appeal such expulsion to his/her membership of (JAC) and the action of the majority of the members of the duly cancelled and held meeting at which such appeal is considered shall be final.
PROPERTY OF (JAC)
Section 1: Title to all properties shall be held in the name of (JAC), as prescribed in Article I of the bylaws. All titles, deeds and other documents relating to the property shall be kept in the custody of the Board of Directors.
Section 2: The Board shall have no right to mortgage, lease, transfer, sell or purchase any real or personal property who who&rsquos value shall be in the excess of $25,000 on behalf of (JAC) unless it has been authorized to do so by the Special Meeting convened for such purpose. Such Special Meeting convened for such purpose shall be on call of the Board of Directors, issued to members of (JAC) in writing and such call must contain a special notice setting forth the purpose of the meeting. No (JAC) real or personal property whose value is in excess of $25,000 shall be mortgaged, leased, transferred, sold or purchased except by a two-thirds (2/3) majority vote of the Voting Members of (JAC) attending such special meeting.
LITIGATION
JAC shall indemnify any officer or director against expense actually and necessarily incurred in connection with the defense of any action, suit or proceedings in which he or she is made a party by reason or being or having been such officer or director, except in relation to matters which he or she shall be judged in such action, suit or proceedings to be liable for negligence or misconduct in the performance of duty. Such indemnification shall not be exclusive of any other rights to which the officers or directors may be entitled under the constitution, bylaws, agreement, and resolution of the Board of Directors or otherwise.
INSPECTION OF BYLAWS
JAC shall keep in its principal office a copy of the constitution, as amended or otherwise altered to date, certified by the Secretary, which shall be open to inspection by all member at any reasonable time.