CACIA BYLAWS
Última actualización el Domingo 21 de Agosto de 2011 19:24 Escrito por CONSEJO DIRECTIVO CACIA Miércoles 05 de Mayo de 2010 14:37
Colombo-Americans in Action, Inc.
BYLAWS
501 C (3) Non-Profit Corporation
CHAPTER DESCRIPTION PAGE#
I - NAME, ADDRESS, ACRONYM, LEGAL ADVISOR REGIMEN, PURPOSES
AND OBJECTIVES 2
II - MEMBERSHIP AND AFFILIATION 2
III - GOVERNMENT OF COLOMBO-AMERICANS IN ACTION, INC. 5
IV - THE EXECUTIVE COMMITTEE 6
V - DUTIES AND POWERS OF THE EXECUTIVE COMMITTEE 6
VI - VACANT POSITIONS 10
VII - EXTERNAL LEGAL ADVISOR 11
IIX - SERVICES PROVIDED TO COLOMBO-AMERICANS IN ACTION, INC. 11
IX - THE COMMITTEES 11
X - RESOURCES OR ASSETS 11
XI – REGARDING THE BYLAWS AND ARTICLES OF INCORPORATION 12
XII - DISSOLUTION OF COLOMBO-AMERICAN IN ACTION, INC 12
XIII -SIGNERS & AUTHORS OF THE BYLAWS 13
COLOMBO-AMERICANS IN ACTION, INC.
Address Mailing Address
1237 S Atlantic Blvd. P.O. Box 6852
Los Angeles, CA 90022 San Pedro, CA 90734
Phone (310) 930-3278 E-mail :
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http://www.colombianosenaccion.com E-mail:
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CHAPTER I
NAME, ADDRESS, ACRONYM, LEGAL ADVISOR REGIMEN,
PURPOSES AND OBJECTIVES
Article 1. COLOMBO-AMERICANS IN ACTION, INC., is an institution of permanent and public character and a nonprofit Corporation. It will exist indefinitely or in perpetuity. This Corporation is formed under the California Corporation Code Section 5130 ET seq, nonprofit public Benefit Corporation.
Article 2. In the United States, it will function in a place designated by the Executive Committee. The main office will be initially situated at 1237 S. Atlantic Blvd, Los Angeles, CA 90022. This initial office can be changed by a majority vote by the Executive Committee, who will then notify the Secretary of the State of California.
Article 3. COLOMBO-AMERICANS IN ACTION, INC., can use as its official acronym the letters “CACIA” for its seal, flags, banners and other forms of identification or publicity, without prejudice. The foreign wording in the name translates into Spanish as “Colombianos en Accion,” acronym “CACIA”.
3.1 – Such design will be registered with the USPTO in order to protect any unauthorized usage by others.
Article 4. COLOMBO-AMERICANS IN ACTION, INC., is an autonomous institution of Colombian citizen, which does not discriminate on the basis of religion, race, political affiliation, or natural origin. For legal purposes it will operate under the Registration Number of 2995576 provided by the California Corporations Office. For purposes of the Corporation’s functions, it is bound by the present bylaws.
Article 5. The objective of COLOMBO-AMERICANS IN ACTION, INC., is to contribute to the advancement of the Colombian community living in USA by means of the following objectives:
5.1 Establish a link or bond with other civic, social and cultural community associations and other similar groups.
5.2 Actively participate in the study, solution and investigation of the problems that affect the Latino community who resides in Southern California and the Colombian community in particular.
5.3 Encourage the unity and good will amongst Colombians and procure the empowerment of the Colombian community in Southern California.
5.4 Serve as a cultural bridge between Southern California and Colombia.
Article 6. COLOMBO-AMERICANS IN ACTION, INC., is an exempt from tax corporation organized and operated exclusively for cultural, civic, scientific and educational purposes. Will be operated under IRC Section 501 (c) (3) and California R&TC section 23701 d.
CHAPTER II - MEMBERSHIP AND AFFILIATION
Article 1. MEMBERSHIP
1.1 The COLOMBO-AMERICANS IN ACTION membership will be of four categories: Friends, Founder, Active and Honorary.
PARAGRAPH: Colombo-Americans in Action cannot exercise discrimination on their members on the basis of gender, race, creed, political affiliation, religion or social conditions
1.1.1 Friend membership who are any person who is registered in CACIA’s database.
PARAGRAPH: The members of this type will have the right to voice their opinion, but cannot vote or be elected for the EXECUTIVE COMMITTEE.
1. 1.2. Founder members: are all those who signed the initial agreement and those who contributed to the establishment of the Corporation between the period 01/01/2007 and 06/30/2007 and for the time while they remained in the Corporation. The founder members will be considered Active members as well as long as they meet all of the objectives and requirements of the Corporation for that category.
1.1.3. Active members are all of those over the age of eighteen years, which have requested and have been approved by the EXECUTIVE COMMITTEE as members after paying the assigned dues. Active members will enjoy all the rights and privileges that the Corporation COLOMBO-AMERICANS IN ACTION, INC. offers and they are subject to all of the responsibilities assigned to the members of the Corporation.
PARAGRAPH: Mandatory requirement to get the character of Active member is the applicant binding to a project in one of the following characters:
a) Be the author and responsible of a project that comply with requirements set up for this purpose and consigned in Article # 2.3.
b) Be requested by the author or by at least two members of the EXECUTIVE COMMITTEE to be an important and specific part of an actual approved project. The EXECUTIVE COMMITTEE must approve such request by qualified majority.
1.1.4. Honorary members are all those individuals who although are not members of the Corporation, have provided extraordinary assistance to COLOMBO-AMERICANS IN ACTION, INC. or to the Hispanic/Latino community. The Executive Committee will choose these members.
Article 2. AFFILIATION
The right to affiliation to COLOMBO-AMERICANS IN ACTION, INC., Inc.:
2.1 Friend membership should be obtained by filling out a membership application/enrollment form or by giving his (her) information to the Secretary of the Corporation., meaning acceptance to receive periodically information by any hard or electronic way and the willing to volunteer in CACIA’s events and activities.. The Executive Committee reserves the right to terminate a Friend membership’s affiliation with the Corporation with no need of any explanation
2.2 The qualified majority vote of the Executive Committee will approve the qualification of being Active or Honorary membership.
2.3 When a person wishes to become Active membership of COLOMBO-AMERICANS IN ACTION, INC. must fill out an application before the Secretary of the Corporation,
2.3.1 Such application must to be accompanied by either
A) The approved request stated in article 1.1.3, paragraph b) or
B) By a project his (her) authorship, which meet the following standards and requirements:
2.3.1.1 The final goal should be accomplishment of a material community’s social objective i.e.: education, advocacy in a specific area and/or leadership or advocacy in any social, political or civic arena.
2.3.1.2 Must be presented to consideration of the Committee of Admissions chaired by the Executive Director in a professional presentation; showing: a justification of the project; a Table of Content; a description of goals and objectives; financial figures showing: revenues, costs and net change; organizational chart and an epilog showing benefits in the area covered. Any graphics that the applicant deems necessary will be considered. Personal presentation of the project will be required in the analysis process.
2.3.1.3 Managing, funding and operation of the project will be author’s responsibility but always under CACIA’s Supervision. Periodical advancement reports will be required.
2.3.1.4 A Committee with minimum 2 additional persons - not necessarily members of CACIA, along with the Secretary and the Executive Director will analyze the project or the request to joint an actual project and then inform to the Board about either of:
a) Acceptation of the project and author as well.
b) Recommendation of changes to be made in the project before being accepted or
c) Negative decision of the project’s adoption and such author as well.
2.3.1.5 At approval of the project a contract of terms and conditions, project ownership rights and obligations, and rules of operation will be signed between CACIA and the author.
2.3.1.6 Benefits, if happen will be shared 45% to CACIA and 55% to the author. CACIA must invest his benefits in social projects.
Paragraph: in case of negative benefits in the project, sharing will be in same percentages of benefits
2.3.1.7 Self-dealing, while the project is in course in which public and private interests collide, for example issues involving privately held business interests in the same or similar subject the project evolve; outside employment, in which the interests of one job contradict or compete with project vision or mission will be considered as conflict of interest occurrences and will be subject of sanction imposed by the Executive Committee.
2.4 Any Active member can be member of the Executive Committee if meeting the following requirements:
a. Has been Active member for one year previous to the Assembly of Affiliates, and has shown his (her) interest and support to the organization in his activities in such period of time.
b. Being in good standing position with his (her) membership dues.
c. Manifest that has not any conflict of interest.
d. Not being subject of internal sanctions in “CACIA” in the prior three years.
e. Not being dishonored or dismissed by “CACIA” at any time.
2.5 Those members that would fail to abide by the bylaws, Ethic Code, Rules of the Corporation, the decisions/agreements of the Executive Committee, agreements of the Assembly of Affiliates or who’s disrespectful conduct could result in the dishonor of COLOMBO-AMERICANS IN ACTION, INC. or who would use his/her condition as a membership for his personal interest or that would create conflict, fights, or disagreement among the members or among the members and “CACIA” or that would act as if he/she represents “CACIA” without authorization or previous arrangement by the Executive Committee or the Assembly of Affiliates, could be reprimanded or suspended for no longer that 1 year as a member and/or could be denied the opportunity to hold all or any types of position in the Board of Director or represent the Corporation for a period no longer than 5 years or could be expelled from the Corporation. Any complaint against the member will be given in writing to the secretary who will forward such information to said member immediately. Said member will be required to meet with the Executive Committee to discuss the allegations and advise the Executive Committee the reason why the possibility of a sanction should be dismissed.
Article 3. RIGHTS OF ACTIVE MEMBERS
3.1 Have a voice and vote on the decisions made by the Assembly of Affiliates.
3.2 To elect and be elected for the Executive Committee
3.3 To provide/give/offer suggestions to the Executive Committee to take advantage of and extend the Corporation services.
3.4 To petition to the Executive Committee any changes and other concerns and ideas that are related with the Corporation operations.
Article 4. RESPONSIBILITIES OF ACTIVE MEMBERS
4.1 Abide by the bylaws and requests of the Corporation.
4.2 Attend the Assembly of Affiliates meetings.
4.3 To comply with the committee’s job assignments given by the Executive Committee.
4.4 To attend the Executive Committee meetings when requested.
4.5 To inform the secretary of any address or telephone number changes.
4.6 To pay all dues to the Corporation on time in order to be able to nominate, elect and be elected to the Executive Committee.
Article 5. SUSPENSION, LOSS OF RIGHTS, AND EXPULSION OF MEMBERS
5.1 A member who behaves inappropriately towards another COLOMBO-AMERICANS IN ACTION, INC. member will receive a written warning. If the incident reoccurs, the membership’s rights will be suspended until the Executive Committee makes a final decision, which will be given in writing. It is the duty of the Executive Committee to make a final decision regarding the incident.
5.2 Three members of the Corporation, acting together, can present charges against any member. These charges should be documented in writing and all interested parties should sign the document. The Executive Committee shall conduct an investigation and shall take the necessary measures.
5.3 Any member who violates the Corporation bylaws, interest or any law and will be condemned by any Superior, Federal, State or Local Court will be suspended or expelled according to the Executive Committee final recommendation.
CHAPTER III - GOVERNMENT OF COLOMBO-AMERICANS IN ACTION, INC.
Article 1 Colombo-Americans in Action, Inc. Will have the following governing structure:
a) Assembly of Affiliates
b) Executive Committee
1.1. The administration and control of COLOMBO-AMERICANS IN ACTION, INC., Inc. is the responsibility of the Executive Committee.
1.2. The Assembly of Affiliates will consist of the Executive Committee and the Active, Friends and Honorary members of the Corporation.
Article 2.
2.1 COLOMBO-AMERICANS IN ACTION, INC., will have an annual Assembly of Affiliates to relay information and approve programs.
2.1.1. The Assembly of Affiliates will take place any place, any time with a prior notice of 20 calendar days to the date of the meeting. This notice shall have an agenda, place, date and time for the meeting.
PARAGRAPH: Every year at the Assembly of Affiliates the Executive Committee will be elected with a right for reelection.
2.1.2. All of the Active members who are present will speak and vote. Those who can’t attend the Assembly of Affiliates can delegate their vote in writing by means of another member. (Every Active member has a right to his or her personal vote and to only represent one absent member with his/her vote.)
Article 3. It is the duty of the Assembly of Affiliates to:
3.1 Elect an Executive Committee of three active members, using secret ballots, for an office period of 1 year.
3.2 Elect a Legal Advisor and his/her assistant to oversee the activities of the Executive Committee and report to the Assembly of Affiliates
3.3 Decide on the dissolution of the Corporation.
3.4 Fill out any vacant seat, in the event of a missing member of the Executive Committee.
3.5 Advise the Executive Committee of any ideas regarding better administration or running of the institution.
3.6 The decisions or resolutions of the Assembly of Affiliates of Affiliates and the dissolution of COLOMBO-AMERICANS IN ACTION, INC., Inc. must be accepted by a majority of the votes. (50%+1 of the Active members)
3.7 The Quorum of the Assembly of Affiliates of Affiliates will be constituted by half of the Active members plus one more member. For such effect, the Executive Committee will send notice of a meeting to all Active members. If one hour has passed without a complete quorum, the Assembly of Affiliates of Affiliates will proceed with those who are present.
CHAPTER IV - THE EXECUTIVE COMMITTEE
Article 1.
1.1 COLOMBO-AMERICANS IN ACTION, INC. will be administered and directed by the Executive Committee formed by the following positions: Executive Director, Secretary and Treasurer and a Legal Advisor. All of the above members will have voice and vote except the Legal Advisor who can voice his (her) opinion but can’t vote.
1.2 The election of the Executive Committee of COLOMBO-AMERICANS IN ACTION, INC., Inc. will occur at the Assembly of Affiliates by means of a secret ballot and according to the Bylaws that apply to the Assembly of Affiliates
1.3 Each member of the Executive Committee will serve for 1 year or until a successor is elected and sworn in.
Article 2.
2.1 The new Executive Committee determines the procedure for the swearing in and the implementation as members of the Executive Committee.
2.2 The members of the Executive Committee will begin to officially work as elected within 30 days of the election.
CHAPTER V - DUTIES AND POWERS OF THE EXECUTIVE COMMITTEE
Article 1.
1.1 The Executive Committee of COLOMBO-AMERICANS IN ACTION, INC., Inc. declares that it will obey the duties, responsibilities, ethical norms and procedures established by this document.
1.2 No member of the Executive Committee as such will receive monetary compensation or any other form of compensation for the services to the Institution.
1.3 There can not be two members of the Executive Committee during the same period that are third degree blood relatives or second degree blood related by marriage, unless approval of the EXECUTIVE COMMITTEE.
Article 2. The obligation and powers conferred to the Executive Committee:
2.1 Have meetings every month to deal with matters related to the operation of the Corporation. The meeting will occur in the County of Los Angeles and notice will be given to the members one week before the meeting in writing or by telephone.
2.2 Summon an extraordinary Assembly of Affiliates or meeting if it is necessary.
2.3 Under special circumstances the EXECUTIVE COMMITTEE by the approval by majority has the right to postpone the citation of the annual Assembly of Affiliates.
2.3.1 Such holding cannot be kept for more than one year after the mandatory calling.
2.3.2 The reason(s) why the decision was taken must to be consigned in the EXECUTIVE COMMITTEE minutes and no releases should be given of such decision unless 50% +1 of the members of the board give their approval to the release.
2.4 Interpret the Bylaws and Regulations of the institution.
2.5 Set forth the internal rules of the Board.
2.6 Approve the working plan and budget of the Corporation.
2.7 Evaluate, approve and authorize the funds necessary to execute the activities recommended by the Committees.
2.8 Evaluate, approve and authorize, by majority vote, the contracts, purchase or sale of furniture or other belongings or assets, and the acquisition of services when they are considered necessary for the benefit of the Corporation.
2.9 Approve and conclude the monthly bills that the treasurer will present.
2.10 Set forth the manner in which the institution will proceed, as well as the manner in which the Bylaws will be followed.
2.11 Create the volunteer jobs that are necessary, set forth their duties and name those who will do this.
2.12 Approve committees and their directors, the Executive Committee may name such directors. The committees will be under the direction of the Executive Committee and as a consequence, their actions and programs require the Board’s approval.
2.13 Approve the agendas set forth at the meetings of the Executive Committee and the agendas for the Assembly of Affiliates meetings.
2.14 Name a director on a temporary basis where there is a vacancy, such as where there is the resignation of a member of the Executive Committee.
2.15 Give proper attention to the requests presented by the directors or officers.
2.16 Modify or make changes to the Bylaws by a majority vote of the Executive Committee.
2.17 Distribute any moneys every year (Fiscal year) in a manner that is consistent with Section 4942 of the Internal Revenue Code and Section 4941(d), 4943(c), 4944, 4945(d).
2.18 To elect or dismiss officers from the Corporation.
2.19 Designate an accountant to maintain the Corporation’s accounting books according to the General Accepted Accounting Principals, as set forth in the G.A.A.P.
2.20 According to what has been established in Chapter III, Article 4 (4.5), proposes to the Assembly of Affiliates necessary Affiliation fees.
2.21 Present to the Secretary of State of California, 90 days after presenting the Articles of incorporation and on a yearly basis, a form with the following information:
a.) Names and addresses of the Executive Director, Secretary, and Treasurer.
b.) Official address of the Corporation
PARAGRAPH: Three consecutive unexcused absences by a member to the Executive Committee meeting will be considered as a resignation to the position and the Executive Committee will proceed to nominate a replacement on a temporary basis until the Assembly of Affiliates elects the person permanently.
Article 3. PERIOD OF SERVICE OF THE EXECUTIVE COMMITTEE
3.1 The period of service of the Executive Committee will be 1 year as of the date of beginning to serve in that post.
3.2 In the event of having to postpone the elections and or the beginning of service by the new Executive Committee, the present Executive Committee will remain in office until the positions are filled or there is a new election.
3.3 It is optional for the new Executive Committee to request the services or advice of the prior Executive Director or other members of the previous Board.
3.4 It is understood that all members of the Executive Committee that are named after the date required in these Bylaw, will serve the rest of the period.
Article 4. QUORUM OF THE EXECUTIVE COMMITTEE
4.1 The quorum is made up of two directors.
4.2 In case of an emergency, a director may attend the meeting by phone.
4.3 In extraordinary or special cases, the Executive Committee can make decisions without a meeting of Directors as long as there is written documentation.
Article 5. POWERS AND DUTIES OF THE EXECUTIVE DIRECTOR
5.1 Preside and coordinate the meetings of the Assembly of Affiliates, the Executive Committee and the social events.
5.2 Call to order extraordinary meetings of the Executive Committee when he/she deems it necessary or pursuant to the recommendation of the Executive Committee.
5.3 Authorize with his/her signature that the Treasurer pays the bills that exist .
5.4 Sign checks of the Corporation jointly with the Treasurer or the Secretary in the absence of the Treasurer.
5.5 Represent the institution in judicial or non-judicial actions.
5.6 Provide a detailed summary to the Assembly of Affiliates of the Corporation’s status and progress during his/her administrative period.
5.7 Make sure the Bylaws and the decisions approved by the Executive Committee are followed.
5.8 Name, along with the Executive Committee, the necessary committees and their directors.
5.9 Develop each meeting’s agenda, together with the secretary.
5.10 Negotiate and obtain the necessary licenses and permits required for events to be held.
5.11 All other duties required by the Assembly of Affiliates or the Bylaws of the Corporation.
Article 6. DUTIES OF THE SECRETARY
6.1 Be present at the meeting of the Assembly of Affiliates and the Executive Committee and keep records or a report of the acts taken at those meetings.
6.2 Sign with the Executive Director the report of any action approved by the Board.
6.3 Review and sign any correspondence and documents that are created.
6.4 Submit to the Executive Committee and provide at the monthly meetings a report of the correspondence sent and received, regarding any new or pending matters.
6.5 Read to the Board any written materials regarding proposals, notes and other documents that are presented to the Executive Committee.
6.6 Provide copies of the acts, and reports that are being considered by the Executive Committee, as well as the Bylaws and any other information to those who request it.
6.7 Create, maintain and guard a historic archive regarding the foundation, establishment and activities of COLOMBO-AMERICANS IN ACTION, INC.
6.8 Create and have custody of a historic archive regarding the duties and activities of COLOMBO-AMERICANS IN ACTION, INC.
6.9 To keep an update database of all the members from COLOMBO-AMERICANS IN ACTION, INC. The database should include full name addresses, phone and fax numbers, email address membership and cancellation of membership date.
6.10 Maintain in writing the address of the central office of the Corporation and inform to the State entities, banks, members etc.
6.11 All other duties that are designated by the Bylaws, Assembly of Affiliates or Executive Committee.
6.12 Replace the Executive Director in his (her) absences.
Article 7. DUTIES OF THE TREASURER
7.1 Review and control or oversee the financial operations and sign the monthly balance.
7.2 Control and oversee and assure that the funds are used for the purpose set forth by the Executive Committee.
7.3 Make sure that donations are deposited, keep clear track of them in a special account set up in the chart of accounts and that they are only used for the purpose for which they were given.
7.4 Control and oversee the assets of the Institution including those that are received as non-transferable title and that they are securely kept.
7.5 Maintain the Executive Committee advised of any irregularities related to the finances of the Institution.
7.6 To close the account at the end of the fiscal year.
7.7 Check that the activities undertaken by the Corporation and its acts related to its finances are in accordance with the Bylaws.
7.8 Request an extraordinary Assembly of Affiliates or a Board meeting when in his/her judgment it is necessary.
7.9 Take the cash incomes of the Corporation and deposit them in a bank account of COLOMBO-AMERICANS IN ACTION, INC. in the city of Los Angeles.
7.10 Prepare and maintain an inventory of the assets of the Institution.
7.11 Sign checks of more than $1000 jointly with the Executive Director, in the name of the Institution.
7.12 Prepare and present a financial report to the Assembly of Affiliates.
7.13 Prepare annually the declaration of assets and debts according to the federal and state law.
7.14 Be a member of the finance committee.
7.15 All other duties that are designated by the Bylaws, Assembly of Affiliates or Executive Committee.
Article 8. DUTIES OF THE LEGAL ADVISOR
8.1 To represent the interest of all members before the Board of Director.
8.2 To revise and supervise the Fiscal year operation of the budget and sign the monthly financial statement.
8.3 Supervise, review and ensure that the Corporation’s funds are being invested as previously determined by the Executive Committee.
8.4 Ensure that all donations are kept in a special account and are used only for the purposes that motivated their donation.
8.5 Supervise and keep in a safe place all the goods of the institution as well as those non-perishable goods that are received.
8.6 To provide a report at the Executive Committee meeting regarding all the activities held by the Executive Committee.
8.7 Inform the Executive Committee and the Assembly of Affiliates all or any irregularities.
8.8 Provide a final financial report for the Fiscal year.
8.9 Maintain informed of all committees’ activities.
8.10 To ensure that the By-Laws and regulations of the Institution are being followed as stated.
8.11 To request an Extraordinary Assembly of Affiliates meeting when deemed necessary.
8.12 All other duties required by the Assembly of Affiliates or the By-Laws of the Corporation.
PARAGRAPH: The person in charge of the Legal Advisor responsibilities has the right to voice his/her opinion but cannot vote at the Executive Committee meeting.
Article 9. All directors and officers that assist the Corporation must act in a manner that is consistent with the designation of a nonprofit Corporation as set forth in California Corporations Code Section 5510-6910 and IRS Code Section 501 et seq.
Paragraph: Part of this bylaws is the Ethic Code which summarize the way the Corporation expect the director and officers behavior consistently.
Article 10. SUSPENSION, LOSS OF RIGHTS AND EXPULSION OF THE DIRECTORS OR MEMBERS
10.1 A member of the Executive Committee or officer can be expelled for three main reasons: (1) disrespectful conduct toward another member; (2) disloyalty; (3) regular absences. With verification of any of the prior reasons, the person will receive a warning in writing. If the situation occurs again, the member will be suspended from any rights or duties with COLOMBO-AMERICANS IN ACTION, INC., until the Executive Committee reaches resolution and the person is notified by mail. The member of the Executive Committee cannot meet with COLOMBO-AMERICANS IN ACTION, INC. until the Executive Committee reviews the charges. It will be the duty of the Executive Committee to terminate the member at the end of this process.
10.2 Three members of the Executive Committee acting together can present charges against a member of the Board. These charges will be presented in writing and signed by the interested parties. The Board will then perform an investigation needed under the circumstances
10.3 Any member of the Executive Committee or officers of COLOMBO-AMERICANS IN ACTION, INC., Inc. that is dedicated to any activity that opposes principles and interests of the Institution, the state or federal statutes, the laws of this country, or the lows of Colombian will be terminated according to the final recommendation of the Board.
CHAPTER VI - VACANT POSITIONS
Article 1. If for any reason a post is vacant in the Executive Committee or officers they can be filled according to the hierarchic order established in this document.
Article 2. In unforeseeable circumstances, the Legal Advisor’s assistant will replace the Legal Advisor; the Legal Advisor assistant will only act in the position when assigned by the Assembly of Affiliates and for the remaining period of time of the position.
CHAPTER VII - EXTERNAL LEGAL ADVISOR
Article 1. COLOMBO-AMERICANS IN ACTION, INC., Inc. will request the services of an external legal advisor in situations where it is necessary.
Article 2. DUTIES OF THE LEGAL ADVISOR
2.1 Give legal advice regarding any activity related to the Institution.
2.2 Give legal advice concerning any activities of COLOMBO-AMERICANS IN ACTION, INC., its Executive Committee and any government entities.
2.3 Oversee the EXECUTIVE COMMITTEE activities and report to the Assembly of Affiliates.
CHAPTER VIII - SERVICES PROVIDED TO COLOMBO-AMERICANS IN ACTION, INC.
Article 1. COLOMBO-AMERICANS IN ACTION, INC., can obtain the services needed for its functioning from an outside specialist. These services need to be approved by the majority vote of the Executive Committee and need to be established by a contract.
CHAPTER IX - THE COMMITTEES
Article 1. The Executive Director or the Executive Committee will nominate the Committees and their directors and may also recommend the dismissal of any of them and appoint someone else to the EXECUTIVE COMMITTEE to get their approval
Paragraph: the structure of the Committees should reflect the vision and mission of the Corporation and they will be the backbone of the organization.
Article 2. Each Committee will have a Director which that must be a member of the EXECUTIVE COMMITTEE and will be abiding by the following duties.
2.1. The Director of the Committee will recommend the number of members to work for his committee and nominate the members to fill out the positions for the approval of the EXECUTIVE COMMITTEE. He (she) has the right to establish subcommittees.
2.2. The Director of the Committee must report about the activities of the committee on his (her) charge in every EXECUTIVE COMMITTEE meeting. The EXECUTIVE COMMITTEE has the right to make changes and recommendations.
2.3. The Director of the Committee must elaborate a plan of action and an incomes and expenses budget at the beginning of each fiscal year to be approved by the EXECUTIVE COMMITTEE.
CHAPTER X - RESOURCES OR ASSETS
Article 1. The assets and resources of COLOMBO-AMERICANS IN ACTION, INC., will consist of the following:
1.1 Donations from any sources received from persons or entities, public or private, national or foreign.
1.2 Those funds obtained from any activities carried on by the Institution.
1.3 Any assets that are acquired.
1.4 The List of all members of the Executive Committee past and present that have participated in the activities of the Institution. This information will not be distributed without the consent and written approval of the Executive Committee of COLOMBO-AMERICANS IN ACTION, INC. and the individual office. This is also true for the list of the members.
Article 2. The rights of the author of any publication, literary or artistic work created for or contracted by COLOMBO-AMERICANS IN ACTION, INC., will be part of its assets. These assets will not be used without the prior approval of the Executive Committee.
Article 3. The Executive Committee will be responsible for the administration of the funds and assets of COLOMBO-AMERICANS IN ACTION, INC.
Article 4. No member of the Executive Committee of COLOMBO-AMERICANS IN ACTION, INC., will have the right to claim moneys, donations, shares, payments, and gifts to the Institution. They will not have the right to claim profits, benefits, shares or dividends from the general assets of the Institution.
Article 5. The treasurer of COLOMBO-AMERICANS IN ACTION, INC., has the responsibility to prepare and maintain an inventory of the assets of the institution.
CHAPTER XI - REGARDING THE BYLAWS AND ARTICLES OF INCORPORATION
Article 1. To make amendments to the Bylaws and Articles of Incorporation of COLOMBO-AMERICANS IN ACTION, INC., it is required that there be a majority vote of the Executive Committee.
Article 2. Any amendments to the Bylaws or Articles of the Incorporation shall be submitted to the consideration of the Executive Committee of COLOMBO-AMERICANS IN ACTION, INC., advising them in writing of the reasons for the amendment. The Executive Committee will decide if the amendments are appropriate.
Article 3. Any member can present amendments to the Bylaws.
Article 4. Any amendment to the Articles of Incorporation that is approved by the Assembly of Affiliates will be registered with the California Corporation Commission.
CHAPTER XII - DISSOLUTION OF COLOMBO-AMERICAN IN ACTION, INC.
Article 1. The Executive Committee of the Corporation will present to the Assembly of Affiliates the request for dissolution of the Corporation.
Article 2. For the dissolution of the Corporation the Assembly of Affiliates must agree with the quorum established by these Bylaws.
Article 3. The dissolution can occur solely with a declaration in the Assembly of Affiliates and by following the procedure required in these cases and by the Articles of Incorporation. The directors will be named in a special committee to perform the necessary administrative tasks for the dissolution.
Article 4. Once the Corporation orders the dissolution, the Executive Committee will order the Treasurer to present an inventory and balance sheet of the assets and moneys of the Corporation, and the Board should approve these documents.
Article 5. COLOMBO-AMERICANS IN ACTION, INC. will sell all its properties and order payment of all debts and obligations that are pending and follow the rules of Corporation Code section 5100 et seq. and IRC 501.
Article 6. The funds that come from the dissolution of COLOMBO-AMERICANS IN ACTION, INC. will be accounted for by the Treasurer and approved by the Treasurer and Committee named previously by the Assembly of Affiliates.
Article 7. If after paying all debts and in accordance of the Articles and previously mentioned requirements, there are excess funds, these must be designated as a donation by COLOMBO-AMERICANS IN ACTION, INC. to another nonprofit or charitable entity. The Executive Committee will make sure that these funds are received by said entity.
Article 8. The liquidation of COLOMBO-AMERICANS IN ACTION, INC. will correspond only to the last Executive Committee, to terminate all operations of the entity and proceed to complete the final act, which will be signed by all of the members of the Executive Committee and the Dissolution Committee.
CHAPTER XIII -SIGNERS & AUTHORS OF THE BYLAWS
The following directors and officers of the Corporation sign and acknowledge these Bylaws and acknowledge they are the persons who have executed these Bylaws of COLOMBO-AMERICANS IN ACTION, INC., Inc. and declare that this instrument is the act and deed of the undersigned and approved by the undersigned.
Date:
______________________________
Dario Monsalve,
Date:
__________________________________________
Leonardo Mesa
Date:
______________________________
Joaquin Lopez
Date:
COLOMBO-AMERICANS IN ACTION, INC.
Address Mailing Address
1237 S Atlantic Blvd. P.O. Box 6852
Los Angeles, CA 90022 San Pedro, CA 90734
Phone (310) 930-3278 E-mail :
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