Dues for the membership shall be determined by the Board of Directors from time to time with the approval of the General Assembly, payable within the first month after the start of the fiscal year, January 1st.
Membership in the organization by individuals shall be in one of the following general classes: Full Member in good standing and Honorary Member.
The definition of “ Full Member in good standing “ is a Full Member who is in full compliance with these By Laws while exercising the rights and duties of his or her membership including payments of dues if required to do so.
Full Member in good standing of the organization shall have the right to attend and participate meetings, to serve as delegate when designated, and to receive certain mailings of the organization.
Honorary Members shall consist of those who have made outstanding contributions to the organization, and the Turkish community here and abroad. Upon recommendation of the Board of Directors, an individual shall be designated as an Honorary Member of the organization by two-thirds affirmative vote of the General Assembly. The title shall be conferred for life and shall carry with it all privileges of the Full Member in good standing, except voting and paying dues.
Member whose dues are not paid for a period of three ( 3 ) months after due date, shall be notified of the delinquency and if they do not respond within one ( 1 ) month, their names will be placed on an inactive list and deprived of all voting privileges of the organization.
Membership shall be evidenced by card signed by member, President, and Secretary of the organization.
FORMATION OF THE ORGANIZATION
The President shall be a member ex officio of all committees, represent the organization, preside over all General Assembly meetings, perform such other duties as usually pertain to the office and carry out the adopted program and policies of the Board of Directors, The President shall appoint committee chairpersons.
The Vice-President shall act as on aid to the President and as President in the absence of or in case of the resignation of the President.
The Secretary shall handle all official correspondence, file all records, and communications, record all of the proceedings of the Board of Directors and receive all reports and recordings of committees and handle all business in general that comes before and is disposed of by the organization and shall have the custody of documents of this organization (except title of the properties; see BOARD OF TRUSTEES section “b”) and shall act as a member ex officio of all committees.
The Treasurer shall handle all funds of the organization, shall keep complete and accurate account of the receipts and disbursements, and report at Board meetings any time upon request of the Board of Directors. Funds of the organization deposited in a bank in the name of this organization will be checked upon by the Treasurer and the President and/or Vice-President They shall spend only as authorized and directed by the Board of Directors. The Treasurer shall be bonded and bond shall be paid by the organization. The Treasurer will attend the Board of Trustees meetings and provide liaison between the Board of Directors and Board of Trustees.
There shall be a board of seven (7) Directors elected by simple majority of the General Assembly casting votes. The Board of Directors shall have authority in making its policies in all matters within the limit of the Constitution. The Board of Directors shall elect from among themselves, within a week after their own election, a Chairmen and Vice Chairmen; determine the General policy and approve the fiscal budget and annual program for the organization as will be presented by the President, (fiscal budget and annual program will be reviewed and endorsed by the Board of Trustees before submitted to the Board of Directors.(see BOARD OF TRUSTEES, section “ c “) Within a month of every fiscal year, and present to entire membership at the General Assembly on third Sunday of January. At all times the Board of Directors is to recognize any suggestions made in writing from all members. The Board of Directors will be responsible for the audit of the organizations books. Consulting with Board of Trustees, Board of Directors will appoint an Auditing Committee, consisting of at least two (2) parties. ( see BOARD OF TRUSTEES, section “d” ) A quorum of four (4) director membership must be present before Board action on any matter can be taken.
There shall be a Board of Trustees composed of a maximum of fourteen (14) members. The Board of Trustees shall be nominated by the Board of Directors from among distinguished TACA members who have excelled in their profession, been recognized in their communities and by their peers for their resourcefulness, high achievements, high moral character, leadership, and wisdom. Trustees are close and esteemed friends of TACA and have the capacity to provide prestige and moral support to TACA with their extensive influence and resources. Trustees are also responsible for the well-being of the organization in case of a financial hardship of the organization, and will make every attempt to alleviate and resolve the hardship by raising funds and resources.
Trustees will be elected by the General Assembly for a term of six (6) years and may be reelected to only one more term while in the office. The Board of Trustees shall elect a chairperson from among themselves. The chairperson shall seek, screen, and nominate a trustee or trustees to fill the un expired term (s) promptly in the event of any vacancy. The Board of Directors must act to approve/disapprove the nominee(s) for seating by a simple majority vote.
In their elected term; Board of Trustee member shall not elected as a Board of Director.
Nominees of the Board of Trustees do not have to be present at the General Assembly meeting to be elected.
Trustees can use proxy ballots on Board of Trustee matters requiring a vote.
The duties and roles of the Board of Trustees are:
a) To provide the Board of Directors with expert opinion and support in major undertakings, policy making and legal issues;
b) To have the custody of the title of the property (ies) of the organization for safe keeping;
c) To review and assist on the fiscal budget and annual program proposal submitted by the President for endorsement;
d) To consult and make recommendations for the guidelines and procedures for auditing and accounting control.
e) To consult and make recommendations for establishing endowment fund (shall be a separate account and will be run by the Board of Trustees) for the organization with the purpose of improving the organizations finances.
f) Open a bank account to hold, manage and disburse funds from the sales proceeds of the existing TACA building, as well as any funds obtained from the fundraising campaign for the purchase of the new TACA Building under the supervision of the Board of Directors.
TACA Members may disapprove any Board of Trustees nominees with at least 2/3 majority of all of the existing TACA Membership.
Committees will be formed by the President to carry out the activities of the approved program. The President will designate a chairperson of every committee, and the chairperson will select three or more members for their committees. Committees will automatically be dissolved after the designated duty is performed or will last length of the Presidents elected term.
The appointed Auditing Committee shall have the right to audit the books of the organization and must report the financial status of the organization every six months. The auditors also will submit an auditing report of fiscal year to the Board of Directors.( and to the Board of Trustees for review ) which will then be presented to the General Assembly.
The President may appoint as many assistant to the Secretary as needed.
Inter-Organizational Affairs Liaison Committee:
This committee will consist of 1 Member from each of the organizations listed below:
a) Turkish – American Doctor’s Association of the Midwest (TADAM);
b) Association of Turkish – American Scientist, Engineers and Architects (ATASEA);
c) Turkish – American Association for Cultural Exchange (TAACE); and
d) Turkish – American Women Scholarship Fund (TAWSF).
TACA will assign 2 (two) representatives to the committee. Each organization will select and appoint its own respective representative to this committee.
The committees’ scope:
The committee will act as a liaison among all of the organizations mentioned above; and act as an advisor to the Board of Directors; and may participate at all of TACA’s Board Meetings. The appointed representatives will work to coordinate events and activities between their respective organization and TACA, but will not be obliged to work on TACA’s activities (unless they volunteer willingly). TACA’s representative in the other organizations will also not be obliged to actively take part in the other organization’s activities unless he or she are willing to do so voluntarily.
When one of the above mentioned organizations wishes to coordinate an event or activity with TACA, a new ad-hoc committee will be formed to accomplish that particular task. The majority of this ad-hoc committee’ members must be from the organization whose activity or event is being planned.
The General Assembly shall consist of all members in good standing and shall have the ultimate authority and responsibility of the organization and shall meet at least once a year. A simple majority of the membership shall constitute a quorum for annual and special meetings. In the absence of quorum a second meeting will be announced and twenty-five percent ( 25 % ) of the members in good standing will constitute a quorum, this will not be applicable to amendments to constitution and by-laws, and liquidation, dissolution of the organization, for this will require approval by at least ¾ of the simple majority quorum.
All resignations shall be made in writing and present to the Board of Directors, but no resignation shall cancel the dues of the member for that part of the fiscal year during which he has had the privileges of membership.
The President and/or Board can initiate the expulsion of any member. The Board of Directors can take action subject to General Assembly approval. However, the member in question is entitled to a hearing before the General Assembly, but without the right to representation by outside council. Before any action is taken, this member must receive a written notice of contemplated action.
Meetings of committees shall be called by the chairman of the committee and shall be held as often as needed.
Meetings of the Board of Directors shall be called by the Chairman. Request to call a Board of Directors meeting may be made by the President or three members of the Board of Directors.
Meeting of the Board of Trustees shall be called by the chairperson, or the President, or four members of the Board of Trustees.
General Assembly meetings shall be regular and special and shall he on a Sunday. Meeting of the General Assembly shall be called by the President, Board of Directors or ten members who present their request in writing to the Board of Directors.
Notification of the Agenda of the annual General Assembly meeting shall be mailed-emailed to all members two weeks prior to the meeting.
Every member of the General Assembly not only has the right to vote, but is duty bound to vote. Manner of vote shall be secret balloting.
Amendments to these Constitution and Bylaws may request by any ten (10) members in good standing by written submission to the Board of Directors. Board of Directors than except in whole or in part of the proposed amendments by approval of simple majority voting, or Board of Directors may take action to propose amendments to in whole or in part of these Constitution or Bylaws.
Any proposed amendment shall be mailed-emailed two week prior to all members in good standing before being considered; and will require by at least ¾ of the quorum vote, quorum considered as simple majority of all good standing members.
a) The Officers (President, Vice-President, Secretary and Treasurer) and the Board of Directors shall be nominated and elected by the members at a General Assembly meeting. The manner of voting will be by balloting.
b) Term of office for President, Vice President, Secretary and the Treasurer shall be for two (2) years. Officers shall be eligible to be re-elected to not more than two (2) consecutive terms for the same office.
c) Each Director shall serve for a term of two (2) years. Directors shall be eligible to be re- elected to not more than two (2) consecutive terms.
d) Elections shall be held at the first Sunday of the last month of the fiscal year (December)
e) Any member who wants to be elected as an Officer or as a Board of Director must be one (1) year member of this organization prior to the election.
f) Any person to be elected or to be appointed to the Board of Trustees or special committees must be a member of the organization.
g) The sequence of the election shall be held in this order: President, Vice President, Secretary, Treasurer, Board of Directors, and Board of Trustees (regular term or re-election or filling the un expired term(s). Balloting will be secret approved ballot sheets. Each and every Presidential nominee after excepting their nomination may select his or her running mate and may run as a single ticket or the President and the Vice President may be elected on separate tickets. Nomination and balloting for Secretary, Treasurer, Board of Directors and Board of Trustee(s) will be performed separately during the elections.
h) All nominees must be present in the General Assembly at the time of election, ( except Board of Trustee nominees, see BOARD OF TRUSTEES ) and must consent to nomination, ( Board of Trustee nominee(s) must sent a written consent to be elected, if not present in person ) in order to be eligible for the elected office.
i) The newly elected Officers and Directors and Trustees will take their offices on January 1st. which will also be the fiscal year of the Organization. On the third Sunday of February, at a General Assembly meeting, the old administration will present a past review and an auditors report, and the new administration will present their program for the forthcoming year.
All candidates interested for running for nomination must submit; in writing by email or conventional mail; their intention to run and a short biography to the Board of Trustees and the Board of Directors at least 14 days prior to the elections. The existing Board must post the names and biographies of these candidates on the official TACA website and send the entire email list the names and biographies of these individuals at least 7 days prior to the General Assembly. All nominees must be current dues paying TACA members. It is the responsibility of each candidate to ensure proper notification of his or her Board candidacy to the Board of Directors.
Any vacancy occurring by reason of resignation, death or disqualification of a member of the Board of Directors, Secretary, Treasurer or the Board of Trustees, shall be filled by any qualified member, elected by the Board of Directors. Any filled vacancies for the Board of Trustee (s) must be approved by the up coming General Assembly meeting.
Any Director who is absent three (3) times consecutively from a meeting will be considered resigned unless a valid reason is given in writing.
Any liquidation and dissolution of properties will be left to the General Assembly by at least ¾ votes of the quorum or ¾ votes of present members and ¾ votes of the Board of Directors and ¾ votes of the Board of Trustees. In the event of the liquidation, the dissolution of abandonment of this Alliance or any of its properties, the General Assembly, after payment of all outstanding obligations, shall distribute any assets remaining to other organizations organized and operated solely for the same purpose as this Alliance.
Terms of the Board of Trustees as follows:
a) Four (4) member will serve two (2) years and will re-elect or replace for full four(4) year term
b Second four (4) member will serve four (4) years and will re-elect or replace for the full term.
c) Five (5) members of the Trustees will serve full term and re-elect or replace for the second full term.
d) Least vote count received first four (4) members will serve two years and re-elect or replace.
e) Least vote count second four (4) member will serve four (4) years and re-elect or replaced.
f) Last five (5) members serve their full term and re-elect or replaced.
g) This sequence will be held in first four years, after four years regular elections/terms will be the sequence.
These terms and conditions will be in effect only after the first election and till end of first term.
This committee shall consist of at least three (3) Board of Trustees members, three (3)
Board of Directors members, and members of the community whose professions can
contribute to the sale of TACA’s existing building, and search for, purchase, and assist in raising funds for a new TACA building.
This task-force will dissolve at the conclusion of the sale of the existing TACA building, and the purchase of the new building with funds collected for this purpose; and after the transfer of title to the Board of Trustees for safe keeping.
