Preamble: We, the residents of the National Capital Region of Canada that are interested in Nepalese language, culture and people, agree to establish an association to pursue the interest of the community. We establish these BY-LAWS of Nepalese Canadian Association of Ottawa to guide the governance of this association.
ARTICLE I: NAME
1. The name of the association shall be “Nepalese Canadian Association of Ottawa”, hereafter referred to as “NCAO”.
2. NCAO shall be registered with the appropriate Provincial and/or Federal authorities as a not-for-profit and charitable corporation.
ARTICLE II: OBJECTIVES
The general objectives of NCAO shall be:
1. To foster positive communication, mutual respect and cooperation among Nepalese, and individuals or organizations of similar objectives and interests.
2. To promote and facilitate awareness of Nepalese arts, culture, language, traditions and values.
3. To provide information and moral support to members and Nepalese newcomers.
4. To maintain and promote the interest, healthy living and welfare of the Nepali Community.
ARTICLE III: SCOPE AND LIMITATIONS
1. The scope of NCAO will be limited to social, cultural, health and wellness, educational and community-related matters.
2. NCAO shall be operational within the National Capital Region of Canada. In times of misfortune, tragedy and natural disasters it may, however, operate in other geographical locations.
3. NCAO shall refrain from directly associating with political parties and political organizations.
4. Without a prior approval of the Executive Board, NCAO’s members shall not solicit or organize any fund raising activities on behalf of NCAO.
5. Without a prior approval of the Executive Board, NCAO’s members shall not make any commitment on behalf of NCAO.
6. Without a prior approval of the Executive Board, a Board Member shall not spend NCAO’s fund for donations or charities to any individual, community or organizations within or outside Canada.
7. All general members and members of the Executive Board of NCAO are expected to fulfill their duties related to NCAO’s activities with the best of their knowledge and abilities.
ARTICLE IV: MEMBERSHIP, PRIVILEGES AND RENEWAL
1. Anybody who is 18 years of age or older, and has an interest in Nepal and Nepali culture and agrees to abide by these BY-LAWS can become a member of NCAO.
2. There will be provision of three types of memberships in NCAO: (1) family, (2) individual and (3) student.
3. A family membership covers parents and children living in the same households. An individual membership refers to a single individual, and a student membership can be obtained by a person attending full time college/university.
4. A member “in good standing” may hold an office and may vote on any matters of NCAO’s business at any meeting and may represent NCAO.
Explanation: a member “in good standing” means a member who has renewed his/her membership and is of 18 years of age or older.
5. In case of family membership, all members in the family “in good standing” have the right to vote and to be elected for Executive Board.
6. A member shall not engage in activities that are against the objectives of NCAO.
7. Violation of these BY-LAWS may require disciplinary action as determined by a Special General Meeting formed for this purpose.
8. An application for membership must be submitted to NCAO with the annual membership fees.
9. The annual membership fees shall be determined and modified by the majority decision in the Annual General Meeting (AGM) of NCAO. A proposal for modifying the membership fees may be tabled by a Board Member or any member “in good standing”.
10. If a member joins NCAO after the first six months of the fiscal year, the member shall pay half of the annual membership fees for that year. This privilege is available only once.
11. In case of someone’s financial hardship, the membership fees may be waived partially or fully by the Executive Board. Any request for partial or full waiver must be made in writing to the Executive Board.
12. The membership must be renewed prior to the AGM. Those who are unable to attend AGM can renew their membership by sending a cheque payable to NCAO.
13. A member may resign by submitting a written resignation to the Executive Board. Such member may resume the membership at a later date.
ARTICLE V: EXECUTIVE BOARD
1. The Executive Board shall consist of Board Members not exceeding 15 people without any specific title of the position.
2. A member “in good standing” shall be a candidate for the Executive Board provided that he or she is nominated by one and seconded by one member “in good standing”.
3. The Board Members shall be elected by the majority of members “in good standing” present in the AGM through a closed ballot with a provision of proxy voting.
4. For a proxy to be valid, both the proxy provider and the holder must be members “in good standing”. A member “in good standing” can be a proxy holder for a maximum of two individual memberships or one family membership.
5. The terms of the Executive Board shall be for a period of two years with possible renewal. Provision will be made such that there will be election for half of the Board Members each year.
6. When forming the Executive Board, an effort will be made to broaden the representation of people from different backgrounds.
7. The Board Members shall serve without remuneration and no Board Member shall directly or indirectly receive any payment from their position of NCAO. However, Board Members may be reimbursed for the expenses incurred by them in the performance of their duties.
8. A Board Member may resign by giving a written notice to the Executive Board. The Executive Board shall notify the acceptance of the resignation to general members within a month.
9. At the AGM, the Executive Board shall present a report on the past year activities and performance. Similarly, financial and auditor’s report and membership status shall be presented at the AGM.
10. Prior to AGM, an Election Commission consisting of at least 3 members “in good standing” shall be formed by the Executive Board. All members of the Commission shall be notified of their roles and responsibilities in advance of the date of AGM.
ARTICLE VI: ROLES AND RESPONSIBILITIES OF EXECUTIVE BOARD
1. The Executive Board shall manage the affairs of NCAO on behalf of the members. The administration, general governance and implementation of the policies of NCAO shall be vested in the Executive Board.
2. All Board Members shall maintain the integrity and credibility of the NCAO.
3. The Board shall develop and implement general and specific policies and guidelines for smooth operation of NCAO. The Board may seek assistance of Working Committees for this purpose.
4. A Board Member shall perform specific duties as determined by the Executive Board under the following portfolios. The portfolios or duties may be reshuffled among Board Members on the basis of mutual understanding.
General Administration:
5. To coordinate and conduct the administrative work, including supervision of the day-to-day activities of the Executive Board.
6. To maintain a record of the official documents, including decisions made on behalf of NCAO.
7. To maintain a database of members who are willing to offer information on their areas of expertise and nature of work. Such database may be used to organise meetings for the benefits of newcomers.
Treasury-Registration:
8. To act as a financial advisor, and maintain custody of the funds by keeping complete and accurate accounts of all assets, liabilities, receipts, and disbursements of NCAO as authorized by the Executive Board.
9. To prepare annual budget and financial reports for presentation to Executive Board and/or membership of NCAO.
10. To maintain Membership Register and issue membership renewal notices such that at the day of AGM, an up-to-date membership records shall be presented.
Events:
11. To plan, organize and promote social and recreational activities of NCAO as authorized by the Executive Board.
Sports:
12. To organize sport events that are beneficial to members of all ages.
Culture:
13. To plan, organize and promote cultural programs of NCAO as authorized by the Executive Board.
14. To facilitate collaboration with other communities and cultural organizations in promoting and holding cultural events as authorized by the Executive Board.
Language and Education:
15. To plan, organize and promote Nepali language classes and other educational activities of NCAO as authorized by the Executive Board.
Youths and Children:
16. To plan, organize and promote the special programs and activities for youths and children as authorized by the Executive Board.
17. To aim for organizing an academic event that benefits mostly school, college and university students.
Communication:
18. To disseminate the news and information to members and other relevant individuals and organizations as per the guidelines established by the Executive Board.
19. To develop and maintain electronic communication resources, including a website containing information pertaining to NCAO.
Publication:
20. To coordinate the publication and distribution of official newsletter and other materials of NCAO as authorized by the Executive Board.
Public Relation:
21. To serve as a spokesperson and external liaison for NCAO as authorized by the Executive Board.
22. To establish communication and working relationship with outside organizations.
Volunteer Recruitment and Mobilization:
23. To promote volunteerism within and outside Nepalese community.
24. To recruit and mobilize volunteers for specific events.
25. To assist NCAO in nomination and recognition of individual and collective efforts of Nepalese volunteers within and outside the community.
ARTICLE VII: MEETINGS
Generally, NCAO shall hold Annual General Meetings, Special General Meetings and Executive Board Meetings:
1. Annual General Meeting: Every year, there will be one Annual General Meeting (AGM). The date, time and location of the AGM must be notified in advance to all NCAO members by electronic mail.
2. Special General Meeting: The Executive Board may call Special General Meetings at any time of the year in special circumstances. The Executive Board shall invite all members in such a meeting. The invitation shall state the special reason required for holding such meeting. No BY-LAWS can be amended or passed in such a meeting and every decision should be made within the framework of the existing BY-LAWS.
3. Executive Board Meeting: Meetings of the Executive Board shall be held on a regular basis as determined by the Executive Board. The date, time and location of the meeting must be notified in advance to all Board Members.
4. All Executive Board Members are expected to attend the Executive Board Meeting.
5. Agenda/Minutes: Each Board meeting shall be conducted as per the agenda prepared and circulated to the Board members prior to the meeting. Each Board meeting shall have a session for minutes review and evaluation of the actions taken in response to the prior meeting.
6. Majority Rule: Any matter put before a Board meeting except as specified in the BY-LAWS are carried out by majority voting.
7. Quorum: At least fifty percent of the Board Members must be present to fulfil the quorum for the Executive Board meeting.
ARTICLE VIII: FINANCE
1. The fiscal year of NCAO shall be from April 1 to March 31 of the next year.
2. The Executive Board shall have the authority to spend NCAO fund with due accountability as necessity arises in conducting NCAO’s business. But it shall not make any extraordinary expenditure without the approval of the majority of the Board members present in the meeting.
3. A cheque issued from NCAO’s account shall only be valid on a joint signature of the two Board Members authorized by the Executive Board.
4. The Executive Board shall select an Auditor in advance of the AGM with the responsibility of auditing the financial statements of NCAO.
5. The Auditor shall make such examination of the financial statement, receipt and vouchers for the fiscal year and submit report to the Executive Board.
6. NCAO’s financial statement along with the Auditor’s report shall be presented at the AGM.
ARTICLE IX: SECRETARIAT AND EXECUTION OF DOCUMENTS
1. The Executive Board will conduct the business of NCAO from home-based offices of the Board Members.
2. The person designated by the Executive Board shall sign the official letters and correspondences prepared on behalf of NCAO. A copy of such document must be retained systematically in NCAO files.
3. No Board Member may issue Referral Letters, Certificates, and Recommendations under NCAO’s seal to anyone without a prior approval of the Executive Board.
ARTICLE X: WORKING COMMITTEE
1. The Executive Board shall form Working Committee as and when necessary to conduct NCAO’s activities in an effective manner.
2. The members for a Working Committee may be appointed from the members of NCAO, including the Board Members.
3. The performance of the Working Committee will be reviewed by the Executive Board.
4. A Working Committee can be dissolved by the Executive Board on completion of the mission.
5. The Executive Board shall notify the formation of the Working Committees and outcomes to all general members.
ARTICLE XI: AMENDMENTS
1. Any proposals for changes to the BY-LAWS must be made in writing by a member “in good standing” and signed and supported by at least two members “in good standing”. Such proposals must be submitted to the Executive Board at least 10 working days prior to the AGM.
2. Such a proposal shall be presented for discussion and voting in the forthcoming AGM. Any proposal received after the AGM shall be held over for the next AGM.
3. Adoption of any proposals to change the BY-LAWS shall require an approval of the two-thirds majority of the members present in the AGM in a closed voting.
4. BY-LAWS amendment shall be circulated to all members and documented formally.
ARTICLE XII: NO CONFIDENCE MOTION
1. A motion of no confidence against any or all members of the Executive Board may be proposed by members “in good standing”. Such a motion shall be in writing and signed by at least 25 percent of total members “in good standing”. A motion for no confidence shall be reviewed at a Special General Meeting called for this purpose. The notice of the Special General Meeting must be sent to all members at least 30 days in advance with a provision of proxy voting.
2. To pass a no-confidence motion at least 67 percent of the vote casted at the Special General Meeting organized for this purpose shall be required.
ARTICLE XIII: DISSOLUTION
1. NCAO may be dissolved if there is an extended period of inactivity, and if there are other justifiable reasons. In order to dissolve the organization, a notice must be sent to all members “in good standing” at least 30 days in advance of the Special General Meeting with a provision of proxy voting. At least 67 percent of the voting in favor of dissolution must be required.
2. Upon dissolution of NCAO and after payment of all debts and liabilities, its remaining property shall be distributed or disposed of as determined by the majority voting of the Special General Meeting called for the purpose.
ARTICLE XIV: TITLES AND COMMENCEMENTS
1. These BY-LAWS shall be called “The BY-LAWS of Nepalese Canadian Association of Ottawa, 2002”.
2. The BY-LAWS shall come into effect on 30 March 2002.
3. The BY-LAWS were first amended in 16th of April 2011.
