Ratified on July 17, 2020 by the Secretary, By-Laws & Amendments Coordinator, and Chairman. A copy of the signed document is available upon request.
Article I. MEMBERSHIP
- Any person, eighteen (18) years of age or above, and citizen or legal resident of the United States of America and residing in Virginia, Maryland or Washington, D.C., irrespective of caste, creed, color, race, sex, or national origin, who subscribes to the objectives of SFV and participates regularly in its activities and devotes time to SFV, may apply for membership. Membership will be denied to an individual with a criminal record, or for activities against the SFV objectives/interests.
- A membership application, in a form approved by the Board of Trustees, duly completed and signed, shall be submitted in person to the Board of Trustees for approval. If application is not approved, the Board shall state its reason(s) for denial thereof. An unsuccessful applicant may appeal the denial of his or her application for membership to the General Body during its next annual meeting. An unsuccessful applicant, unless barred by the General Body, may reapply for membership after one year.
- The membership fee per person shall be as follows, unless otherwise determined by a majority of the voting members from time to time:
Full-time Student $11 annually General Member $31 initially and annually thereafter Life Member $1,100 lump sum Contributing Trustee $1,100 initially
$551 annually thereafter
Patron $2,500 lump sum
- Donation for the Gurdwara Sahib shall not be automatically contributed toward membership unless specifically requested.
- In order to retain membership, all membership dues must be paid in person or by mail postmarked by December 31 of each year. All new membership dues must be paid at least ninety (90) days prior to any General Body meeting to have voting privileges.
- All members not attending three (3) consecutive annual General Body meetings shall be deemed inactive, and shall not be counted toward quorum.
- SFV employees/consultants or their dependants/blood relatives are not eligible for membership.
- Membership may be revoked by a two-thirds vote of the Board of Trustees for any of the following:
- failure to follow the Constitution and By-Laws of SFV
- activities against SFV objectives/interests
- a criminal offence conviction
Article II. GENERAL BODY (GENERAL MEMBERSHIP)
- The General Body shall be comprised of the members who meet the requirements of Article I of the By-Laws. The General Body is the ultimate power of all the functional bodies of SFV.
- The annual General Body meeting shall be held before Baisakhi, in the month of March, and the annual election of three elected and any required contributing trustees shall be conducted at this meeting. The new Office-Bearers assume charge on the first Sunday after Baisakhi.
- A report on the activities of SFV, including its financial activity shall be presented at the annual General Body meeting. All records and registers shall be brought current two weeks before this meeting.
- The Secretary of the Board of Trustees shall give at least two weeks' notice to the voting members, advising the date, time, place, and agenda of any meeting (annual or special) of the General Body. Meetings of the General Body shall be held at a location determined by the Board of Trustees.
- Special meeting(s) of the General Body may be convened by the Board of Trustees or upon a written request to the Board of Trustees by at least one-third of the General Body membership, specifying the issue(s) to be discussed.
- Meetings of the General Body shall be presided over by the Chairperson of the Board of Trustees or an appointed representative from the Board.
- At least seven days' written notice shall be required for any proposal(s) to be included as an additional item(s) on the agenda of the annual General Body meeting. Except for the provision in paragraph 10 below, the Board of Trustees shall determine the agenda for all meetings of the General Body.
- A minimum of one-third of the voting members are required to constitute a quorum for any General Body meeting. For decisions of the General Body, voting by proxy shall not be permitted.
- Notice of any General Body meeting shall be mailed first class to the voting member at the member's last address of record with SFV.
- Any item may be added to the agenda at the time of the annual General Body meeting by a simple majority vote of the members in attendance.
- The General Body membership strength shall be limited to three hundred and one (301) persons. No new member shall be added when the 301 membership number is achieved.
Article III. BOARD OF TRUSTEES
- The Board of Trustees shall consist of thirteen (13) members, of which ten (10) shall be contributing trustees, and three (3) shall be elected trustees. These numbers may be changed by amendment of the By-Laws.
- A voting member shall apply for the position of a contributing trustee on a prescribed form. The Board of Trustees shall then review the said application and accept or reject the application by a simple majority present and voting. All applications for contributing trustees, accepted or rejected by the BOT, shall be presented to the General Body, along with the Board of Trustees' voted recommendation, for final decision.
- A contributing trustee shall be elected by a simple majority of the members present and voting at the General Body meeting.
- The term of a contributing trustee shall be for six (6) years. Two contributing trustees having completed full terms shall retire annually on a seniority basis, with seniority being determined by the date of application. In case more than two contributing trustees complete full terms at the same time, it is understood that this may result in a trustee serving more than six years.
- If a contributing trustee fails to pay the annual dues by December 31, he or she shall be considered disqualified as per Article III.14(c) below.
- If a contributing trustee resigns before serving full term, or is disqualified per Article III.5 above, the vacancy so created shall be construed as if the person has retired for the purposes of Article III.4 above.
- Any contributing trustee retiring, resigning, or considered disqualified during a particular year as per Article III.5 above, shall not be eligible to apply for a trustee position, contributing or elected, for two years.
- If a contributing trustee ceases to be an active member of the Board of Trustees for any reason other than Article I.8, he or she shall retain life membership of SFV.
- An elected trustee shall be elected by a simple majority of the members present and voting at the General Body meeting for a period of one year.
- The term of a contributing trustee shall begin on First Sunday after Baisakhi.
- The Board of Trustees shall elect from among themselves the Office-Bearers, consisting of a Chairperson, a Secretary, a Treasurer, and a Public Relations Officer (PRO), for a term of one year.
- The Board of Trustees shall select a Management Committee consisting of seven (7) trustees: four ( 4) Office-Bearers and three (3) elected trustees. In case of an overlap between an Office-Bearer and an elected trustee, or a vacancy is created, Board shall select a replacement from the remaining trustees.
- The Board of Trustees shall manage all financial, employment, and policy matters of the SFV, and through its Management Committee shall carry out the day-to-day activities of the SFV, being clear that Management Committee members individually and collectively are accountable to the Board of Trustees for their actions. The Board of Trustees shall have the authority to engage or discharge any employee, consultant or independent contractor of SFV.
- . Requirements of a Trustee
- A member eligible to be a trustee shall have been an active participant in Gurdwara Sahib activities and a paid member for one year in good standing, and be willing and able to devote time for SFV.
- A trustee shall meet the requirements of Article I of the By-Laws and all other applicable requirements of Article III of the By-Laws.
- A trustee shall attend at least 50% of the regularly scheduled meetings, and shall not miss more than three consecutive meetings. If a trustee fails to fulfill this requirement or requirement 14.b above, he or she shall cease to remain on the Board.
- A member eligible to be an Office-Bearer of SFV shall not hold a similar office in a parallel religious organization.
- Meetings of the Board of Trustees
- The Board of Trustees shall meet within two weeks of the annual General Body meeting to elect the Office-Bearers.
- The Board of Trustees shall meet at least once every two months.
- At all meetings of the Board of Trustees, a majority of the trustees must be present to constitute a quorum.
- The Board of Trustees may invite any person to attend its meetings and offer suggestions. Such a person, however, shall not participate in the Board voting.
- The Board of Trustees may appoint, from time to time, special committees on behalf of SFV. The term and exact functions of the committee shall be clearly defined by the Board of Trustees.
- The Board of Trustees may appoint delegate(s) to any national or international organization. The role of such delegate(s) shall be clearly defined by the Board of Trustees.
- The delegate must be a member in good standing for one year.
- The delegate must be familiar with the constitution, by-laws, and workings of SFV.
- Duties of Office-Bearers
- shall preside over all meetings of the Board of Trustees and of the General Body, and shall be an ex-officio member of any other committee formed by the Board of Trustees;
- In the absence of Chairperson, he or she shall appoint one of the trustees to preside over the meetings;
- shall countersign minutes of all meetings;
- shall countersign all checks over one-thousand dollars ($1 ,000);
- shall sign jointly with the Secretary and Treasurer any agreements or contracts approved by the Board of Trustees on behalf of SFV;
- shall perform in general all duties incidental to the Office of Chairperson;
- shall appoint acting Chairperson or any other Office-Bearer with the approval of the Board of Trustees; and
- may excuse a trustee from attending Board of Trustees scheduled meeting for unforeseen or compelling circumstances.
- shall keep minutes of all meetings of the Board of Trustees and the General Body of SFV;
- shall send copies of minutes to all members ofthe Board ofTrustees;
- shall attend to giving and serving of all notices;
- shall prepare the agenda for the meetings of the Board of Trustees and the General Body;
- shall, when so required, affix the seal of SFV to all bonds, contract, and other obligations as authorized by the Board of Trustees;
- shall act as Master of Ceremonies at all religious functions;
- shall send notice of the Board of Trustees meetings to all the patrons; and
- shall, in general, perform all duties incidental to the office of Secretary.
- shall have custody of all funds and securities of SFV;
- shall, when necessary and proper, endorse on behalf of SFV checks, notes, and other obligations in such bank or banks or depository institutions as the Board of Trustees may designate from time to time;
- shall sign ail receipts and vouchers for payment made to SFV, whenever required by the Board of Trustees;
- shall keep detailed accounts of cash received and the expenditures in books provided for this purpose;
- shall render statement of accounts whenever called upon to do so by the Board of Trustees and will prepare the quarterly financial statement and display it on the notice board;
- shall have accounting books readily available for inspection by the members of the Board of Trustees after a reasonable notice and a mutually agreed time and place;
- shall keep account of assets and liabilities of SFV;
- shall sign, along with either the chairman or the Secretary, checks and drafts drawn on behalf of SFV, it being understood that any check over one-thousand dollars ($1 ,000) shall be countersigned by the Chairperson also; and
- shall, in general, perform all duties incidental to the office of the Treasurer.
- Public Relations Officer
Shall act as a spokesperson for SFV and shall carry out all promotional activities of . SFV as approved by the Board of Trustees.
- The Office-Bearer(s) shall be empowered to sanction expenditures up to one thousand dollars ($1 ,000) at one time for each item. Any expenditure over this limit shall be budgeted and authorized by the Board of Trustees.
- No individual, group, or an organization shall lead prayers, services or address congregation at SFV without the approval of the Board of Trustees.
Article IV. PATRON
1. A voting member who meets the requirements of Article I.3 shall qualify as a patron of the Sikh Foundation of Virginia.
2. A patron is a life member of SFV.
3. A patron shall have the privilege to attend all Board meetings but shall not participate in Board voting.
Article V. ELECTION
- An election committee appointed by the Board of Trustees shall be responsible for conducting elections during General Body meetings
- The election committee shall propose a slate of qualified members for elected trustee positions to the Board of Trustees.
- The General Body has the right to nominate from the floor any qualified member for only the elected trusteeship at the time of election.
- All elections shall be held by a secret ballot.
Article VI. VOTING
All business, whether it is by the Board of Trustees or the General Body, shall be adopted by a majority vote of members present and voting except as mentioned under Article 1.8 and Article X, and Article XI.2.
Article VII. AUDITS
The accounts of SFV shall be audited by two persons appointed by the Board of Trustees. The accounts of the SFV shall also be audited by an outsider auditor. The auditor's report shall be submitted to the Board of Trustees for review and then circulated to the General Body prior to the General Body meeting for final approval.
Article VIII. ASSETS AND LIABILITIES
Assets and liabilities of SFV shall be administered by the Board of Trustees. No member of the Board ofTrustees shall, however, be personally held responsible for any liability of SFV. SFV shall indemnify any Trustee or Office-Bearer who was or is a party or is threatened to be made a party to any threatened, pending or contemplated action, suit or proceeding, whether civil, criminal, administrative, arbitrative or investigative (including an action or suit by or in the right of SFV to procure a judgment in its favor) by reason of the fact that he/she is or was a Trustee or Office-Bearer against judgment, fines, amounts paid in settlement and expense (including attorney's fees) actually and reasonable incurred by him/her in connection with such action, suit or proceeding, if he/she acted in good faith and in the manner he reasonably believed to be in or not opposed to the best interests of SFV and with respect to any criminal proceeding, had no reasonable cause to believe his/her conduct was unlawful.
Any indemnity hereunder shall (unless authorized by a Court) be made by SFV only as authorized in the specific case upon a determination that the Trustee or Office-Bearer was not guilty of gross negligence or willful misconduct in the performance of his/her duty and, in case of a settlement, that such settlement was, or if still be made is, consistent with such indemnity and the best interests of SFV. Such determination shall be made (i) by the Board of Trustees by a majority vote of a quorum consisting of Trustees who are not parties to such action, suit or proceeding, or (ii) if such a quorum is not obtainable, or even if obtainable, a quorum of disinterested Trustees so directs, by independent legal counsel in a written opinion. If the determination is to be made by the Board of Trustees, it may rely, as to all questions, of law, on the advice of independent counsel.
Expenses incurred in defending an action, suit or proceeding may be paid by SFV in advance of the final disposition of such action, suit or proceedings as authorized by vote of the persons provided above, upon receipt of an undertaking by or on behalf of the Trustee or Office-Bearer to repay such amount unless it shall ultimately be determined that he/she is entitled to be indemnified by SFV as authorized by this Article.
The right of indemnification provided by this Article shall not be exclusive or any rights to which any Trustee or Office-Bearer may be entitled, including any rights under policies of insurance that may be purchased and maintained by SFV or others, even as to claims, issues or matters in relation to which SFV would not have the power to indemnify such Trustee or Office-Bearer under the provisions of this Article. SFV may purchase and maintain at its sole expense insurance against all liabilities or losses it may sustain in consequence of the indemnification provided for as the Board of Trustees may deem reasonable.
Article IX. ACTIVITIES AT THE PREMISES
- The Sikh Foundation of Virginia Gurdwara Sahib's main hall of worship and other designated areas shall be limited to the performance of Sikh religious activities.
- The Sikh tradition shall always be maintained in the conduct of any and all activities at the Gurdwara Sahib premises.
- Meetings and other cultural activities may take place in areas designated by the Board of Trustees away from the main hall of worship.
Article X. NO-CONFIDENCE MOTION
A no-confidence motion can be made against any Trustee of SFV with the written endorsement of at least one-third of the voting members. A General Body meeting shall be called within sixty (60) days after submission of such petition to discuss the no-confidence motion. Such a resolution shall require for its passage the approval of the two-thirds majority of the members of the General Body present and voting. In such an event, given the facts and circumstances, the Board may decide to fill the vacancy through election in accordance with Article III of the By-Laws.
Article XI. AMENDMENTS
- All proposed amendments to these By-Laws shall be submitted in writing to the Board of Trustees three (3) months before the General Body meeting at which the amendments are to be considered. The Board shall assemble the amendments and study the impact of various amendments.
- These By-Laws can be amended on the approval of both a two-thirds majority of the Board of Trustees and by a two-thirds majority of the General Body present and voting at a duly called meeting, after a written notice of two weeks, embodying such amendment(s), has been given to all members, stating the date, time, and place of the meeting.
- If an amendment is defeated, the same amendment or amendment with similar intent may be resubmitted after a period of one year.
Through amendments proposed by members over the years, the constitution and by-laws of the Sikh Foundation of Virginia have been amended to facilitate administrative improvements and streamline operations of the organization. This copy reflects up-to-date amendments to the SFV Constitution and By-Laws approved in various General Body meetings.
Date: July 17, 2020
Sarbjit Singh Kochhar
Amarjit Singh Riat
Surjit Singh Sidhu