NIDO
(NOI ITALIANI D’OGGI)
ARTICLE 1 – Name
of the Organization
The name of this organization (corporation) shall be Noi Italiani
D’Oggi hereafter called NIDO.
ARTICLE 2 – Purpose
The Corporation exists as a Type B Not for Profit Corporation
under the laws of the State of New York
with the following purpose:
To promote the understanding of Italian
culture, its literature, arts, traditions, language, heritage and to dispel
ethnic myths. These objectives shall be accomplished by gift, bequest,
purchase, sale, social, educational, and other unidentified activities within
the resources of NIDO.
ARTICLE 3 – Fiscal
Administrative Year
The administrative fiscal year of NIDO shall begin July 1, and
end the following June 30.
ARTICLE 4 – Membership
Meetings
The NIDO general membership meeting shall be held on the first
Thursday of each month (except for the months of July-August) beginning at 7:30 PM at the designated meeting place as
determined by the Board of Directors. Members will be notified of any change of
date or place via newsletter or by the NIDO Secretary.
ARTICLE 5 – Membership
Membership to NIDO shall be available to all persons supporting
the NIDO Constitution and the purpose of the organization.
a) The Membership Chairperson is responsible to review and
approve all new membership applications. If approved the applicant will become
a member upon payment of the annual dues. The Membership Chairperson will have
the new member’s name included in our monthly newsletter.
b) Membership dues are fixed by the Executive Board and must be
approved by a majority vote of all members of good standing at the announced
date of the vote. Any change in the membership rate becomes effective September
1 of the following year.
ARTICLE 5 – Membership
(cont’d)
c) To be a member in good standing one must have paid the annual
dues by September 30. Membership dues for new members accepted after January 1,
shall be pro-rated. Only members in good standing shall have full voting
powers.
d) Membership is renewed each year with the payment of dues.
e) Types of membership:
1) Family:
member, spouse and dependent children (under 18 years of age)
2) Single: individual
adult person
3) Honorary:
may be conferred by the Executive Board with the concurrence of the
general membership upon an individual who has distinguished himself/herself by
some outstanding deed or contribution to NIDO. Such a person shall be entitled
to enjoy all of the benefits of an active member, and shall be exempt from
paying annual dues. Such a proposal shall be submitted by a sponsoring member
enumerating significant contributions to the organization.
It shall be a violation of these By-Laws for any member or
officer of NIDO to enter on behalf of the organization into any agreement
written or oral, without prior approval of the Executive Board or approval from
the general membership. Furthermore, NIDO will not be held responsible in any
way for a violation of this clause. This infraction by any member or officer
will result in immediate dismissal from NIDO.
f) A member who has violated the NIDO By-Laws or has conducted
himself or herself in a manner detrimental to the organization, can be
dismissed from the Organization by a vote of the Executive Board.
ARTICLE 6 – Officers
of NIDO and Executive Board
Except for the President there are no term limits.
The Executive Board will consist of the President, Vice
President, four (4) trustees, Secretary, Treasurer and the past President. Its
members are the only positions with voting rights. A quorum is required to
conduct official business.
President
It shall be the duty of the President to preside at all meetings
of NIDO; to appoint Chairpersons of standing committees, except for the
nominating committee; to create such other committees as he/she deems advisable
to fulfill the constitutional objectives of NIDO. The President is responsible
to see that an annual operational budget is prepared for the ensuing year;
obtain Executive Board approval for the budget and submit it to the membership
for approval at the September meeting.
The President must acquaint the various Standing Committee
Chairpersons of their specific duties and responsibilities; set the goals and
objective for the year and present them at the September meeting. The term of
the office of President shall be limited to two (2) consecutive years.
Vice President
The Vice President shall perform the duties of the President in
his/her absence and assist the President in the performance of his/her duties.
The Vice President has the additional responsibility of Program Director for
establishing the monthly programs of speakers etc. for the monthly membership
meetings. In this responsibility he/she has the authority to set up Committees
to complete this task.
Secretary
The Secretary shall keep accurate records of minutes; shall
record members attendance count; shall make a yearly report of the activities
of NIDO; shall sign documents approved by the Executive Board.
Treasurer
The Treasurer shall collect and disperse all funds of NIDO as
approved by the Executive Board; shall reconcile the monthly bank statements;
shall report the financial status of NIDO at each monthly meeting; shall assist
in the preparation of budgets; shall maintain a ledger of accounts; shall make
recommendations to the Board of Directors as to how to maintain a healthy
financial posture.
The Treasurer shall review the financial books with the Trustees
and a financial statement shall be prepared and read at the September meeting
by the outgoing Treasurer. Following the reading of the financial statement,
any member may request a copy of the report.
Any member of the Executive Board who has a financial
responsibility is to be placed under bond protection. Proposed expenditures
exceeding approved budgetary expenses must be approved by the Executive Board
and presented to the membership for approval.
Treasurer
(cont’d)
All outstanding bills with substantiating receipts/vouchers
incurred during the current financial year must be submitted to the treasurer
for payments no later than June 30 of that fiscal year if at all possible. All
financial records shall be turned over to the incoming administration by July
15. At year-end the Trustees will audit the financial books with the assistance
of an outside auditor.
Trustees
The Trustees shall ensure that the conduct of the activities of
NIDO are in conformity with the rules and regulations set forth in the
Constitution and By-Laws; shall advise on matters of primary importance and
arbitrate controversial matters; shall conduct financial review of the
Treasurer’s books and assure its accuracy. Each Trustee will head up a
committee or become a Chairperson for any activity at the President’s
discretion.
Immediate Past President
The immediate past President shall provide continuity between the
outgoing and incoming administrations and help the new administration with
advice and counsel.
ARTICLE 7 – Officer
Nominating and Voting
To fill the posts set forth in the Constitution, the following
guidelines are to be followed:
1. Each candidate
shall be a member in good standing for at least one year.
2. In the event of vacancy in the Office of
President, the Vice-President shall immediately be elevated to fill the Office
for the remainder of the unexpired term. Vacancies in the other offices shall
be filled for the unexpired term by the President, subject to approval by the
Executive Board.
3. Nominations and elections of officers shall
take place in the following way: The Executive Board shall elect the nominating
Committee Chairperson in late February or early March. The President shall not
appoint this committee or be a member of it. Members of the Nominating
Committee shall be allowed to become nominees for an office themselves. The
Chairperson shall appoint 2 (two) to 4
(four) additional members to the committee. The Nominating Committee shall meet
early enough to submit a slate of candidates for each office at the regular
April meeting. The slate of nominees with accompanying resumes will also appear
in the April Newsletter. This will also be so designed as to provide a “coupon”
type absentee ballot for those members who will not be able to attend the
regular May meeting for the voting of all officers. Members who plan to attend
the May meeting need not send in the absentee ballot.
The absentee ballot will contain spaces for the names of
candidates for the different offices plus write in spaces should the member
want to vote for someone else. The “coupons” type absentee ballot will contain
instructions as to the name and address of the person to whom the ballot is to
be sent. The absentee ballot must be postmarked a week (seven days) prior to
the date of the May meeting when the actual election will take place.
At the May meeting all members attending, who are in good
standing and that have not voted, will cast their secret ballot for all
officers. The Nominating Committees shall count the ballots the same evening
and the candidates with the most votes from members in good standing will be
declared the winner. Duly elected candidates will be installed at the regular
meeting in June and will hold office for the term of one year.
ARTICLE 8 – The
Executive Board
1.
The Board shall consist of all the elected
officers and the immediate past President.
2.
It shall have the power to direct the policies
and programs of NIDO and decisions on all business of the Corporation.
3.
The President of NIDO shall serve as the
President of the Executive Board and shall report to the general membership any
reports and recommendations of the Executive Board meetings.
ARTICLE 9 –
Meetings and Quorum
Regularly scheduled meetings of NIDO shall take place on the
first Thursday of each month except for the months July-August, as previously
set forth. A quorum consists of at least twenty-five percent of all the members
of the organization in good standing. Provided a quorum is present, all motions
and proposals are to be decided by a simple majority of the members in good
standing present and voting. If a quorum is not present, the issue will be
tabled till the next meeting for resolution.
The order of business shall follow this general format provided
the following items are covered:
1.
The President shall open the meeting.
2.
The Secretary will read the minutes of the
previous meeting and have it accepted.
3.
Treasurer’s report shall be read by the
Treasurer.
4.
Old Business
5.
New Business
6.
Evening Program
ARTICLE 10 – Standing
Committees
The following committees shall be activated each year to assist
the officers in carrying out business and objectives of NIDO. All standing Committee
Chairpersons are appointed by the President and the programs and activities
shall be subject to the Executive Board approval.
1.
Educational Committee: shall direct,
promote and administer Italian language programs in NIDO. Shall encourage and
support the need and desirability of introducing the Italian language in local
schools.
2.
Scholarship and Grants Committee: a
subcommittee shall recommend to the Executive Board the granting of monetary
awards to schools, or institutions that provide Italian language and/culture
studies that further the knowledge of Italian culture.
3.
Cultural Committee: shall organize,
supervise, execute and direct cultural activities for NIDO with the approval of
the Executive Board.
4.
Social Committee: shall be responsible
for recommending, organizing, and promoting the social activities of NIDO
subject to the approval of the Executive Board.
5.
Membership Committee: (see pages I-II for
membership require- ments); shall collect annual dues, and other funds received
and transfer them to the Treasurer who shall update the membership list
annually for distribution to all members who request it; shall issue membership
application forms to prospective members and submit these completed forms for
approval of the Executive Board.
6.
By-Laws Committee: shall periodically
review all proposed changes to the existing By-Laws and upon approval of the
majority of the Executive Board the recommended changes shall be presented to
the general membership for approval or rejection.
7.
Nominating Committee: shall perform its
duties as previously set forth.
8.
Newsletter Committee: shall create and
publish the monthly newsletter “La Voce di NIDO” to be sent to all members in
good standing as well as paid advertisers. The newsletter is to contain
articles in English and Italian on topics of current and historical interest in
Italian culture and civilization.
9.
Sunshine Committee: shall extend comfort
in the form of cards, special notices, flowers and visits to members who have
suffered sickness, death in the family or other hardship.
10. Opera
Committee: in keeping with NIDO’s
long involvement and history of encouraging the enjoyment of Italian music,
this standing committee is especially dedicated to the promotion and knowledge
of Italian opera and classical Italian music.
ARTICLE 11 –
Finance
All funds will be collected and disbursed by the Treasurer under
the direction of the President and the Executive Board. NIDO funds will be maintained in
checking/savings accounts at local banks. All disbursements will be made from
the checking account following bank signature procedure. Check signatures will
be required of any two of the following officers: President, Vice President,
Secretary and Treasurer.
ARTICLE 12 –
Parliamentary Procedure
The rules contained in the current edition of Robert’s Rules of
Order shall govern NIDO in all cases unless they are inconsistent with NIDO
By-Laws and special rules of order that NIDO may adopt.
ARTICLE 13 –
Dissolution
In the event of dissolution of NIDO the remaining assets of the
Corporation after having satisfied all obligations shall be distributed
according to the rules of the IRS in conformance with the “Not for Profit
Corporation” requirements.
ARTICLE 14 –
Amendments
Any proposed changes to the Constitution and By-Laws must be
submitted in writing to the By-Laws Committee Chairperson, who will present
them to the Executive Board for discussions and recommendations. The
proposed changes must be presented to the membership at least one meeting
before the scheduled vote. The proposal must pass by a simple majority of
the members present and voting, provided a quorum is present. (See Article VI
of the By-Laws for definition).
The time span between periodic review and/or revision of the
By-Laws shall not exceed two years.
