Minnesota Area Telangana Association is incorporated by many like-minded individuals from diverse professional backgrounds with the single-minded resolve to preserve and celebrate the Telangana identity and its distinct cultural flavor within the confines of a broader Telugu identity.
As we try to present and reinvigorate many aspects of Telangana for the next generation, the other imperative mission of MATA is to drive and facilitate grassroots development (healthcare, education and economy) of Telangana. Many Telanganites living in Minnesota are relatively privileged, with some of us having defied all odds to gain some success. As sons and daughters of the Telangana soil.
We sincerely feel that it should be our foremost moral obligation to provide a helping hand for our people who are deprived and desperate for positive change and opportunity to thrive.
The Name of the organization is The Minnesota Area Telangana Association. Hereinafter it shall be known as MATA.
The purposes of MATA are to:
The principal office of MATA, at which the general business of the organization will be transacted and where the records of the organization will be kept, shall be at such location in the metropolitan area of Minneapolis-St. Paul, State of Minnesota, as may be fixed from time to time by the Board of Directors of MATA.
Current postal address of MATA:
PO BOX 44083
Section 1. Types of Membership.
The Board shall have the authority to establish and define multiple categories of membership, if desired.
Section 2. Eligibility for Membership.
Application for non-voting membership shall be
Open to any person, aged eighteen (18) years of age and older, with an interest in Telangana cultural heritage that supports the mission and purpose of MATA. Non-voting membership shall be granted after completion and approval of a membership application as well as payment of annual dues/fees/ assessments.
Section 3. Annual Dues/Fees/ Assessments.
The Board of Directors shall determine the annual dues and all other fees and/or assessments owed by members, and these dues/fees/assessments may be changed from time to time. The Board of Directors shall publish the costs of the dues/fees/assessments on an annual basis to all members and prospective members. “Good standing” and continued voting membership is contingent upon being current on payment of dues/fees/assessments. Failure to pay dues/fees/assessments shall subject members to removal unless special arrangements are made with the Board.
Section 4. Rights of Members.
Non-voting members shall receive all member benefits and are welcome to attend MATA meetings but shall have no voting rights. Additional benefits of membership shall include:
A Recognition in MATA publications;
No member shall be responsible for any financial obligation of the MATA
Section 5. Membership Duration.
Once registered as a annual member of MATA, Membership shall continue (so long as he/she is in “good standing”) from January 1 of one of the year until December 31 of the same year, or as determined by resolution of the Board.
Life time membership is for lifetime of the members (so long as he/she is in “good standing”) or until MATA ceases to exist. Life time membership fee needs to be paid to become eligible for Lifetime membership in addition to all the eligibility rules of the annual member.
Membership in MATA shall not be assigned nor transferred in any manner.
Section 6 Resignation and Suspension, Expulsion, and Sanctions.
All rights, privileges, and benefits of membership shall cease for a member upon any of the following:
“Good cause shown” may include acts detrimental to the Board and its work on behalf of the organization and/or acts detrimental to the MATA and its mission. This could include violation of MATA’s Articles, Bylaws, Code of Conduct, Policies & procedures, other rules, state/federal laws, misappropriation of MATA assets, or actions/omissions in contravention to the mission and values of MATA.
The expulsion, suspension, or termination of a member does not relieve the member from obligations the member may have to MATA for dues/fees/assessments, or for charges for goods or services.
Section 7 Reinstatement of Membership.
Former members of MATA whose termination occurred, and who, during such absence, have maintained positive and active support of MATA’s purposes, shall be permitted to seek reinstated membership. The terminated member must submit an application to the Board of Directors. MATA may reinstate the terminated membership by approval of a majority of the Board of Directors.
Section 1. Number and Qualifications.
MATA’s Board of Directors shall be composed of not less than three (3) nor more than Seventeen (17) people, who are broadly representative of the community interests, possess applicable professional experience, or who have an expressed interest for the cultural, educational and charitable purposes of MATA. In order to qualify to be Director of MATA, a candidate must have served at least one (1) year as an extended board member.
Section 2. Governing Powers.
Pursuant to the Minnesota Nonprofit MATA Act, Chapter 317 A et seq. of the Minnesota Statutes, The Board of Directors shall have all the duties and powers necessary and appropriate for the overall direction of MATA, including but not limited to:
The Board of Directors may engage in such acts that are in the best interests of MATA and that are not in violation of Minnesota Statutes, specifically, Chapters 309, 317A, 501B, and federal law. No Director shall have any right, title, or interest in or to any property of MATA. There shall be no cumulative voting among Directors.
Section 3. Terms.
All Directors shall serve a One (1)-year term beginning on January 1 and ending on December 31 or from the date of their appointment to 31st December of the year. Directors may serve on the board for a maximum term of 4-years only, unless they move to officer positions.
Section 4. Election Procedures.
Any person interested in becoming a Director of MATA shall submit a written and signed notice of interest to the General Secretary. An existing Director can also nominate a candidate by submitting his/her interest to the General Secretary. Each submitted notice shall be considered by the Board of Directors and vetted within a reasonable time. Existing Directors shall vote to approve or disapprove potential candidates at the annual meeting (or at a regular or special meeting if the number of existing Directors falls below 3 or an existing Director resigns). A majority vote of existing Directors is needed for a candidate to become a Director of MATA.
Section 5 : Resignation, Termination, Leaves, and Absences.
A Director may resign or request a leave of absence at any time by giving written notice to the General Secretary of MATA. The resignation or request for leave of absence is effective immediately without acceptance, unless a later effective time is specified in the notice. If a resignation is effective at a later date, the Board may fill the pending vacancy before the effective date if the Board provides that the successor shall not take office until the effective date.
Section 6. Vacancies.
Vacancies in the Board of Directors shall be filled by a vote of the majority of the remaining Directors. When a vacancy on the Board exists mid-term, the General Secretary must receive nominations for new candidates from present Directors at least ten (10) days in advance of the Board meeting. These nominations shall be sent out to Directors with the regular Board meeting announcement, to be voted upon at the next Board meeting.
Section 7. Compensation. No compensation shall be paid to Directors of MATA for their services, time, and efforts.
Section 8. Annual Meeting.
An annual meeting shall take place before Dasara festival (in the month of August or September), the specific date, time, and location of which will be designated by the President of the Board. If the President fails to select a place for the annual meeting, it shall be held at MATA’s registered office or as agreed by the board of directors. The annual meeting shall be held for the purpose of electing the Board of Directors and the Officers of MATA, as well as the consideration of any other business that may be properly brought before the Board. This shall include, but not be limited to, Board reports regarding MATA activities and financial position; authorization of the annual information return for submission to the IRS; approval of policy/procedures, Articles, and Bylaws changes; and input toward the direction of the MATA for the coming year. Annual meetings may occur through remote communication pursuant to Section 317 A.231 of the Minnesota Statutes, if desired.
Section 9. Regular Meetings.
Regular meetings of the Board of Directors may be held at such time and place as shall be determined from time to time by a majority of the Directors. If the Board fails to select a place for a regular Board meeting, it shall be held at MATA’s registered office. The Board of Directors shall meet at least quarterly, or (4) times each year. Regular meetings may occur through remote communication pursuant to Section 317 A.231 of the Minnesota Statutes, if desired. The agenda shall be:
Section 10. Special Meetings.
The General Secretary of MATA shall call a special meeting upon the written request of either the President or one-third (1/3) of the Board. If the Board fails to select a place for the special Board meeting, it shall be held at MATA’s registered office. Special meetings may occur through remote communication pursuant to Section 317 A.231 of the Minnesota Statutes, if desired.
Section 11 Notice.
Written notice, including the date, time, and place of the meeting, shall be provided to each Director at least five (5) calendar days in advance of the meeting. Notice shall not be provided more than Thirty (30) calendar days in advance of the meeting. This notice shall be given personally, by mail, e-mail, telephone, or facsimile.
Section 12. Quorum.
At all meetings of the Board of Directors, fifty-one percent (51 %) or greater of active Directors shall constitute a quorum for the transaction of all authorized business. If fifty-one percent ( 51 % ) or greater of active Directors are not present, no voting may commence. The acts of the majority of the Directors present at a meeting at which quorum exists shall be the acts of the Board of Directors of MATA.
Section 13 . Voting.
During Board meetings, all matters, with the exception of amendments to the Articles of MATA and Bylaws, shall be decided by a majority vote of the Directors.
Section 14 . Proxies.
Voting by proxy shall NOT be permitted in meetings of MATA’s Board of Directors.
Section 15. Meeting Procedures.
All questions of order with respect to any meeting or action of MATA, its Board of Directors, or any committee appointed hereunder shall be resolved in accordance with Robert’s Rules of Order Newly Revised, as modified from time to time, or in such another orderly manner that is deemed appropriate by the President.
Section 16. Meeting Decorum.
MATA shall follow best and lawful practices for conducting business at Board and membership meetings. The Board of Directors shall exemplify, communicate, and enforce the expectation that meetings be conducted in an orderly and respectful manner. The Board of Directors reserves the right to excuse any Director, Officer, member, guest, member of the media, or audience participant exhibiting conduct that is disrespectful or disruptive to meeting proceedings. Per Robert’s Rules of Order Newly Revised, the President/Chair has the sole responsibility to require order in a meeting. To that end, the President/Chair has the authority to call a Director, Officer, or member to order, and exclude non-members. If necessary to maintain an orderly meeting, the President/Chair has the authority to remove a participant from the meeting.
Section 17. Written Action. Pursuant to Minn. Stat. Chapter 317 A, any action required or permitted to be taken at a Board of Director’s meeting may be taken by written action signed, or consented to by authenticated electronic communication, by the number of directors that would be required to take the same action at a meeting of the board at which all directors were present.
Section 1. Number and Qualifications.
MATA may have an Advisory Board. The Advisory Board shall be selected by the Board of Directors, and shall be composed of not less than three (3) nor more than Five (5) persons. The Board of Directors shall seek Advisory Board members who have an expressed Interest for the cultural, educational and charitable purposes of MATA, and who have demonstrated expertise in areas including, but not limited to: Telangana culture, history, development, medicine, psychology, arts/film, fundraising, grant writing, business, social work, program evaluation, marketing, technology, and finance/accounting. President who is completing his/her term(Out going president) will be by default become Advisory board member.
Section 2 . Governing Powers.
The Advisory Board shall not have any powers to govern MATA. The Advisory Board shall be a body that provides non-binding strategic advice to MATA’s Board of Directors. The Advisory Board shall have all the oversight and powers necessary and appropriate for the smooth transition from out going officers after their term expired to the new officers election of MATA, including but not limited to:
A – Vetting of the candidates that submitted their nominations for Board of director/officer’s positions to the secretary.
B – Working with secretary, president and others to gather feed back on the prospective candidates for the officer, board positions
C – To obtain prospective candidates work experience, contribution through the year and wherever possible recommend and to make consensus in case of multiple candidates applying for one position.
D – At least one advisory board member shall be present at the board meetings in a rotation basis
E – Any conflict resolution as needed and to advise the board for amicable solutions on difficult situations.
F – Advisory board members shall have the voting rights only in the matters of By-laws amendments not regular business of MATA
G – If there are multiple applications for same position and if there is a need for election then Advisory board will work with Secretary for a secret ballot voting.
H – Advisory board will not have voting rights to elect new officers.
Section 3 Terms :
Once appointed, Advisory Board members shall serve a Two (2)-year term beginning on January 1 and ending on December 31. Advisory Board members will be invited to serve one (1) two (2)-year term, and may be invited to serve a third consecutive term of another one year.
Section 1 Designation .
Officers of MATA shall be: President, Vice President, Treasurer, General Secretary, Events & Joint Secretary, Marketing & Volunteers, At the discretion of the Board of Directors, other officers may be elected with duties that the Board shall prescribe.
Section 2. Election of Officers.
Officers shall also be Directors of MATA and must be elected at the annual meeting. Officers shall be elected by the Board of Directors. Unless sooner removed by the Board, officers shall serve for a term of one ( 1) year, or until their successors are elected. A vacancy in any office may be filled by a majority vote of the Board of Directors for the unexpired portion of the term. The Board of Directors shall also have the authority to appoint temporary acting officers as may be necessary during the temporary absence or disability of the regular officers. When a vacancy on the Board exists mid-term, the General Secretary must receive nominations for new candidates from existing Directors at least ten (10) days in advance of the Board meeting. These nominations shall be sent out to Directors with the regular Board meeting announcement, to be voted upon at the next Board meeting.
All officers shall serve a one (1)-year term that coincides with their term as Director. Terms of office shall begin on January 1 and end on December 31. An officer may serve only One(1) consecutive terms in one officer position. After serving One(1)) consecutive years as President He/She will not be eligible for any other officer/Director position.
An officer can not hold same position multiple terms, he /she can hold any position one time only.
An officer may resign by giving written notice to MATA. The resignation is effective without acceptance when the notice is given to the Board, unless a later effective date is named in the notice.
Section 5 Removal
Any officer may be removed from his/her position for just cause by a two-thirds (2/3) vote of the remaining Directors. The matter of removal may be acted upon at any meeting of the Board or at any meeting of the Voting Membership, provided that notice of the intention to consider an Officer’s removal has been given to each Director and to the officer affected at least fifteen (15) days’ in advance of the meeting.
Section 6 Compensation
Officers of MATA may, but need not, receive any compensation for their services, time, and efforts.
Section 7 President :
Section 8 Vice President :
In order to qualify to be Vice President of MATA, a candidate must have served at least Two (2) year as a Director of MATA.
Section 9 General Secretary :
Section 10 Events & Joint Secretary :
In order to qualify to be Joint Secretary of MATA, a candidate must have served at least Two (2) year as a Director of MATA.
Section 11 Treasurer :
Section 12. Marketing & Volunteers
Any Officer of MATA, in addition to the duties and powers conferred upon him or her by these Bylaws, shall have such additional duties and powers as may be prescribed from time to time by the Board of Directors.
Section 21 . Conflict of interest
Any officer or Director of MATA should not hold any officer or board member position with voting rights in competing organizations or organizations with direct/indirect conflict with MATA interests.
Section 1. Number and Qualifications.
MATA’s Extended Board of Directors shall be composed of not less than three (3) nor more than Eleven (11) persons who are broadly representative of the Telangana community interests, possess applicable professional experience, or who have an expressed interest for the cultural, educational and charitable purposes of MATA. Minimum 1year volunteer work with MATA is needed to become Extended board member
Section 2. Governing Powers.
The Extended Board of Directors shall have all the duties and powers necessary and appropriate for the overall support of MATA, including but not limited to:
Section 1. Authority.
The Board of Directors may act by and through such committees as may be specified in resolutions adopted by a majority of the Board of Directors. Each committee shall have such duties and responsibilities as are granted to it from time to time by the Board of Directors, and shall at all times be subject to the control and direction of the Board of Directors. Committee members, other than the Committee Chair, need not be Directors or Officers of MATA (i.e., they can be non-voting volunteers of MATA). Examples of committees that may be formed by the Board are:
Section 3. Meetings
Meetings of the individual committees may be held at such time and place as may be determined by a majority of the committee, by the Board President, or by the Board of Directors. Notice of meetings shall be given to the committee’s members at least five (5) business days and no more than Fifteen business (15) days’ notice in advance of the meeting unless all members agree to a shorter notification. A majority of the committee’s membership shall constitute a quorum.
Section 1. Designation.
The Board of Directors shall establish policies and procedures to recruit, train, and utilize volunteers in the operation of its activities and fulfillment of its purpose and mission.
Article X Management & Miscellaneous Provisions
Section 1. Financial Year.
The accounting year of MATA shall be the calendar year. The accounting year shall begin on the first day of January of each year and end on the last day of December of each year.
Section 2. Books and Accounts
Section 3. Examination by Directors and Members. Every Director, Officer, and Member of MATA shall have a right to examine, in person or by agent or attorney, at any reasonable time, and at the registered office, all books and records of MATA and make extracts or copies therefrom.
Section 4 Legal Instruments.
All contracts, agreements, and other legal instruments executed by MATA shall be issued in the name of MATA, not the individual name of a Director or Officer. Legal instruments shall be signed by no less than two (2) Officers of MATA -the President (if able), and one other Officer. While Directors and Officers have authority to sign official documents on behalf of MATA, they may do so ONLY after proper consideration and approval by the Board of Directors. In the absence of approval by the Board of Directors, the individual Director or Officer is personally liable on the legal instrument.
Section 5. Periodic Reviews.
To ensure MATA operates in a manner consistent with charitable purposes, files all required paperwork, and does not engage in activities that could jeopardize its tax-exempt status, periodic reviews shall be conducted.
Section 6 Affiliations.
MATA may maintain professional affiliations that benefit and strengthen the organization in its capacity to fulfill its mission.
Section7 Policies and Procedures .
The Board of Directors shall establish policies and Procedures.
Section 8. Amending the Articles of Incorporation and Bylaws.
MATA shall have the power to amend the Articles of Incorporation and any Bylaws. Subject to restrictions imposed by Section 317 A.133 of the Minnesota Statutes, amendments to the Articles and Bylaws must be approved by the affirmative vote of a 2/3 vote of all Board Directors and Advisory board at a properly called meeting of the Board of Directors including advisory board.
Section 9 Terms of Directors/Officers/Extended board mebers :
MATA board of directors have decided above By Laws are effective immediate.