ARTICLE I: NAME The organization shall be known as the United Bengali Association of Carolina (UBAC), hereinafter referred to as UBAC.

ARTICLE II: HEAD OFFICE UBAC currently does not maintain a permanent physical office. The official address is:

United Bengali Association of Carolina
Box No: 279
1204 Village Market Place
Morrisville, NC 27560

Any future changes to the official address will be announced by the Executive Committee in office at that time.

ARTICLE III: AIMS & OBJECTIVES UBAC is organized exclusively for charitable, cultural, social, and educational purposes, in accordance with Section 501(c)(3) of the United States Internal Revenue Code of 1986 (or any corresponding future provisions). UBAC’s activities shall include:

1. a) Promoting and preserving the Bengali language, traditions, and culture through arts, music, dance, and other social events for members of the Indo-American community within North Carolina and neighboring states.
2. b) Fostering cultural exchange within the Indian diaspora by collaborating with similar organizations to highlight the rich heritage of various Indian states through social, cultural, and educational initiatives.
3. c) Organizing and participating in local and statewide charitable initiatives to benefit the broader community in North Carolina.

UBAC’s net earnings shall not benefit UBAC officers, members, or private individuals. UBAC shall refrain from participating in political campaigns or endorsing candidates. While UBAC shall not engage in profit-making activities, it may accept advertisements for its publications and website for a reasonable fee.

UBAC shall operate in full compliance with Section 501(c)(3) regulations. No activities inconsistent with this status will be permitted.

ARTICLE IV: MEMBERSHIP UBAC membership is open to individuals aged 18 or older who support the mission, objectives, and constitution of UBAC. The Board of Directors reserves the right to decline membership if it determines that inclusion would harm UBAC’s interests.

Membership is annual, from January 1 to December 31, regardless of the enrollment date. Membership categories and details are outlined in the By-laws (Section XXX).

ARTICLE V: OFFICERS AND GOVERNANCE UBAC’s operations shall be managed by:

• Executive Committee: Responsible for daily operations, policy implementation, and strategic planning. Members are elected every two years by the general membership and include:
• President
• Vice-President
• Director of Communication
• Director of Finance
• Director of Heritage & Cultural Events
• Director of Charity, Youth & Sports
• Five Operational Leads

The Executive Committee is supported by a three-member Advisory Board, responsible for conflict resolution among committee members. Executive officers and Advisory Board members form the Board of Directors.

Election Committee: A temporary 3-member Election Committee, elected by the general membership to oversee the election process.

Other Sub-Committees and Ad-hoc Committees: Appointed by the Executive Committee to support specific tasks as needed.

Further details on roles and responsibilities are provided in the By-laws (Article II and Article III).

ARTICLE VI: THE GENERAL BODY AND ITS OPERATIONS

Section 1: Definition and Authority
The General Body comprises all paid members, each with equal voting rights. It has the authority to:

• Elect or dissolve the Executive Committee
• Remove or replace any Executive Committee or Board member

Section 2: General Body Meetings Two mandatory General Body meetings shall be held annually, in June and December, either in person or virtually. The Executive Committee must present:

• Past six months’ activities (June meeting)
• Plans for the next six months
• Mid-year (June) and annual (December) financial reports

Meeting invitations and agendas must be emailed to members at least two weeks in advance. Any member may request a General Body meeting by submitting a petition signed by one-third of the membership. The meeting must be convened within 21 days of receiving such a request.

Section 3: Quorum Policy

• General matters: Quorum is one-fourth of all paid members.
• Dissolution of the Executive Committee or amendments: Quorum is 50% of all paid members.
• A simple majority vote of members in attendance is required to pass motions. If the quorum is not met, electronic voting may be conducted, with votes retained on file for two years. Motions pass with a simple majority of electronic votes cast.

ARTICLE VII: ELECTION OF OFFICERS All UBAC officers shall be elected democratically by the General Body through an Election Committee elected by the members. Elections occur every two years at the Annual General Meeting. Vacancies arising during the mid-term may be filled at the next Annual General Meeting for the remainder of the term. Details of the election process are outlined in the By-laws (Section XXX).

ARTICLE VIII: FINANCIAL MANAGEMENT

1. Financial Oversight:
   The Executive Committee shall oversee all financial activities of UBAC, ensuring that all funds are used exclusively for the organization’s tax-exempt purposes as outlined under Section 501(c)(3) of the Internal Revenue Code.
2. Budgeting:

• The Treasurer, in consultation with the Executive Committee, shall prepare an annual budget detailing projected income and expenditures for the coming fiscal year.
• The budget shall be reviewed and approved by the Executive Committee and presented to the General Body at the mid-year meeting.

3. Expense Tracking and Documentation:

• All expenses must be pre-approved by the Executive Committee and adequately documented with receipts or appropriate records.
• Disbursements must align strictly with the organization’s charitable, cultural, educational, and social objectives.

4. Banking and Financial Transactions:

• UBAC shall maintain its funds in a federally insured banking institution.
• All financial transactions shall require dual authorization, with at least two officers (e.g., Treasurer and President) signing checks or approving electronic transfers.

5. Audit Requirements:

• The accounts of UBAC shall be audited annually by an independent auditor appointed by the Executive Committee.
• Audit findings and financial statements shall be presented to the General Body at the annual meeting for review and approval.

6. Transparency and Reporting:

• UBAC shall maintain detailed records of all income, expenses, and assets.
• Financial reports, including income statements and balance sheets, shall be shared with members at least biannually.
• UBAC will comply with all IRS reporting requirements, including filing Form 990 annually.

7. Restricted Funds:

• Donor-restricted funds shall be used solely for their designated purposes and tracked separately from general funds.
• The Executive Committee is responsible for ensuring compliance with donor restrictions and providing accountability for such funds.

8. Prohibition on Private Inurement:

• No part of the net earnings of UBAC shall benefit or be distributed to its members, officers, or other private individuals except as reasonable compensation for services rendered in furtherance of UBAC’s exempt purposes.

9. Reserve Fund:

• A reserve fund shall be established and maintained to cover emergency operational expenses or unforeseen contingencies.
• The reserve amount shall be determined and periodically reviewed by the Executive Committee.

10.   Prohibited Activities:

• UBAC funds shall not be used for political campaigns, lobbying, or any activities prohibited under Section 501(c)(3).
• The organization shall refrain from engaging in any financial activities that jeopardize its tax-exempt status.

ARTICLE IX: DISSOLUTION AND DISTRIBUTION OF ASSETS

Section 1: Dissolution If the Board of Directors determines that UBAC is no longer fulfilling its mission, the Executive Committee shall:

1. i) Notify all members of the intent to dissolve via a Special General Body meeting.
2. ii) Present a motion for dissolution at the meeting. Dissolution requires a majority vote with a 50% quorum of paid members.

Section 2: Distribution of Assets Upon dissolution, UBAC’s remaining assets, after liabilities are settled, shall be donated to organizations qualifying under Section 501(c)(3) with similar missions, ensuring compliance with the Internal Revenue Code.

ARTICLE X: AMENDMENTS TO THE CONSTITUTION AND BY-LAWS Procedures for amending the Constitution and By-laws are detailed in the By-laws (Section XXX).

ARTICLE XI: CONDUCT OF MEETINGS All meetings shall follow Robert’s Rules of Order