GIHANA Bylaws
DATE AMENDED: November 2008
DATE ADOPTED: December 2007
ARTICLE I. NAME OF ORGANIZATION
A. The name of the association is Green Island High Alumni North American Inc. Also known as GIHANA.
ARTICLE II. PURPOSE
A. The Corporation is organized and operated exclusively for educational, religious and charitable purposes within the meaning of Section 501(c)(3) of the Internal Revenue Code of 1986, as amended. Not-withstanding any other provision of these Articles, the Corporation shall not carry on any other activities not permitted to be carried on (i) by a corporation exempt from federal income tax under Section 501 (c)(3) of the Internal Revenue Code of 1986, (or the corresponding provision of any future United States Internal Revenue Law), or (ii) by a corporation, contributions to which are deductible under Section 170(c)(2) of the Internal Revenue Code of 1986 (or the corresponding provision of any future United States Internal Revenue Law).
ARTICLE III. AIMS & OBJECTIVES
A. The aim of the organization is to bring together past students of Green Island High School, Hanover Jamaica, to plan and implement projects for the primary purpose of benefiting the development of the school and its pupils. The objectives are as follows:
i) To seek means and ways of enhancing the learning environment at the School.
ii) To compliment efforts which address the advancement of members of the community, social, spiritual and educational enrichment both locally and abroad.
iii) To nourish the social, psychological and spiritual character of the members of the association through group functions, social activities, and meetings.
ARTICLE IV. STATUS AND LIMITATIONS
A. To carry out the program of the Association and to make effective representations on behalf of its members.
B. The Association shall be organized as a non-profit, non-stock corporation.
C. No asset of the association shall benefit any officer or member.
D. The Association shall not participate in partisan political activity.
ARTICLE V. MEMBERSHIP
A. Membership shall be for all past students of Green Island High School.
B. Registered members are deemed voting members and are entitled to one vote only.
C. The voting members will determine yearly dues.
i) A membership fee $20.00 to be paid in full at commencement.
ii) Member dues must be current before he or she is eligible to vote.
D. Membership to the organization will not be denied on the basis of race, color, religion, national origin, physical or mental handicap, age, sex, sexual preference, ancestry or medical condition.
E. Membership shall be denied on the basis of views or opinions contrary to the goals and purposes of the association.
F. Members must remain fiscal (that is, dues are paid) to maintain membership.
ARTICLE VI. OFFICERS
A. The voting members of the past student association shall elect the officers that will form the Board of Directors which will manage the affairs of the association, and chair by the president.
B. All elections for the officers shall be done by the following means:
i) Online – (Internet) application.
ii) E-Mail
iii) Phone call (with caller ID enabled, calling from a registered phone number)
iv) Mail
v) Secret ballot at the general meeting.
C. The officers of this association shall hold offices for a term of one (1) year or until successors are elected.
D. The term of office shall begin at the close of the annual meeting.
E. The officers of the association shall be the following:
i) President and chairperson of the board.
ii) Vice President and vice chairperson.
iii) Secretary.
iv) Assistant Secretary.
v) Treasurer.
vi) Assistant Treasurer.
vii) Public Relation officer.
viii) Assistant Public Relation officer.
ix) Information Technology Personnel or the ITO.
x) Three (3) at-large directors taken from within the organization.
xi) Past President.
F. An officer shall hold only one office. Except for the position of IT Officer.
G. The Board of Directors shall appoint one member for each vacant position on the Board.
H. Any director who misses two consecutive quarterly meetings without good cause as determined by the Board may, at the discretion of the Board, be removed from office.
i) Any vacancy may be filled for the remainder of the term by the affirmative vote of a majority of the directors then in office.
I. Directors shall not be compensated for their time and effort; however, the Board may authorize officers, directors, and committee members to be paid actual and necessary expenses incurred while on Association business.
J. The President (or Chairperson) shall call and preside at all meetings.
i) The President (or Chairperson) shall be the official representative for and on behalf of the membership of the association.
ii) The President (or Chairperson) shall be the official spokesperson for the association.
K. The Board of Directors shall appoint members to any committees necessary for the operation of the association business.
i) The President (or Chairperson) shall be an ex-officio member of all committees.
L. The Vice President (or Vice Chairperson) shall, in the absence of the President, assume all of the duties of that office.
M. All assistance officers shall assume the duties of the leader in their absent.
N. The Secretary shall keep a permanent record of all-formal meetings and all legal documents and legal transactions of the association. The secretary shall transcribe the minutes of each meeting and shall maintain a filed copy of the same and submit a copy of these minutes to the school administrative office. The Secretary shall be responsible for keeping a record of all members.
O. The Treasurer shall keep all financial receipts and a permanent record of all financial business of the association.
i) An up-to-date financial report shall be submitted at each meeting.
P. The Public Relations officer shall serve in the capacity of gathering and disseminating information critical to the implementation of the purpose stated in the charter. Every effort will be made to ensure that the public relations office serve the members within the association boundaries.
Q. The Information Technology Personnel is responsible for all technical communication and media control.
i) The office of the information technology will work closely with all departments to facilitate good communication with state-of-the-art technology.
ii) The ITO shall be appointed by the Board
iii) The appointment shall be for a period of one year, unless otherwise specified by the Board of Directors.
R. Any officer can be removed from office by a 2/3 vote for cause by the Board of Directors, which will be clearly defined in our rules and regulation. The process of removal shall take the following steps:
i) The officer is notified in writing about the reason for removal.
ii) The officer has one month to respond to the notice at a meeting of the Board of Directors, where all evidence will be discussed.
iii) The decision of the Board will be circulated to the members of the G.I.H.A.N.A.
ARTICLE VII. MEETINGS
A. A quarterly board meeting shall be held during the first week of the month at a time and place designated by the Board Members.
i) Of a thirteen (13)-member board, eight (8) members will constitute a board quorum or 60% of the board.
ii) In the absent of a quorum, board meeting can proceed without making any decision from the meeting. For a decision to be made, the chairperson must get a consensus from all the members who were absent, and the minutes be amended to reflect the position taken by each absent members.
B. The General Meeting will be once a year.
C. The general meeting quorum shall be three times the size of the board.
D. At least six (6) months notice shall be provided about the location of the General Meeting. Every effort will be made to notify all interested parties and members of the Association of upcoming meetings either by mailing, pamphlets, newsletters, or announcements at regularly scheduled meetings.
E. The General Meetings shall be opened to members of G.I.H.A.N.A. and their invited guests.
ARTICLE VIII. NOMINATION AND ELECTIONS OF OFFICERS
A. For all elections, the Board of Directors will appoint an electoral committee consisting of nine (9) members.
i) The nominating committee will administer the entire election process.
ii) No electoral member shall speak to any member about a nominated member for the purpose of garnering support.
iii) If any electoral committee member is nominated, another member will replace the appointment.
B. During the membership enrollment, the voter’s registration information will be recorded. The electoral committee will use these records for the verification of the election of officers.
C. The period of nomination will be six (6) weeks.
D. A ballot with the names of the offices as stated in article 5.e will constitute the slate where people can me nominated for more than one office.
E. Nominations of officers shall be made by the following means:
i) Online – (Internet) application.
ii) E-Mail.
iii) Phone call (with caller ID enabled, calling from a registered phone number).
iv) Mail.
v) Secret ballot, if at the general meeting.
F. A notice will be sent to the nominated person within five (5) days of the nomination by any one of the following means:
i) E-Mail.
ii) Phone call (with caller ID enabled, calling from a registered phone number).
iii) Mail
G. The nominee has five (5) days to decline the nomination in to the electoral committee by anyone of the following means:
i) E-Mail.
ii) Phone call (with caller ID enabled, calling from a registered phone number).
iii) Mail.
H. h) All accepted nomination would be posted on the G.I.H.A.N.A web page. A one section personal advertisement or campaign note (including resume) is optional for each nominee.
I. For the purpose of launching the organization, the election of officers shall be held immediately after the period of nominations of officers, and the voting shall last for a period of two (2) weeks.
J. In the event that a vote for the presidency received less than 25% of the vote or a tie, a run-off is necessary to determine the president.
i) A simple major is needed for all the other offices.
K. Upon installation of the officers whose terms begin at the close of the Annual Meeting, or after a dismissal, all documents, records, and any materials pertaining to the duties of the office as designated in the bylaws, which are in the possession of the outgoing officers, shall be submitted to the newly elected counterpart within fifteen days of the installation.
L. All votes shall be done by the following means:
i) Online – (Internet) application.
ii) E-Mail.
iii) Phone call (with caller ID enabled, calling from a registered phone number).
iv) Mail.
v) Secret ballot, if at the general meeting.
ARTICLE IX ANNUAL REPORTS
A. The following reports will be published at the annual general meeting:
i) Treasurer’s Report (including a Balance sheet and Income and Expenditure).
ii) Secretary’s Report (including membership records).
iii) President’s Report (including the accomplishment of the year)
ARTICLE X. FISCAL RESPONSIBILITY
A. All expenditure must be authorized by the Board of Directors, except where the board gave authorization to spend below a certain amount without prior approval from the Board of Director.
B. Expenditure of funds of the association may not be made without the signatures of the President, the Treasurer, and any other Officer.
C. Financial records and funds of the association shall be audited at least twice a year by a committee of at least three (3) Voting Members appointed by the Board of Directors or prior to a new Treasurer's taking office.
ARTICLE XI. AMENDMENT OF BYLAWS
A. These bylaws may be amended by a majority vote.
B. Proposed amendment(s) shall be sent to all members at least fifteen working days in advance of the election to confirm the amendments.
C. Voting to accept or reject the proposed amendment(s) will be done by the following means:
i) Online – (Internet) application.
ii) E-Mail.
iii) Phone call (with caller ID enabled, calling from a registered phone number).
iv) Mail.
v) Secret ballot if at the general meeting.
ARTICLE XII. RULES AND REGULATIONS
A. For the proper governance of the association, the board of directors reserved the right to establish rules and regulations for the association.
ARTICLE XIII. GENERAL
A. The rules in the current edition of Robert's Rules of Order shall govern the association, the Board of Directors, and all subcommittees in all cases to which they apply and do not conflict with the specific provisions of this Charter and Bylaws or any special rules that the association may adopt.
B. If any part of the Charter and Bylaws or the application thereof is hereafter held invalid or unenforceable, the remainder shall not be affected thereby, and only the affected portions are declared eliminated.
C. No officer, representative, spokesperson or member shall assume any financial liability of the association.
ARTICLE XIV. DISSOLUTION
A. Upon the dissolution of the corporation, assets shall be distributed for one or more exempt purposes within the meaning of Section 501 (c)(3) of the Internal Revenue Code:
i) 75% Of all assets goes to Green Island High School, Hanover, Jamaica
ii) 25% of all assets shall be awarded to a local cause.
iii) The Board of directors shall dispose of all assets and shall be governed by Article XIV section i) and ii).
iv) In the absence of a constituted Board, A Court of competent Jurisdiction of the county in which the principal office of the corporation is then located, shall dispose of all assets as set fort in Article XIV section i) and ii).
DATE AMENDED: November 2008
DATE ADOPTED: December 2007