Article I: Name
Article II: Definition
Article III: Offices
Article IV: Purposes
Article V: Membership
Article VI: Organization
Article VII: Finance
Article VIII: Prohibition
Article IX: Election
Article X: Discipline, Removal from Office or Expulsion from the Association
Article XI: Constitutional Amendments
Article XII: Oath of Office
Article XIII: Dissolution
Article XIV: Vacancies

Article I: Name

The name of the Association is "Bangladeshi-American Pharmacists' Association, Inc.", hereafter referred to in the constitution as the "Association".

Article II: Definition

The Association shall be a non-profit, non-political, non-religious, pharmacy-oriented voluntary professional organization. It is a type "A" corporation under the New York State Incorporate law and regulations.

Article III: Offices

The principal office of the Association shall be located in the state of New York, U.S.A. The Association may have branch offices in other parts of North America, provided such locations are recommended by the executive committee and are approved by the majority of members present in a general meeting.

Article IV: Purposes

  1. To foster cooperation and collaboration among Bangladesh pharmacists residing in North America.
  2. To build and maintain relations with other pharmacists' associations in North America.
  3. To support the profession of pharmacy in Bangladesh and in North America.
  4. To support and encourage the development of Pharmaceutical Sciences in Bangladesh.
  5. To develop and conduct programs for maintaining and improving the professional standard of the members of the Association.
  6. To promote the welfare of members' families in case of need.
  7. To protect the professional interests of members of the Association.

Article V: Membership

Sec. 1. Membership in the Association shall be open to an individual provided that person meets the following criteria:

  1. The person shall be residing in North America.
  2. The person shall have at least a Bachelor of Science degree in Pharmacy.
  3. The person shall be a Bangladeshi origin by virtue of birth, domicile or descent.

Sec. 2 Membership of the Association shall consist of Active, Associate, Honorary and Life members as outlined by the By-laws of the Association

Article VI: Organization

The Association shall be organized through the following bodies:

  1. The General Council
  2. The Executive Committee
  3. The Standing Committees

Sec. 1. The General Council

  1. The Council shall be composed of all active members of the Association.
  2. The Council shall elect all members of the executive committee.
  3. The Council shall have power to approve, amend or adopt the constitution and the By-laws of the Association.

Sec.2. The Executive Committee

  1. This committee shall consist of eleven (11) members as follows:
    1. One President
    2. One Vice-President
    3. One General Secretary
    4. One Treasurer
    5. Seven Executive Committee members
  2. The executive committee shall be responsible for the proper functioning of the Association.

Sec. 3. The Standing Committees

  1. There shall be various standing committees to carry out the specific tasks and objectives of the Association as laid down in the constitution and By-laws.
  2. The President, with the approval of the executive committee, shall appoint members of the standing committees.

Article VII: Finance

The day to day operation of the Association shall be financed by the annual membership dues.

  1. The executive committee may raise funds by other legal means to carry out specific programs as long such programs are not contrary to the provisions adopted by the Association.

Article VIII: Prohibition

The Association shall not carry out any activities not permitted to corporations exempt from Federal Income Tax under section 501-C of the Internal Revenue Code or provisions of present or future U.S. laws.

  1. No member of the Association shall use his or her office and the name of the Association for his or her personal benefit.
  2. No member shall participate in any activity which may be contrary to the interest of the Association.

Article IX: Election

Sec. 1 There shall be a general election for the members of the executive committee in every two years.

Sec. 2 The executive committee shall nominate an Election Commission consisting of three non-participating active members including a chairperson to supervise the election process.

Sec. 3 Terms of Office: The executive committee shall be elected for a period of two (2) years. The President, Vice-President, General Secretary or Treasurer shall not hold same office for consecutive terms.

Article X: Discipline, Removal from Office or Expulsion from the Association

Any member can be removed from his/her office or membership upon serving of proper notice for the following reasons:

  1. Due to activities contrary to the provisions of the constitution and By-laws of the Association.
  2. Due to failure to perform duties and obligations of the Association.
  3. By-laws of the Association shall regulate the provision of Article X of this constitution.

Article XI: Constitutional Amendments

Any amendments to the constitution may be proposed by the executive committee or by a Petition signed by at least twenty (20) active members of the Association. The constitution may be amended by two-thirds vote of active members. The amendment procedure can be conducted in a general meeting or by mail.

Article XII: Oath of Office

All members of the executive committee of the Association shall take oath for office on assuming responsibilities. The chairperson of the Election Commission shall conduct such ceremony. This oath shall take place no later than January 10.

Article XIII: Dissolution

In the event of dissolution of the Association, the executive committee shall make provisions for payment of all liabilities of the Association. After fulfilling of such liabilities, remaining assets shall be donated to the Department of Pharmacy, University of Dhaka, Bangladesh for the purpose of academic advancement of the department.

Article XIV: Vacancies

The president with the approval of the executive committee shall appoint a member from the executive committee to fill a vacancy of the incomplete term of the vice-president, the general secretary or the treasurer due to resignation or otherwise.

  1. The president with the approval of the executive committee shall appoint an active member of the Association to fill a vacancy of the incomplete term of an executive committee member due to resignation or otherwise.

By-laws

Chapter I: Purpose
Chapter II: Membership
Chapter III: Executive Committee
Chapter IV: Standing Committees
Chapter V: Advisory Committee
Chapter VI: Meetings
Chapter VII: Quorum
Chapter VIII: Election Procedure
Chapter IX: Disciplinary Action
Chapter X: Miscellaneous

Chapter I: PURPOSE

By-laws shall govern and regulate the functions of the Association and provide positive directions to the Association.

Chapter II: MEMBERSHIP

Sec 1. Categories

The categories of membership of the Association are as follows:

  1. Active member
  2. Associate member
  3. Honorary member
  4. Life member

Sec 2. Requirements

  1. Active member: Any individual who will fulfill the requirements of membership as defined in Article V, Sec. 1 in the constitution shall be eligible to become active member. Only active members shall have the voting rights.
  2. Associate member: Any person who is of Bangladeshi origin and has been attending accredited school or college of Pharmacy in North America for at least three (3) years is eligible for this membership. The associate member shall have all the privileges as of active members except the voting rights.
  3. Honorary member: Honorary membership may be conferred by the executive committee upon any person who has rendered exemplary service to the Association and/or to the members of the Association. The Honorary membership may also be conferred upon a person for some unique and special reasons. Honorary members shall not have any voting right.
  4. Life member: Any active member who shall contribute to the Association an amount equal to Ten year's annual dues at one time shall be eligible for life membership.

Sec 3. Application for membership

Application for membership shall be submitted to the General Secretary on a form provided by the Association.

Sec 4. Approval of membership

The application for membership shall be endorsed by the General Secretary and shall be approved by the President. The applicant shall assume membership upon payment of appropriate dues.

Sec 5. Annual Dues

Annual membership dues shall be determined by the executive committee for different categories. Honorary and Life members shall be exempted from paying such dues. The Annual dues shall be paid by January 10, for that calendar year. If a member fails to pay his/her dues by January 31, the member shall be notified by the General Secretary before February 20 that he or she shall be dropped from the membership roster unless payment is received by the end of March of that year.

Sec 6. Eligibility to vote

Members who are in the active roster as of August 31, will be eligible to participate in the election of that year.

Chapter III: EXECUTIVE COMMITTEE

Sec 1. The President shall be the principal elected official of the Association and shall be so recognized at all Association affairs, programs and activities. He shall preside at all meetings of the Association and the executive committee. He shall appoint members and chairpersons of various standing committees with the approval of executive committee. He shall have the authority to act as non-voting co-chairperson of each standing committee. Except otherwise provided, he shall fill any vacancy by appointment with the approval of executive committee. He shall be one of the signatories of the Association's bank account. He shall present an annual report at the annual general meeting of the Association.

Sec 2. The Vice-President shall perform the duties of the President when the latter is unable to do so. He shall fill the vacancy of the President if so arises. He shall assume other responsibilities assigned by the President. He shall act as chairperson of Communication and Entertainment Committee.

Sec 3. The General Secretary in consultation with the President, shall prepare the agenda for each executive committee and general council meeting. He shall notify members of the time and place of each meeting, notify individuals of their appointments to the committee and conduct the correspondence of the Association. He shall record all the proceedings of the meeting and prepare minutes of such meetings. He shall be the chairperson of membership & organizing committee. In the event of unavailability of either the President or the Treasurer, he shall be one of the signatories for any check for withdrawal of fund.

Sec 4. The Treasurer shall serve as custodian of the Association's funds. He shall maintain those funds in a bank selected and approved by the executive committee. He shall keep all records of income and expenses of the Association. He shall prepare annual financial report of the Association and shall present such reports to the annual general meeting. He shall serve as chairperson of the Finance & Budget Committee.

Sec 5. An Extended Executive Committee shall include the immediate past president and the president elect to maintain continuity and to ease transition. The extended committee members shall have an advisory role.

Sec 6. Under circumstances such as delayed election, unavailability of election commissioner and or elected committee members for oath, the current executive committee shall continue to execute organizational matters until the new committee takes over.

Sec 7. The members of the executive committee shall:

  1. assist the President, Vice-President, General Secretary and Treasurer to accomplish their duties and functions.
  2. attend meetings of the executive committee and participate in all its activities.
  3. perform any other duties and/or responsibilities requested by the President.
  4. be accountable to the President and general council.

Sec 8. The executive committee shall:

  1. implement the constitution of the Association
  2. perform planning, management and execution of all activities of the Association
  3. hold Annual General Meeting and Annual Convention of the Association.
  4. adopt, amend and delete By-laws of the Association.
  5. conduct hearings for disciplinary actions.

Chapter IV: STANDING COMMITTEES

There shall be at least three standing committees:

    1. Communication and Entertainment Committee: This committee shall consist of at least five (5) members of the Association including the Vice President as its chairperson. Functions include, but not limited to, to publish newsletter, magazines and organize seminar and variety show at the annual convention.
    2. Membership & Organizing Committee: This committee shall consist of at least five (5) members of the Association including the General Secretary as the chairperson. Functions include, but not limited to, prepare upto date roster of members, find ways to increase the total number of members of the Association, to organize annual general meeting, annual convention and to maintain liaison with the other organizations.
    3. Finance & Budget Committee: This committee shall consist of at least three (3) members of the Association including the Treasurer as its chairperson. Functions include, but not limited to, to prepare annual budget of the association, recommend to the executive committee the fee for the membership dues, shall find ways to raise funds for specific purposes.

Chapter V: ADVISORY COMMITTEE

      1. In the absence of a functioning executive committee, an advisory committee will be responsible for taking the organization through the transition.
      2. This would include calling meeting of the general council, conducting election and maintaining regulatory obligations.
      3. If a situation arises when there is no clear guidance in the constitution and the executive committee is unable to decide on an issue, this committee shall provide non-binding advice to the executive committee.
      4. This committee shall consist of not more than seven members formed by the past elected officials of the organization. In order to maintain current perspective and neutrality, either the President, the Vice President or the General Secretary of the latest committees, excluding the immediate past committee, shall be invited to join this body.

Chapter VI: MEETINGS

      1. At least one general meeting shall be held in a calendar year.
      2. The executive committee shall hold at least four (4) meetings in a calendar year.
      3. Any member of the executive committee failing to attend two (2) consecutive meetings of the executive committee shall be subject to removal from the committee by a two-thirds vote of the executive committee, unless a satisfactory reason for such absence can be provided by the absentee. Such a member shall be entitled to notification by certified mail to appear at the meeting of the executive committee following such notification to offer a satisfactory explanation for his absence.

Chapter VII: QUORUM

      1. Attendance by one fourth of the active members shall constitute a Quorum for a general council meeting.
      2. Attendance by majority members of the executive committee and standing committee shall constitute a Quorum for such committee and meeting.
      3. Attendance by five members shall constitute a Quorum for an emergency meeting of the executive committee.
      4. In addition to face to face meetings, teleconferences, video conferences, web conferences and any other technology enabled conferences are considered acceptable forms of meeting.

Chapter VIII: ELECTION PROCEDURE

      1. A general election shall be held once in two years for the purpose of electing the President, Vice President, General Secretary, Treasurer and seven members of the executive committee. Such election shall be held in the first week of December of that election year.
      2. An election commission shall be nominated by the executive committee at least 60 days prior to that election.
      3. The election commission shall invite nominations from all active members of the Association at least 45 days prior to that election.
      4. Each nominee shall be proposed by an active member of the Association and endorsed by another active member.
      5. The executive committee shall provide the up to date list of the bonafide members of the Association to the election commission upon acceptance of their responsibility. The list shall be considered as final list for the election purpose.
      6. All nominations for election shall be submitted to the election commission at least 30 days prior to the election date.
      7. The eligible members shall elect one President, one Vice-President, one General Secretary, one Treasurer and 7 other members of the executive committee by casting their votes through ballots.
      8. Ballots for election shall be mailed to all eligible voters at least 15 days prior to the election date. The completed ballots should reach the election commission no later than 24 hours prior to the commencement of the election. The ballots can be mailed or self-delivered by the voters.
      9. The voting procedure may be waived for conduction the first election of the executive committee of the Association.
      10. Reasonable adjustments to the nomination and election procedure and timeline may be made by the election commission and or the executive committee upon consultation of the other body to accommodate unforeseen and unavoidable circumstances as long as it does not affect the opportunity to participate and hinder the election process.
      11. Consensus of the majority of the commission members is sufficient to decide and conclude the election.
      12. Election commission may seek administrative help from the executive committee if needed.
      13. The election commission shall be indemnified against any legal cost related to a dispute or civil action.

Chapter IX: DISCIPLINARY ACTION

A hearing shall be conducted by the executive committee for a disciplinary action leading to possible expulsion of a member. A member may be expelled from the Association by a two-thirds vote of the executive committee.

Chapter X: MISCELLANEOUS

      1. Fiscal year of the Association shall run from December 1 to November 30.
      2. Withdrawal of fund: Any check for the purpose of withdrawal of fund from the Association's account shall normally be signed by either of the two persons from the President, the Treasurer or the General Secretary.
      3. Gender: Whenever a word of masculine genders appears, it shall be considered, without prejudice, to include the feminine gender.
      4. Notices: The notice to convene various meetings are as follows:
        1. Notices for convening a general meeting shall be mailed at least 21 days prior to that meeting.
        2. Notices for convening a meeting of the executive committee shall be served at least 7 days prior to that meeting. The notices may be served either by mail, telegram, telephone, facsimile or email. A 24 hour notice will suffice to hold an emergency meeting of the executive committee.
        3. Notices for hearing of disciplinary actions shall be performed by certified mail at least 15 days prior to those hearings.
      5. In absence of both the President & Vice-President, the executive committee, with the majority of votes, shall decide who shall preside over the particular meeting.

Version 2.0, Revised January 10, 2010

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