FOUNDATION OF MICHIGAN ASSOCIATION OF PHYSICIANS FROM INDIA BY-LAWS

ARTICLE I

Name

The name of the Corporation shall be the Foundation of Michigan Association of Physicians from India, hereinafter referred to FOMAPI.

ARTICLE II

Purposes

The purpose or purposes for which the FOMAPI shall be organized and operated are as set forth, from time to time, in the Articles of Incorporation, as filed with the State of Michigan.

ARTICLE III

Board of Trustees

A. The FOMAPI shall be organized upon a directorship basis and the directors shall be designated as Trustees.

B. The Board of Trustees shall consist of a Chairperson, a Secretary-Treasurer and seven members, all of whom are elected and/ or nominated by the Governing Body of Michigan Association of Physicians From India (MAPI) - an organization registered under section 501(c)(6) of the Internal Revenue Code. The following rules for election/nomination of Trustees shall apply:

  1. Neither President nor the immediate past President of MAPI can be appointed as Chairperson or Secretary-Treasurer of FOMAPI.
  2. Both the President and immediate Past President of MAPI shall automatically become members of the Board of Trustees of FOMAPI.
  3. No member of the Governing Body of MAPI, other than the President, immediate Past-President and President-elect shall be elected/nominated to the Board of Trustees of FOMAPI.
  4. The appointment of nine members to the Board-of Trustees of FOMAPI by the Governing Body of MAPI shall be staggered by alternatively appointing five members in. even years and four members in odd years.
  5. The duration of the members of the Board of Trustees of FOMAPI shall be two years.
  6. For each year,. a Chairman and a Secretary-Treasurer shall be elected from among the nine Trustees for a duration of one year.
  7. No member of the Board of Trustees shall be eligible for the position of Chairperson, if he or she has already served as chairperson of FOMAPI for two terms.
  8. No member of the Board of Trustees shall be eligible for the position of Secretary-Treasurer if he/she has served as such for two terms.
  9. All appointments to Board of Trustees of FOMAPI which become due for the next year shall be made by the Governing Body of MAPI in its November meeting every year.
  10. The President-elect of MAPI shall serve on the Board of Trustees of FOMAPI as a non-voting, ex-officio member.

C. The policy making body subject only to the rules and regulations set forth from time to time, by the Governing Body of MAPI.

ARTICLE IV.

Duties of the Board of Trustees

A. Chairperson: The Chairperson is the presiding and executive officer of FOMAPI. 'The Chairperson is reponsible for implementing the policies laid down by the Board of Trustees as well as co-ordinating the activities of the Board of Trustees.

B. The Secretary-Treasurer: The Secretary-Treasurer is responsible for calling meetings, maitaining minutes of all meetings, and other records of FOMAPI.

In the absence of the Chairperson, the Secretary-Treasurer shall assume the role of Chairperson; and In addition, the Secretary-Treasurer is also responsible for maintaining accounts and periodically preparing Financial Statements and submitting them to the Board of Trustees at regular intervals. He shall arrange for the annual audit of the accounts in co-ordination with the Treasurer of MAPI and submit audited financial statements to the Secretary. of MAPI.

C. Members-at-Large: The seven members-at-large and the non-voting member shall participate actively in the operation of FOMAPI and assist the Chairperson and the Secretary-Treasurer in formulating and carrying out the policies, and objectives of FOMAPI.

ARTICLE V.

Termination of Trusteeship

A. Any elected or appointed Trustee shall cease to be a Trustee:

  1. Upon submission of a letter of resignation and acceptance by the Board of Trustees of FOMAPI in their regular meeting.
  2. If a Trustee fails to attend three consecutive meetings of the Board of Trustees.
  3. If a Trustee acts contrary to the By-laws of FOMAPI and the Board of Trustees approve such a termination after serving the concerned Trustee, a 30-day written notice.

ARTICLE VI.

Programs and Projects

A. FOMAPI can undertake such programs and projects outlined in the Articles of Incorporation and permissible under section 501(c)(3) of the Internal Service Code.

B. Each project/program proposal shall be examined by an independent review committee appointed by the Board of Trustees of FOMAPI and shall make its recommendations to the FOMAPI for its decision.

C. Any decision made by FOMAPI on any program or project, shall be considered and approved only if at least six voting members of FOMAPI agree with such decision.

D. FOMAPI shall report all its approved projects, programs and decisions thereon, to 'the Governing Body of MAPI for their final approval before they can be executed.

E. Reversal of any decisions of FOMAPI, by the Governing Body of MAPI shall require approval by at least two-thirds majority of Governing Body of MAPI.

F. Any disbursements exceeding $500.00 by FOMAPI shall require prior approval of the Governing Body of MAPI.

ARTICLE VI. Termination of Trusteeship

A. Any elected or appointed Trustee shall cease to be a Trustee:

  1. Upon submission of a letter of resignation and acceptance by the Board of Trustees of FOMAPI in their regular meeting.
  2. If a Trustee fails to attend three consecutive meetings of the Board of Trustees.
  3. If a Trustee acts contrary to the By-laws of FOMAPI and the Board of Trustees approve such a termination after serving the concerned Trustee, a 30-day written notice.

ARTICLE VII.

Accounts and Audit

A. The Secretary-Treasurer shall be responsible for proper maintenance of accounts on a timely basis.

B. The Fiscal year of FOMAPI shall be the calender year.

C. The Financial Statements of FOMAPI shall be audited annually on a calender year basis and the audited reports be approved by the Board of Trustees and submitted to the Governing Body of MAPI by the end of February, every year.

ARTICLE VIII.

Meetings and Minutes

A. The Board of Trustees of FOMAPI shall meet in the month of January every year and at least once every three months thereafter or more frequently if necessary.

B. The quorum for the meeting of the Board of Trustees of FOMAPI shell be the presence of at least 5 (five) voting members.

C. Voting by phone is permitted.

D. The Secretary-Treasurer shall maintain minutes of every meeting and all approved minutes of FOMAPI shall be sent to the Secretary of MAPI.

E. Notice of meetings of the Board of Trustees of FOMAPI may be given by the Secretary-Treasurer in writing, by telephone, or in person.

F. Waiver of the notice requirements may be made by any member of the Board of Trustees by actual attendance at a meeting for the purpose of conducting business and not protesting the absence of such notice.

ARTICLE IX. Amendments

A. The Articles of Incorporation and the By-Laws of FOMAPI may be amended, in whole or in part, at any regular or special meeting of the Board of Trustees; provided, however, each member of the Board of Trustees shall be given at least five (5) days' notice of such meeting by mail, together with a copy of the proposed Amendment. All such Amendments shall be approved by at least six (6) voting members of the Board of Trustees.

B. Any Amendments approved by the Board of Trustees of FOMAPI shall be valid only upon ratification by the Governing Body of MAPI by a two-thirds majority.

ARTICLE X.

Gifts Accessions

A. FOMAPI, through its Board of Trustees, may accept gifts of money, real or personal property or other thigs which shall' be used to carry out the charitable purposes of the Corporation.

B. FOMAPI shall not accept any gift of money 'or property for any purposes upon any agreement, condition or stipulation from which the Corporation may not be released by returning or offering to return such gift to the donor, or in the event the donor is deceased, to the person Who would be entitled to receive the same if such donor had died in possession thereof.

C. All gifts for special purposes of the FOMAPI or with conditions attached thereto, shall be approved by the Board of Trustees prior to acceptance thereof, and shall be accepted subject to such restrictions and as set forth in the Articles of Incorporation for the method of financing the operation and activities of the Corporation.

ARTICLE XI.

Restrictions

FOMAPI shall not carry on any activities not permitted to be carried on by an organization exempt under section 501(c)(3) of the Internal revenue Code.

ARTICLE XII.

Dissolution

Upon dissolution of FOMA for any reason, remaining assets if any, shall be distributed to another organization that has similar objectives and is exempt under section 501(c)(3) of the Internal Revenue Code.

 


 

ATTACHMENT A

ARTICLE II.

The purpose for which the Corporation is organized is to receive and administer funds for:

1. Public welfare activities including but not limited to, providing specialized and/or preventive health care to the needy people in India and to the people of Indian origin who are already in the U.S.A., temporarily or permanently.

3. Educational projects in the U.S. and in India which facilitates research leading to cure of deseases and to establish and/or assist established health care institutions providing necessary health care for the needy and destitute.

4. Other educational, charitable and public welfare activities.

5. Any other lawful activities.

 


 

ATTACHMENT B

ARTICLE III.

2. The Corporation is to be financed under the following general plan.:

Funds for the general activities of the Corporation, shall be raised and expended on a current basis from unrestricted contributions from the public at large, other charitable foundations or organizations, governmental grants and all other lawful sources. Such funds shall be designated current unrestricted funds.

The Board of Trustees may also accept gifts, grants or bequests, other than endorsements funds, which are available for expenditure by the corporation subject to restrictions imposed by the grantor or donor and shall be designated as Restricted Funds.

The Board of Trustees may designate portions of the Current Unrestricted Funds of the Corporation for any specific purpose, project or investment as an aid in the planning of expenditures and conservation of assets.

The Board of Trustees shall arrange for preparation and approval of a budget for each fiscal year to finance the current activities of the Corporation.

The real property, buildings, and improvements and tangible personal property of the corporation, if any, used in carrying out Its charitable purposes shall be accounted for in a fund which shall be designated as the Plant Fund.

The Trustees of the Corporation shall use, apply, invest or re–invest the principal and/or income from such property sole;y to carry out the charitable purposes of this Corporation.

 


 

ATTACHMENT C

ARTICLE VI

No part of the net earnings of the Corporation shall inure directly or indirectly to the benefit of or be distributable to its members, trustees or officers, or to any individual, but the Corporation shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments

 


 

ATTACHMENT D

ARTICLE VII.

The term of this Corporation shall be perpetual.

ARTICLE VIII.

Solely to achieve the charitable purposes set forth herein, the Corporation is Authorized and empowered to exercise all rights and powers -conferred by the Laws of the State of Michigan and the Michigan Non•Profit Corporation Act, being Act #162 of the Public Acts of 1982, so long as such exercise shall not contravene any of the restrictions on corporate actions in these Articles.

ARTICLE IX.

Any reference in these Articles to a Section in the Internal Revenue Code shall be interpreted to include a reference to the corresponding provisions of any applicable future United States Internal Revenue Code. Any reference in these Articles to the Michigan Non-Profit Corporation Act shall be interpreted to include a reference to the corresponding provisions of any applicable future Michigan statute affecting non-profit corporations.

ARTICLE X.

The meetings of Trustees, Endowment Trustees and Officers and the election of Trustees, Endowment Trustees, and Officers, establishment of committees, and other matters regarding the operation of the Corporation, not specified in these Articles, shall be as provided in the By-Laws of the Corporation as established and amended from time to time by the Trustees of the Corporation.

 


 

AMENDMENT OF BY-LAWS – ARTICLE IX

MAPI CHARITABLE CLINIC / CLINICS

• Goals and objectives of MAPI charitable clinic: To provide health care services to the members of the community who are uninsured and are in need of health care.

• FOMAPI chair in conjunction with MAPI president and MAPI president-elect will appoint chairperson for MAPI charitable clinic / clinics who is also a member of the FOMAPI board. The appointment shall be for one year. Same person can be appointed again for an additional year with the approval of FOMAPI Board and MAPI Governing Council.

• MAPI charitable clinic chairperson in conjunction with FOMAPI chairperson will appoint a committee of not more than ten members. The appointment of these ten members shall be for two years and their terms shall be staggered by alternatively appointing five members in even years and five members in odd years. All members shall be dues-paid members of MAPI. This committee will have the overall responsibility for managing the clinics. This committee could enlist non¬MAPI members to serve as non-voting advisors.

• A member of the MAPI charitable clinic committee shall be appointed as a treasurer for the clinic operation. Chairperson of the clinic committee in conjunction with the FOMAPI chairperson shall appoint the treasurer. The treasurer will report to the clinic committee as well as to the FOMAPI treasurer. The treasurer of the clinic operation will be someone other than the FOMAPI treasurer.

• To ensure ongoing communication with the MAPI leadership, the MAPI charitable clinic chairperson will report the status of the clinics once a quarter at the MAPI Governing Council.

FOMAPI will have the responsibility for funding the clinic operations. All donations for the clinics will be handled through FOMAPI.

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