SARGAM-Constitution and Bylaws-Revised

A 501 (c) 3 Non-Profit Public Charity Organization

CONSTITUTION AND BYLAWS of Sacramento Regional Association of Malayalees ARTICLE I PREAMBLE SACRAMENTO REGIONAL ASSOCIATION OF MALAYALEES is a social and cultural association organized by enterprising people of Kerala (Southern Indian State) settled in the greater Sacramento area, to promote and foster inter-country relationships and goodwill in social and cultural areas. This corporation is organized and operated exclusively for Public and Charitable Purposes. ARTICLE II NAME The name of the organization shall be Sacramento Regional Association of Malayalees, henceforth referred to as SARGAM. ARTICLE III LOCATION AND ADDRESS Pending the establishment of a permanent office, the interim address of SARGAM shall be the address of the current President. ARTICLE IV JURISDICTION The area of operation of SARGAM shall extend to the Greater Sacramento. The Greater Sacramento area, is a combined statistical area consisting of several metropolitan statistical areas and seven counties in Northern California, namely Sacramento, Yolo, El Dorado, Placer, Sutter, Yuba, and Nevada counties. ARTICLE V AIMS AND OBJECTIVES SARGAM shall be a non-profit, non-religious and non-political cultural association. The primary aim of the association is to provide a forum for people originally from the state of Kerala, India (commonly called \"Malayalees\" by the language spoken, Malayalam), currently living in the Jurisdiction indicated in Article IV, to gather for social, cultural and sports activities. The association may organize sports, cultural and/or social activities in collaboration with other similar non-profit organizations within the United States of America and other countries, to foster Indian culture. SACRAMENTO REGIONAL ASSOCIATION OF MALAYALEES (SARGAM), CONSTITUTION AND BYLAWS 1

The objectives are as follows: 1. To provide an avenue to present, educate and promote the art and culture of Kerala 2. Provide an avenue for the next generation children of Malayalees to continue to be in touch with their native language, state, country, history, culture, and traditions. 3. To provide training in language, music, dance, and other art forms that are unique to the heritage of Kerala when relevant needs arise, and resources are available. 4. Meet to celebrate major Kerala, Indian and other international festivals including but not limited to Onam, Christmas, Kerala Piravi (the day the State of Kerala was officially formed), social gathering, etc. 5. Meet to celebrate other events including but not limited to Indian Independence Day, Picnic Day, etc. 6. Develop close working relationships between other Indian Associations and charity organizations that share similar interests. Work with these groups to identify any areas of common concerns for this community and work with such groups to achieve any common goals. 7. Provide a common voice for Malayalees in this region to express their opinions and inputs into other organizations when and if the need arises. 8. To act as an agency for collection of funds and mobilization of other forms of assistance and support for humanitarian and charitable causes. To transmit such funds and assistance to the distressed and deserving areas and people, irrespective of their background, ethnicity, or national origin. 9. Identify and undertake programs, which will benefit local communities while providing an opportunity for the Malayalees to share their unique culture of caring for friends and neighbors amongst the local communities. 10. To organize and provide other services and activities as shall be decided by the Executive Board allowed under 501(c)3 guidelines. 11. No substantial part of the activities of this corporation shall consist of carrying on propaganda or otherwise attempting to influence legislation, and the corporation shall not participate or intervene in any political campaign (including the publishing or distribution of statements) on behalf of any candidate or party for the public office. 12. Upon the dissolution or winding up of the corporation, its assets remaining after payment or provision for payment, of all debts and liabilities of this corporation shall be distributed to a nonprofit fund, foundation, or corporation which is organized and operated exclusively for public and charitable purposes meeting the requirements of Revenue and Taxation Code sections 214 and which has established its tax-exempt status under IRC Section 501(c) (3). 13. SARGAM is a non-political organization. However, elected public officials may be invited to various functions as a gesture of respect and recognition. Elected officials or candidates cannot use the SARGAM platform or events for political campaigns. 14. SARGAM is a non-religious organization. However, religious leaders may be invited to various functions as a gesture of respect and recognition. Religious leaders cannot use the SARGAM platform or events for promoting religious activities. ARTICLE VI NONPROFIT TAX-EXEMPT STATUS SARGAM is a tax-exempt organization, operated exclusively for Public and Charitable purposes, under Internal Revenue Code (IRC) and section 501(c)(3). SARGAM is exempt from federal income tax and donors can deduct contributions they make to SARGAM under IRC SACRAMENTO REGIONAL ASSOCIATION OF MALAYALEES (SARGAM), CONSTITUTION AND BYLAWS 2

Section 170. SARGAM is also qualified to receive tax-deductible bequests, devises, transfers, or gifts under Section 2055, 2106, 2522. The charity activities can include but are not limited to, activities such as providing financial and other forms of assistance to victims of natural disasters, pandemics, etc. SARGAM may also contribute means of assistance to other charitable organizations by organizing charitable events such as donations of household items. SARGAM may conduct/organize or support fundraising events irrespective of ethnicity and national origin. SARGAM may partner with other non-profit organizations for fundraising as described above. ARTICLE VII MEMBERSHIP Membership: SARGAM membership is entitled to a family, covering all the members of the family which includes the head of the household and the dependents. To become a member of SARGAM, one shall submit the membership form available on www.sargam.us. Alternatively, a person may also submit a request by email communication, or in writing to the Secretary, for membership. The membership fee will be collected at the time of submitting the membership form. Requests for new membership will be reviewed and approved by the Executive Board. Membership Eligibility: The following requirements must be met, by at least one individual of the family, to obtain a SARGAM membership. 1. Must reside within the physical jurisdiction as stated in ARTICLE IV and 2. Must be at least eighteen (18) years of age and 3. Must supports the aims and objectives, policies, and interests of SARGAM and 4. Must be of Kerala heritage or has lived in Kerala or is a descendent of Keralites or speaks Malayalam or has family ties or cultural connections to Kerala. Non-voting membership may be made available to persons under the age of eighteen (18) with written consent from an adult guardian. Membership Fees: SARGAM’s annual membership fee is $25. The Executive Board may advise a change in membership fees as needed and submit for a simple majority (51% of members present at the time of the meeting) approval from the General Body. Membership in SARGAM is based on the calendar year (January 01st -December 31st). The submitted membership fee of an approved application is not refundable in the event the membership is terminated due to any reason as stated below. Membership in SARGAM includes: 1. Each SARGAM member, above the age of 18 years old, is eligible to be nominated for a position in the SARGAM committee while abiding by ARTICLE XIV. 2. Each family is entitled to up to 2 votes and both must be above the age of 18 to be eligible to vote on any SARGAM matter. SACRAMENTO REGIONAL ASSOCIATION OF MALAYALEES (SARGAM), CONSTITUTION AND BYLAWS 3

3. Membership must be taken by the nomination deadline to become eligible to vote or submit nomination or be a candidate for the election process. 4. All members of the family of a SARGAM member shall have the right to participate in all activities of SARGAM. 5. A SARGAM member may speak at public forums on behalf of SARGAM only with written approval from the Executive Board. 6. A SARGAM member may pay discounted ticket prices for events, if available. 7. A SARGAM member may submit a written grievance related to membership to the Secretary as noted in ARTICLE XVI. Termination of SARGAM membership: Membership in SARGAM shall be considered terminated if one or more of the following occurs: 1. On the death of both the heads of the household, the SARGAM membership for the family will terminate at the end of the calendar year, 2. Convicted of a crime or conduct an activity that is against SARGAM Constitution and Bylaws, 3. The member provides a written request for termination to the Secretary, 4. The member refuses to support the aims and objectives, policies, and interests of SARGAM, 5. The member displays an act that includes but is not limited to misconduct, disruption of regularly scheduled meetings, and unprofessional or unethical behavior. The Executive Board is responsible to review each case when a termination of membership is needed. General Body: The General Body comprises all active SARGAM members. The General Body shall meet a minimum of one time annually. All decisions taken by the General Body shall be approved by a simple majority of members present at the meeting. ARTICLE VIII GOVERNING BOARD OF SARGAM The governing body of SARGAM referred to as “BOARD”, comprises the Executive Board and Committee members. 1. The term of the BOARD is two (2) consecutive years. The fiscal year of SARGAM shall begin on the first of January and end on the thirty first of December of each year. 2. All BOARD members are expected to perform all duties and responsibilities collectively or individually as described in the Constitution and Bylaws of SARGAM. 3. All BOARD members must maintain active membership status during their office term. 4. All BOARD members are expected to put the interest of the community and SARGAM above their personal interest. 5. An Executive Board member cannot hold the same position for more than one term. 6. No BOARD member of SARGAM shall be paid any salary or any other type of compensation or remuneration for his or her services. 7. No BOARD member of SARGAM shall be personally liable for the debts, liabilities, or other obligations on behalf of SARGAM. 8. In an event of personal, willful, or criminal misconduct, gross negligence, or reckless conduct, the BOARD member shall be placed on excused absence from their position on SACRAMENTO REGIONAL ASSOCIATION OF MALAYALEES (SARGAM), CONSTITUTION AND BYLAWS 4

the BOARD until a decision/judgment has been reached. If the BOARD member is found guilty of the charges, then the interim vacancy process will begin. The investigation shall be conducted by an independent panel of three people, who are not part of any committee but are active SARGAM members prior to the occurrence of the incident. The panel will be selected by a simple majority vote of the Executive Board. The investigation process must be completed within 60 calendar days from the time the alleged incident occurred. The panel must submit a report to the Executive Board, which shall be forwarded to General Committee. Both boards shall approve the disciplinary action by simple majority, and it will be the final decision. Then, general body shall be informed of the action via email. The entire process including investigation, reporting to the Committee, and informing the General body must be completed within 120 calendar days from the time the alleged incident occurred. Executive Board: The Executive Board comprises a Chairperson, a President, a Vice-President, a Treasurer, a Secretary, a Joint Secretary and a Joint Treasurer. At least one of the Executive Board positions shall be occupied by a woman. Committee Members: Committee comprises members that include but are not limit to Area Representatives, Cultural Coordinators, Sports and Games Coordinators, Technical Team Members etc. At least one of the Committee members shall be a woman. The number of Committee members may be changed by amending the Constitution and Bylaws of SARGAM with an approval from the General body. Interim Vacancies: 1. If the Chairperson position becomes vacant before the end of the term, the immediate past Chairperson will assume all duties and responsibilities of the Chairperson for the remaining term of office. If the immediate past Chairperson is unable to take the Chairperson position, then the Executive Board shall appoint the previous Chairperson in chronological order to that position. 2. If the President’s position becomes vacant before the end of the term, the Vice President will assume all duties and responsibilities of the President, for the remaining term of office. 3. If the Secretary position becomes vacant before the end of the term, the Joint Secretary will assume all duties and responsibilities of the Secretary, for the remaining term of office. 4. If the Treasurer position becomes vacant before the end of the term, the Joint Treasurer will assume all duties and responsibilities of the Treasurer, for the remaining term of office. 5. If the Vice-President, Joint Secretary and/or Joint Treasurer position becomes vacant ninety (90) days or more before the end of the term, then the following procedure shall be followed to fill the vacant position(s) with eligible Committee members to such position(s) for the remaining term period. a. The Secretary, with approval from the Executive Board, shall inform the current committee members, requesting a written response of interest for the position, within fourteen (14) calendar days. If more than one eligible response is received, then the committee, excluding the candidates, will vote to select the final office bearer. In an event there is a tie in the number of votes, then the candidate will be chosen via lottery. b. If no response is received from the current Committee members, then the Executive Board will authorize the previous election commission to invoke the election process. SACRAMENTO REGIONAL ASSOCIATION OF MALAYALEES (SARGAM), CONSTITUTION AND BYLAWS 5

6. If any position, except the President, Secretary, and Treasurer positions, become vacant in less than ninety (90) days before the end of the term, such positions may be left vacant for the remaining term of office. 7. If an Area Representative(s) becomes vacant ninety (90) days or more before the end of the term, then with the Executive Board’s approval, the Secretary shall send an email to the active SARGAM members requesting nominations. In an event there are more than one nomination received, then the Secretary shall send an email with voting options to the SARGAM members, through which the vacant position will be filled. 8. The final decision of filling a vacant position shall be informed to the active members via email. 9. If an interim vacancy is filled by a member, with less than 6 months to end the term, that member shall be eligible to be nominated for the same position in the future terms. ARTICLE IX DUTIES AND RESPONSIBILITIES OF THE EXECUTIVE BOARD The Executive Board shall: 1. Be responsible for routine operations of the SARGAM, which has been approved by the full membership. 2. Present all the activities of SARGAM to the committee members during the scheduled meetings and to the general membership during the General Body. 3. Accept on behalf of SARGAM directly or indirectly, contributions from any individual or organization and/or incur expenditures or both, for an exempt function, 4. Employ or discharge any agents or contractors for a SARGAM event, 5. Prescribe the duties and fix the compensation of any agents and contractors for a SARGAM event, 6. Approve membership request or terminate a member as described in Article VII, 7. Supervise all officers, agents, and contractors of SARGAM to assure that they perform their duties and responsibilities in compliance with and due consideration of the Articles of Incorporation and the Constitution and Bylaws of SARGAM, 8. Formulate and disseminate policies and procedures for SARGAM and submit them for simple majority approval by General Body, 9. Meet at such times and places as required by the Constitution and Bylaws, 10. Form Ad-hoc Committees and Sub-Organizations as needed. Examples include but are not limited to Public Relations, Charity, Women’s Forum, Youth Forum, etc. 11. Appoint Chairs/Coordinators of Ad-Hoc Committees and Sub-Organizations. 12. All requests from the Ad-Hoc committee need approval from the Executive Board. 13. Override any decisions made by the Ad-Hoc committee if needed. 14. Terminate or dissolve Ad-Hoc Committee as needed. 15. A person holding an Executive officer position in another cultural or sports organization (religious organizations are exempted from this rule), that has similar objectives and/or purpose as SARGAM and is responsible for duties like Executive Board duties of SARGAM, shall not hold an Executive Board position in SARGAM. 16. In an event there is a conflict among the Executive Board members and the voting ends up as a tie, then the President will make the final decision. 17. No two SARGAM members from the same family shall serve in the Executive Board of SARGAM during the same term. SACRAMENTO REGIONAL ASSOCIATION OF MALAYALEES (SARGAM), CONSTITUTION AND BYLAWS 6

ARTICLE X EXECUTIVE BOARD As part of the BOARD, SARGAM shall have an Executive Board. The Executive Board comprises a Chairperson, a President, a Vice-President, a Treasurer, a Secretary, a Joint Secretary and a Joint Treasurer. To advance equitable gender representation, at least one of the Executive Board positions shall be occupied by a woman. The Chairperson shall be the Immediate Past President. Conflicts of Interest The purpose of the Conflict-of-Interest policy is to protect the Corporation/Organization's interest when it is contemplating entering into a transaction or arrangement that might benefit the private interest of one of its officers or directors, or that might otherwise result in a possible excess benefit transaction. This policy is intended to supplement but not replace any applicable state and federal laws governing conflict of interest applicable to nonprofit and charitable corporations/organizations and is not intended as an exclusive statement of responsibilities. Whenever a director or officer has a financial or personal interest in any matter coming before the board of directors, the board shall ensure that: 1. The interest of such an officer or director is fully disclosed to the board of directors. 2. No interested officer or director may vote or lobby on the matter or be counted in determining the existence of a quorum at the meeting of the board of directors at which such matter is voted upon. 3. The minutes of meetings at which such votes are taken shall record such disclosure, abstention, and rationale for approval. 4. In the event an officer of SARGAM violates this policy, the officer will be removed from the position and relieved of duties with effect immediately. Indemnity from Liability: Indemnity assures that the officers of the organization are protected against the expenses, fines, settlements, lawsuits, judgements and other liabilities that were incurred during the regular business activities of the organization in which the officers became involved due to the fact that they are or were the agents of the organization. 1. The officers of SARGAM are deemed to be merely agents of the organization and therefore not personally liable on the contracts made on behalf of the organization. 2. Officers of SARGAM who act in good faith are immune from liability in any civil actions brought against SARGAM, while serving in their official capacities. 3. This immunity statute does not limit liability for willful misconduct or a knowing violation of the criminal law. 4. Personal liability can arise when the officer intentionally agrees to contract liability (guarantee co-signing, intentional co-signature) or unintentionally agrees because of inadequate disclosure. 5. Officers should sign contracts using both their names and their positions. DUTIES OF THE CHAIRPERSON: 1. This is the only Executive Board position that is not elected by general members. 2. The duties and responsibilities of this position include but are not limited to leading the Election Commission. 3. Represent SARGAM at outside organization and promote SARGAM’s goals 4. Responsible for overseeing the compliance of this organization SACRAMENTO REGIONAL ASSOCIATION OF MALAYALEES (SARGAM), CONSTITUTION AND BYLAWS 7

5. Responsible for ensuring that SARGAM committee and its members are in conformance with the law as well as the Constitution and Bylaws of SARGAM. 6. Ensures that the governing board upholds the interests of the public and the foundation on which the SARGAM objective is built. 7. Shall provide guidance in interpreting the Constitution and Bylaws of SARGAM 8. Attend a minimum of 80% of all scheduled meetings. 9. Holds the position of Election Commission Chair. 10. Provide support and assistance to the Committee for all SARGAM activities. 11. At the end of the term, the Chairperson is responsible for transitioning current duties and responsibilities to the upcoming Chairperson. DUTIES OF THE PRESIDENT 1. Shall be the Chief Executive Officer of SARGAM. 2. Shall supervise and oversee the affairs of SARGAM and the activities of the BOARD. 3. The President or the Vice President (in the absence of the President) or the designee (in the absence of the President and Vice President) shall preside over the meetings, act as a parliamentarian, and assure Roberts Rule of Order at meetings. 4. Shall be one of the two signers of the bank account. 5. Shall have the contract signature authority on behalf of SARGAM 6. Attend a minimum of 80% of all scheduled meetings. 7. Provide support and assistance to the Committee for all SARGAM activities. 8. At the end of the term, the President is responsible for transitioning current duties and responsibilities to the upcoming President. DUTIES OF THE VICE PRESIDENT 1. The Vice-President will assume responsibilities of the position in the absence of the President. 2. The Vice President shall fulfill other duties with the President when needed or as directed by the Executive Board. 3. Responsible for maintaining inventory of SARGAM assets. 4. Attend a minimum of 80% of all scheduled meetings. 5. Provide support and assistance to the Committee for all SARGAM activities. 6. At the end of the term, the Vice President is responsible for transitioning current duties and responsibilities to the upcoming Vice President. DUTIES OF THE SECRETARY 1. Maintain the latest version of the Constitution and Bylaws of SARGAM on the website. 2. Maintain official records of SARGAM and must be following all regulatory requirements. 3. Responsible for maintaining the historical documents. 4. Responsible for releasing any Public Record Act (PRA) request. 5. Maintain the online access information for financial accounts. 6. Maintain access information for all online cloud infrastructure. 7. Shall schedule and run all General Committee meetings. 8. Shall generate the meeting agenda for all general Committee meetings. 9. Shall provide required annual documentation to SOS, IRS, and other Government agencies as needed. SACRAMENTO REGIONAL ASSOCIATION OF MALAYALEES (SARGAM), CONSTITUTION AND BYLAWS 8

10. All meeting details must be maintained in the meeting minutes. This should include but be limited to attendance, venue, date and time of the meeting, approval of past minutes, agenda items, discussion points, votes gathered, action items. 11. Provide all meeting minutes to members of the General Committee, 12. Provide an updated membership list to the Election Commission at the time of General Election. 13. File all legal paperwork which includes but not limited to tax filing, Secretary of State annual update, etc. 14. Attend a minimum of 80% of all scheduled meetings. 15. Provide support and assistance to the Committee for all SARGAM activities. 16. At the end of the term, the Secretary is responsible for transitioning current duties and responsibilities to the upcoming Secretary. DUTIES OF THE JOINT SECRETARY 1. The Joint-Secretary will assume responsibilities of the position in the absence of the Secretary. 2. The Joint-Secretary shall fulfill other duties with the Secretary when needed or as directed by the Executive Board. 3. Attend a minimum of 80% of all scheduled meetings. 4. Provide support and assistance to the Committee for all SARGAM activities. 5. At the end of the term, the Joint Secretary is responsible for transitioning current duties and responsibilities to the upcoming Joint Secretary. DUTIES OF THE TREASURER 1. Shall be one of the two signers of the bank account, 2. Maintain the online access information for financial accounts, 3. Shall maintain SARGAM financial records 4. Deposit all such funds in the name of SARGAM in such banks, trust companies, or other depositories as determined by the BOARD, 5. Authorized to receive funds on behalf of SARGAM, 6. Authorized to disburse funds of SARGAM as directed by the BOARD, after obtaining receipts or written statements for such disbursements 7. Any financial transactions for an amount above $500 must be approved by the Executive Board. 8. Provide documents to the Auditor for auditing purposes 9. Present financial reports in committees as needed 10. Present annual financial report at the General Body 11. Assist the Secretary with tax filings and all other legal documents preparation 12. Attend a minimum of 80% of all scheduled meetings. 13. Provide support and assistance to the Committee for all SARGAM activities. 14. At the end of the term, the Treasurer is responsible for transitioning current duties and responsibilities to the upcoming Treasurer. DUTIES OF THE JOINT TREASURER 1. Shall validate the information on the treasurer’s report and co-sign the document. 2. Shall assume responsibilities of the position in the absence of the Treasurer. SACRAMENTO REGIONAL ASSOCIATION OF MALAYALEES (SARGAM), CONSTITUTION AND BYLAWS 9

3. Shall fulfill other duties with the Treasurer when needed or as directed by the Executive Board. 4. Attend a minimum of 80% of all scheduled meetings. 5. Provide support and assistance to the Committee for all SARGAM activities. 6. At the end of the term, the Joint Treasurer is responsible for transitioning current duties and responsibilities to the upcoming Joint Treasurer. Power Transfer & procedures A smooth transition of all SARGAM orders of business must be facilitated by the outgoing President. A proper handing and taking over of the business records, financial accounts, assets, and properties of SARGAM shall take place between the outgoing and the incoming Executive Board within 30 calendar days of commencement of the new committee. This shall include but is not limited to all hard copies, online documents, website information along with username and password. The new incoming Secretary shall file required forms with government agencies and financial institutions within 60 calendar days of commencement of the new committee to update the official information of SARGAM and update passwords for all accounts. ARTICLE XI COMMITTEE MEMBERS Committee: 1. The total number of Committee members shall not exceed 14. 2. To advance equitable gender representation, at least one of the Committee members shall be a woman. 3. The Committee comprises the following categories: a. Ten Area Representatives which includes: i. Folsom/El Dorado (3) ii. Roseville/Rocklin/Lincoln/Granite Bay/Yuba (3) iii. Sacramento/Natomas/Davis/West Sacramento (1) iv. Elk Grove/Lodi (2) v. Rancho/Citrus heights/Orangevale/Gold River (1) b. Two Cultural Coordinators c. One Sports and Games Coordinator d. One Technology Lead 4. A committee member will be considered of good standing if: a. A minimum attendance of 70% of all scheduled meetings is met b. And perform assigned roles and responsibilities during the term 5. In an event a committee member remains absent for 3 consecutive meetings and has not informed the Secretary about the absence prior to the meetings, then the Secretary must send a written communication to the committee member. In the written communication, the committee member must be informed that the uninformed absence will render the committee member as not meeting the good standing requirement which is needed for being nominated into the Executive position for the future terms. 6. All members of the Committee must be active SARGAM members. 7. Provide support and assistance to the Committee for all SARGAM activities. 8. No two SARGAM members from the same family can be on the Committee during the same term. SACRAMENTO REGIONAL ASSOCIATION OF MALAYALEES (SARGAM), CONSTITUTION AND BYLAWS 10

Ad-Hoc Committee: 1. The Executive Board shall appoint Chairs/Coordinators of Ad-Hoc Committees from the committee members. 2. The Ad-Hoc Committee chair shall report to the Executive Board. 3. Ad-Hoc Committee Chair may add additional members into the Ad-Hoc Committee as needed, with the approval of Executive Board. 4. All Ad-Hoc committees formed under SARGAM, if needed, may submit a rule/guideline document to the Executive Board for approval. 5. All Ad-Hoc committee members must be active SARGAM members. Sub Organization Governing Body: 1. The Executive Board shall appoint Chairs/Coordinators of Sub-organizations from the committee members. 2. The Sub-Organization’s Chair shall report to the Executive Board. 3. The Sub-Organization’s Chair may add additional members who are active SARGAM members, into the sub-organization governing body as needed, with the approval of Executive Board. 4. All Sub-Organizations formed under SARGAM, if needed, may have an independent Bylaw document and/or a rules/guideline document in addition to the Constitution and Bylaws of SARGAM. This additional Bylaws of the sub-organization maybe written with more stringent rules. Independent bylaws and Rule/guideline documents must be approved by the Executive Board. ARTICLE XII REMOVAL OF BOARD MEMBERS Any of the BOARD members may be removed from his/her position, for any the following reasons: 1. Unable to function in the position or 2. Does not perform the assigned/expected voluntary tasks in a timely manner or 3. Refuse to perform such tasks or 4. Acts against the Constitution and Bylaws of SARGAM or 5. If convicted of crime or 6. Any other reason determined by the General Body as appropriate and necessary In the event a conflict arises among the BOARD members, the Chairperson is responsible to resolve the conflict within the confines to the SARGAM Constitution and Bylaws. To remove a member from the office, it must be approved by the General Body with a two third majority of the members present. ARTICLE XIII AUDITOR The SARGAM Auditor conducts financial audits and makes recommendations to strengthen accountability and improve the efficiency and effectiveness of SARGAM. The term of the Auditor runs concurrently with the BOARD. The Auditor is not part of any committee; however, the Auditor can be invited to any of the BOARD meetings as needed. The Auditor shall be elected/nominated at the time of the general election, following the same election/nomination process of the General Committee members. The candidate for the position of SACRAMENTO REGIONAL ASSOCIATION OF MALAYALEES (SARGAM), CONSTITUTION AND BYLAWS 11

Auditor is preferred to have an education related to accounting or training that qualifies to perform the duties of an Auditor. During the election process, in an event more than one candidate has been nominated, the election commission shall evaluate the minimum qualification required and select based on simple majority. The Audit process: 1. The Auditor must notify the Executive Committee about the commencement of the audit process with an advanced notice of 2 weeks. 2. Executive committee must provide all the requested records. 3. Auditor must submit the draft audit report to the Executive Committee for feedback. 4. The final report must include responses from the Executive Board to the initial audit finding. 5. The Auditor must present the final audit report to the General Body. ARTICLE XIV ELECTIONS Election Commission: 1. The BOARD with the advice and consent of the Executive Board shall appoint an Ad-Hoc Election Committee, composed of no less than three members of good standing. 2. The Election commission shall include the current Chairperson as Election Commission Chair, the immediate past Chairperson, and the current President. 3. All election commissioners must be active SARGAM members. 4. In an event, the immediate past Chairperson is unable to fulfill the position of Election Commission, then the person who is immediately preceding past chairperson will be appointed as the Election commissioner. 5. Members of the Election commission or their families are not eligible to nominate or be nominated during the nomination process. 6. Members of the Election commission or their families are eligible to vote. Positions: 1. All Executive Board positions except Chairperson requires a nomination. The Chairperson is a non-elected position and the President serving the current term will naturally progress to be the Chairperson for the next term. 2. Nominations shall be requested for the following Executive Board positions: ○ President ○ Vice President ○ Secretary ○ Joint Secretary ○ Treasurer ○ Joint Treasurer 3. All Executive Board candidates must have previously served on the SARGAM Committee for at least 4 years and must meet the good standing criteria as indicated in ARTICLE XI. 4. A candidate for the position of President and Secretary must have served on the Executive Board for at least one term. 5. All Executive Board candidates must have previously served as Chair of at least one Ad- Hoc committee that includes but is not limited to Women’s Forum, Youth Forum, Cultural Coordinator, Sports Coordinator, Competitions, Karshakasree, Utsav etc. SACRAMENTO REGIONAL ASSOCIATION OF MALAYALEES (SARGAM), CONSTITUTION AND BYLAWS 12

6. A person holding an Executive officer position in another social, cultural or sports organization, that has similar objectives and/or purpose as SARGAM and is responsible for duties like Executive Board duties of SARGAM, shall not be eligible to be a candidate for an Executive Board position in SARGAM. 7. In the event, a woman candidate is not nominated, the Election Commission shall send out another request to the general membership. 8. Only one person from a family can hold a position on the SARGAM General Committee. 9. An Executive Board member cannot hold the same position for more than one term. 10. A person who has served the President’s position for one term cannot be nominated for any other positions on the Executive Board. Nomination process: 1. The Election commission shall send out a request for nominations from general membership via a nomination form, by June 1st of the second year of the term (henceforth referred to as election year). 2. The nominations must be submitted using the link provided by the election commission. Verbal nominations or nominations via email shall be rejected. 3. The nominator and the candidate being nominated must be SARGAM members of good standing by the end of nomination deadline. 4. A SARGAM member shall self-nominate themselves for a position that they are eligible for. 5. All nominators and candidates being nominated must be at least 18 years old. 6. The nominator must nominate at least one woman to the Executive Board position. 7. The nomination process shall be concluded within 30 calendar days of the initial communication to the general membership. 8. The candidate for any committee position must be a legal resident of the jurisdiction as stated in Article IV for at least 2 years before being nominated. 9. Family members of the Election commission are not eligible to submit a nomination or be nominated for any position on the SARGAM General Committee. 10. A person who has served the President’s position and/or Chairperson position for one term cannot be nominated into the General Committee. Vetting Process: 1. Nominations must be received to an email account that only the election commission will have access to. 2. As soon as the nomination process is closed the vetting process will commence. 3. Once the nominations are received, all the nominators and candidates must be verified for the membership status and eligibility criteria. 4. Candidates that do not meet the eligibility criteria will be eliminated from the further processes. 5. All three commissioners must be present to inform the candidates of the nomination received. 6. The vetting process must be concluded within 30 calendar days of closing of the nomination process. 7. In an event, there are more than one contestant for any Executive position, after the vetting process is complete, by August 15th, the Election Commission will inform the Executive Board that an election will be needed. 8. The Executive Board shall approve a budget for conducting elections. SACRAMENTO REGIONAL ASSOCIATION OF MALAYALEES (SARGAM), CONSTITUTION AND BYLAWS 13

9. In an event, that all positions are filled uncontested, after the vetting process, the Election Commission will inform the Executive Board of the result. 10. If there is no need for an election, the Executive Board must announce the result to the General membership via a general body by September 30th of the election year or during the Onam program, whichever occurs first. Election process: 1. The Executive Board shall adopt an established electronic voting system and process. 2. The election process will commence by sending out notification to the general membership. 3. The Executive Board shall send out communications regarding the upcoming election, electronic voting instructions, and ballots to the general membership by September 1st of the election year. 4. The election process must be concluded within 30 calendar days of commencing the process. 5. A person must be at least 18 years and a SARGAM member by June 30th of the election year to be eligible to vote. 6. Each active SARGAM family is entitled to up to 2 votes. 7. In an event the candidate for a position gets equal number of votes during the election, then a lottery system shall be used to determine the final office bearer. 8. The results must be announced to the general membership via a general body meeting by December 31st or during the Christmas program, whichever occurs first. Committee Members: 1. At the time of nomination, the Election Commission shall request general membership, in the nomination form, to provide nominations of members that would serve as committee members that include but are not limited to area representatives, cultural coordinators, sports coordinators, etc. 2. The newly elected Executive Board shall finalize the list of nominations received for committee member positions before the beginning of the new term. 3. A person shall not be nominated if they have served the Committee for any 3 prior terms. ARTICLE XV MEETINGS AND QUORUM Meetings: 1. The Executive Board shall hold quarterly meetings regularly and at other times as deemed necessary. This meeting shall be held onsite or online. A minimum of seven calendar day (7) notice, with agenda, must be given for the meeting unless it is an emergency. The quorum of the Executive Board shall be fifty percent (50%) of its members unless the meeting is an emergency meeting. Processes involving presentation of motions during a SARGAM meeting shall adhere to the latest edition of Robert’s Rules of Order (link will be provided if requested) and shall pass by a simple majority vote of the Executive Board members that are present during the meeting, except for the amendments to the Bylaws which is stated in Article XVIII. 2. The SARGAM BOARD (Executive Board and Committee) meeting shall be held by the Executive Board at least once a quarter. This meeting shall be held onsite or online. A minimum of seven calendar day (7) notice, with agenda, must be given for the meeting unless it is an emergency. Processes involving presentation of motions during a SARGAM meeting shall adhere to the latest edition of Robert’s Rules of Order (link will be provided if requested) SACRAMENTO REGIONAL ASSOCIATION OF MALAYALEES (SARGAM), CONSTITUTION AND BYLAWS 14

and shall pass by a simple majority vote of the Committee members that are present during the meeting, except for the amendments to the Bylaws which is stated in Article XVIII. 3. A General Body meeting shall be convened at least once a year but not more than once in three months. This meeting shall be held onsite or online. The Secretary shall schedule general body meetings and shall send out notices and agenda of the meeting via email to the general membership at least two weeks before any scheduled meeting. The secretary shall send an email to the general membership with the General Body meeting minutes within 2 weeks of conducting the meeting. Quorum: 1. Twenty-five (25) percent of the voting members shall constitute a quorum for the General Body meeting. 2. Without a quorum being present, no official business of SARGAM may be conducted or considered, except a motion to adjourn. 3. Robert's Rules of Order as revised shall govern all meetings of SARGAM. 4. In the event, a meeting is terminated due to lack of quorum, another meeting can be called by the President with the same agenda items and with a two weeks’ notice. 5. If such a meeting is called for the second time, a simple majority of the members present at the meeting can make appropriate decisions. This process shall apply to the General Body too. ARTICLE XVI GRIEVANCES AND COMPLAINTS SARGAM encourages members to resolve disputes or complaints informally with the help of the Executive Board. If the informal complaint is not fairly and constructively resolved within 10 business days, the SARGAM member may file a formal grievance. SARGAM BOARD must follow the grievance process as listed below: 1. SARGAM members shall submit a written complaint via an email or a memo to the Secretary of SARGAM. 2. If a member informs a SARGAM BOARD about a grievance or complaint via text, WhatsApp, or social media, the BOARD member shall instruct the complainant to submit a written complaint to the secretary. 3. Once the Secretary receives the formal complaint, a formal response shall be sent to the complainant acknowledging its receipt within three (3) calendar days. 4. The Secretary shall inform the complainant that a formal response would be given in writing within thirty (30) calendar days of the receipt of the complaint. 5. The Secretary shall inform the complainant that he/she may be contacted one or more times, either in writing or by electronic means, to address the complaint. 6. The Secretary shall inform the Executive Board of SARGAM within three (3) calendar days of the receipt of a formal complaint. 7. The President shall call for a formal meeting of the Executive Board within seven (7) calendar days of the notification from the Secretary. The formal meeting can be held in a physical location or using an electronic method such as a virtual meeting or teleconference. 8. The Executive Board representative shall contact the persons included in the complaint to gather preliminary information and update the rest of the Executive Board members. 9. The Executive Board shall inform the complainant in writing regarding the decision/resolution with an option to appeal. SACRAMENTO REGIONAL ASSOCIATION OF MALAYALEES (SARGAM), CONSTITUTION AND BYLAWS 15

10. When an appeal is invoked, an Appeal Resolution Committee composed of 3 immediately past Chairpersons shall be responsible to resolve the issue raised by the complainant within 30 days of receiving the appeal. 11. In the event an act of misconduct or an illegal activity has been identified, the Executive Board must inform Law Enforcement. ARTICLE XVII CHARITY AND FUNDRAISING 1. In addition to the collection of regular membership dues, SARGAM is authorized to conduct and sponsor fund-raising events as deemed appropriate for furthering the primary goals and objectives of SARGAM 2. The Executive Board shall appoint one of the Committee members as the Charity Chair for the term and execute at least one charity work in the duration of the term. 3. The Executive Board shall be responsible for arranging and scheduling such charity work. 4. The treasurer will be responsible for maintaining auditable documentation and records of all monies received and /or disbursed. 5. Charity work can be chosen irrespective of cultural, ethnic, religious, or national barriers and need to make sure the deserved population is served. 6. The charity work can be in the form of volunteering hours, usable items, financial support, or other forms of community activity. 7. SARGAM members shall be given adequate notice about the charity event. 8. The Secretary or Treasurer shall make sure to get an acknowledgment letter or email from the served charity organization and shall keep records. ARTICLE XVIII AMENDMENT/REVISION OF CONSTITUTION AND BYLAWS 1. The Executive Board shall appoint an Ad-Hoc committee named Constitution and Bylaws Amendment Committee. 2. The said Ad-Hoc committee shall consist of 3 or 5 members. 3. The Ad-Hoc committee shall draft the Amendment/Revision of the Constitution and Bylaws within 60 calendar days. 4. The draft version of the amended/revised Constitution and Bylaws prepared by the Ad-Hoc committee shall be submitted to the Executive Board. Executive Board shall complete the review process and incorporate their feedback within 30 calendar days. 5. The draft approved by the Executive Board shall be presented to the General Committee for review by the Ad-Hoc Committee chair within 15 calendar days. 6. The General Committee shall review the drafted amendment within 30 calendar days and a final version of the amendment/revision shall be documented. 7. The Ad-Hoc chair shall request the Secretary to send the final amendment/revision of the Constitution and Bylaws to the current SARGAM members within 15 calendar days. 8. The current SARGAM members with be informed and given 30 calendar days to review the amendment and raise any questions. 9. A General Body meeting shall be called up on to approve or disapprove the amendments/revisions at the end of the 30-calendar day review period given to the General Body. 10. The General Body shall approve the amendments/revisions by a simple majority. 11. The Secretary shall update the website with the amended Constitution and Bylaws. SACRAMENTO REGIONAL ASSOCIATION OF MALAYALEES (SARGAM), CONSTITUTION AND BYLAWS 16

12. The Secretary is responsible for maintaining all versions of the bylaw documents and implement document control. ARTICLE XIX ADOPTION OF THE BYLAWS The Constitution and Bylaws of SARGAM have been revised and adopted by: 1. Constitution and Bylaws committee: Rashmi Nair (Chair), Cyril John, Thampi Mathew, Vinod Balakrishna, and Saji Mathew on November 15, 2021, at Sacramento, California. 2. Executive Board (2022-2023): Rajan George (Chairperson), Mrudul Sadanandan (President), Cyril John (Vice President), Wilson Nechikat (Secretary), Ramesh Illikkal (Joint Secretary), and Sangeetha Indira (Treasurer) on June 08, 2022, at Sacramento, California. 3. Committee Members (2022-2023): Bhavya Mohan, Alice Mathew, Sonia Palackalody, Roy Xavier, Jijo Joy, Saji Mathew, Praveen Pillai, Ansu Suseelan, Pratheesh Abraham, Renjith Mathew, Saji George, George Pulichumackal, Jepson Jacob, and Eldhose Gheevarghese on June 08, 2022, at Sacramento, California. 4. SARGAM General Body meeting held on November 06, 2022 at Sacramento, California. The revised Constitution and Bylaws of SARGAM was formally approved by more than two-third of the active SARGAM members by voting on November 16, 2022. We, the undersigned Executive Board members, hereby, consent to and adopt the revised Constitution and Bylaws of SARGAM, consisting of 17 pages, as the official Constitution and Bylaws of SARGAM, on November 16, 2022, at Sacramento, California. Sangeetha Indira, Treasurer Ramesh Illikkal, Joint Secretary Wilson Nechikat, Secretary Cyril John, Vice President Mrudul Sadanandan, President Rajan George, Chairperson SACRAMENTO REGIONAL ASSOCIATION OF MALAYALEES (SARGAM), CONSTITUTION AND BYLAWS 17