Bylaws & Mission

ARTICLE I

Name

The name of this organization shall be the EGYPTIAN AMERICAN SOCIETY, INC. (E.A.S.) hereinafter referred to as the “Society”.

 

ARTICLE II

Definition

EAS at Houston is a non-partisan, non-profit, social, cultural, and non-sectarian organization dedicated to strengthening the Egyptian American community in Houston and the United States and providing a center for Egyptian-American community life.

The mission of the Society is to

 

ARTICLE III

Mission

1. To unite and promote communication, understanding, cooperation, and coordination among members of the Egyptian-American community
2. To preserve and renew the common social and cultural heritage of the Egyptian-American community
3. To strengthen bonds between the Egyptian-American community and our ancestral homeland of Egypt
4. To foster understanding of and stimulate interest in Egypt among the wider American public
5. To create a stronger bond between the peoples of the United States and Egypt and encourage positive U.S.-Egyptian relations based on respect for the rights and needs of the Egyptian people
6. To encourage Egyptian-Americans to give back to Egypt and to local communities throughout the USA economically, socially, and scientifically
7. To foster participation of the Egyptian American community in the social and cultural scene of their wider American societies
8. To organize and support events that promote cultural exchanges between both the Egyptian and American societies

 

ARTICLE IV

The Society shall maintain in the city of Houston, the state of Texas, a registered office and a registered agent and the address of the registered office and agent many be changed from time to time by the Board of Directors.

 

ARTICLE V

Membership

The Society shall have two types of memberships:

1. Standard Membership, hereafter referred to as Membership, shall be open to all individuals over eighteen years of age, who reside in the United States of America and who agree with- and work towards fulfilling the mission of the society as outlined in article III above.
2. Honorary Membership is awarded to individuals of special stature and distinction who, in some way, have served the society or its mission.

 

ARTICLE VI

Membership Admission and rights

1. Standard membership of the society is achieved upon:
   • Completion of the membership form provided by the society, which states the mission of the society and in which the applicant states her/his consent to furthering and fulfilling the mission of the society.
   • Payment of the yearly dues as specified by the board of directors (ArticleVII.2 below)
2. Honorary Memberships are awarded by the Board of Directors.
3. Members would have the right to vote in membership meetings.
4. Members will be offered a discounted rate of admissions to events solely sponsored by the society.

 

ARTICLE VII

Dues and Contributions

1. All Members shall pay the full dues, however no dues shall be assessed on Honorary Memberships.
2. Annual dues are to be recommended by the Board and approved by the Membership at the Annual Meeting of the Society. They will then become effective for the next calendar year.
3. Donations or contributions designated for a general or a specific purpose may be accepted by the Society.
4. The fiscal and calendar year of the society starts on January 1st and ends on December 31st.
5. The board can forgo due payments for members deemed to be in extreme hardship as determined by the board in a fair manner.

 

ARTICLE IX

Membership meeting of the society

1. There shall be one Annual Membership Meeting of the society per year. The time of the meeting will be decided by the members or delegated to the board by the members during their annual meeting. In such incidence, the Board shall determine the date, time and location of all meetings and shall notify the membership by electronic mail as well as mail at least two weeks in advance of the meeting. The notice shall include the agenda for the meeting. Each individual member has one vote. The members shall delegate a voting committee of five (5) members in meetings when a vote tally would need to be recorded.
2. All Membership Meetings shall be held in Houston, Texas or its vicinities.
3. The membership meeting shall be validly held when a majority of members are in attendance. If a quorum is not present at the Annual Membership Meeting, a majority of the members present cannot transact any business but may adjourn the meeting. All decisions of the membership meetings shall be decided by a simple majority rule.
4. In the membership meeting at which these Bylaws are adopted the members shall elect a founding Board of five Directors. Once the board is formed the only recourse for the members to change the board is through a vote of confidence (see 6 below).
5. Minutes of the Meetings shall be recorded by the secretary and shall be reviewed and approved in the next Membership Meeting.
6. Members can call for a vote of confidence in the Board. The call for vote shall be two weeks before the membership meeting of the society. Failure of the Board to achieve more than simple majority support would force the board to resign and the members would elect a new Board of five Directors.
7. The Board may call a special meeting of the members.
8. Meetings should be conducted in a dignified and respectable manner that befits the EAS. Disagreements and diversity of opinions are natural in any organization and should be celebrated rather than lead to conflict. In all EAS meetings members shall abide by the following expectations:
   • Treat one another with respect when disagreeing.
   • Act in ways that makes all members of the Egyptian-American community feel welcome.
   • Avoid actions or statements that are exclusionary.

 

ARTICLE X

Board of Directors and Officers

1. The Board of Directors shall manage the affairs of the Society.
2. The Board of Directors shall receive no monetary compensation.
3. The Board shall elect officers from any of its Directors. The officers shall be President, Vice-President, Treasurer, and secretary.
4. The Board of Directors will be no less than five (5) and no more than fifteen (15) directors, as may be determined by the Board of Directors from time to time, provided that the number of directors shall not be decreased to less than five (5) and that no decrease in the number of directors shall have the effect of shortening of any incumbent director. Each director shall serve for a term of three (3) years. There shall be staggered terms of office for Directors so that one-third of the directorships shall be up for election each year (or if the number does not evenly divide by thirds, the board shall be divided as close to thirds as possible).
5. The system for staggered terms shall be as follows: At the meeting of the board of Directors at which these Bylaws are adopted there shall be a drawing, one-third (1/3) of the board members (rounded to the nearest whole number) shall have terms of two years, and the remainder of the board members shall have terms of three years. The minutes of this board meeting shall show the results of the drawing. Initial directors serving less than a full three-year term as their initial term (i.e., directors who draw a one-year term or two-year term), shall be considered to have served a full three-year term for purposes of the limits on no more than three successive terms.
6. A Director may not serve more than three (3) consecutive three-year terms, unless he/she is also concurrently serving as an officer of the organization. An officer may continue to serve as a Director, so long as he is an officer of the organization; but after three (3) consecutive full three-year terms, his directorship must cease when he is no longer an officer. A director may be re-elected no sooner than one (1) year after completion of three (3) consecutive full three-year terms.
7. In the Board of Directors’ meetings, each Director/Officer shall have one vote.
8. The quorum for the Board Meetings is five Directors.
9. The Board shall meet at least four times annually.
10. The President shall be the principal executive officer and official speaker of the society and shall preside over all Board and Membership Meetings. The Vice-President shall act as President in the absence of the President or whenever the President so designates and shall conduct any business at the direction of the President. The Treasurer shall be responsible for all accounts and shall report to Board at the Board meetings and to the annual membership meeting on the financial status of the society and its assets. The Secretary shall be responsible for all records, documents, registers, membership rolls, notices, mailings and shall report to the Board at the Board meetings and to the annual membership meeting.
11. The Board of Directors by a resolution adopted by a majority of the Directors may designate and appoint one or more committees. The members of committees can be chosen from board directors and/or members of the society.

 

ARTICLE XI

Amendments and Revisions

 

1. Amendments to the Articles of the Bylaws of the society may be initiated by the Board or at least twenty-five percent of the members and must be adopted by the membership in their Membership Meeting.

 

 

ARTICLE XII

Distribution of Assets

1. The assets of the society shall be listed, kept and maintained by the Treasurer.
2. The assets of the society will be donated to a non-profit organization 1n the Board’s choice upon dissolution of the Society.

 

ARTICLE XIII

Prohibition of Self-Dealing

1. The Board of Directors and Officers of the Society will not engage in self-dealing or use their positions to solicit any of the Society’s business for their personal gain.