The purpose for which the Corporation is formed shall be:

• To promote and practice ideals of Hinduism and Hindu religion through worship, education and teaching, by constructing and operating a Hindu temple in the Austin city vicinity

• To strive for spiritual richness and human excellence through assimilation of values in Hindu scriptures into daily lives, and

• To recognize and respect other religions and belief systems in their proper context.

• To establish and maintain a community center for the purpose of conducting Hindu religious, social and cultural and educational activities.

 Section 1.2    Powers and Limitations

The Corporation shall have and may exercise all powers allowed under the Texas Non-Profit Corporation Act, subject only to following limitations:

1.   Public Purpose: The Corporation is organized to serve public and community interests.  Accordingly, it shall not be operated for the benefit of private interest, such as contributors or shareholders of the Corporation, or persons vested directly or indirectly by such private interests.

2.   Accumulation of Income: The Corporation shall not unreasonably accumulate income within the meaning of Section 504 of the Internal Revenue Code as now in force or later amended.

3.   Trade or Business: The Corporation shall not be operated for the purpose of carrying on a trade or business for profit except for charitable fund raising as defined in Section 513 of the Internal Revenue Code as now in force or afterwards amended.

4.  Distribution of Earnings:  No part of the earnings or other property received by the Corporation from any source shall be used to the benefit of or be distributed to any of its members, Board of Trustees, officers, or other private persons, except that the Corporation may decide to pay reasonable compensation for services rendered by individuals, organizations or entities, and make payments and distributions in furtherance of purposes herein set forth.

5.  Distribution of Assets on Dissolution:  Upon dissolution of the Corporation and as determined by the Board of Trustees with the advice of the Executive Committee, its remaining assets, if any, shall be distributed to one or more organizations chartered and operated exclusively for religious, charitable or educational purposes within the meaning of Section 501(c)(3) of the Internal Revenue Code as now in force or afterwards amended.  Any such assets not so distributed, shall be distributed by the County Court of the County in which the registered office is then located, to another organization that in the judgment of the court shall best accomplish the purposes that are consistent with the purposes for which the Corporation was formed.

6.   Specific Restrictions: No non-vegetarian food(s) (i.e., meat, meat preparation, sea food and poultry are not allowed. Milk and milk based products are allowed), or alcoholic beverage(s) of any nature shall be allowed at the Temple premises at any time or for any reason.  Smoking and consumption of controlled substances shall not be permitted on the premises of the Temple. No footwear shall be allowed into the Temple area. The temple shall be for the exclusive use of Hinduism related events only. The cultural center shall be open to all for the purpose of conducting Hindu religious, social and cultural and educational activities subject to restrictions approved by Board of Trustees for a fee.

The site for principal office of the Corporation is yet to be determined. But the Corporation may from time to time have offices, either inside or outside of the State of Texas, as designated by the Board of Trustees, or as dictated by the business of the Corporation.

The Corporation, however, shall at all times maintain a registered office in the State of Texas, as well as a registered agent whose office location shall be identical with the registered office.  The registered office of the Corporation may be, but need not be identical with the principal office in the State of Texas.  The Board of Trustees may change the address of the registered office from time to time.

The federal identification number of this Corporation shall be:  01-0564933

The State of Texas filing number shall be:                            8000038999

And the sales tax exemption identification number shall be:    Exempted (Need a number here)

Section 3.1    Eligibility:

Any one who wishes to share Hindu faith may become a member of the Congregation.

Membership of the Austin Hindu Temple is open to all who are desirous of furthering the aims and objectives of the Austin Hindu Temple irrespective of color, creed, nationality, or sex without any restrictions. Membership shall remain in effect unless disapproved by the Board of Trustees, as long as the member remains in good standing, and abides by the Articles and By Laws. Members should be at least 18 years old.

Section 3.2   Annual Membership:

This class of membership is those persons who donate a $116 per annum receipted. (This amount is calculated by the Board of Trustees and Executive Committee based on the estimated expenses for future calendar year) for the maintenance of the temple over the calendar year.

Section 3.3 Executive Committee

            Please refer to Article VI.

Section 3.4 Board of Trustees

Please refer to Article V.

Section 4.1   General Assembly - Membership and Duties:

The overall governance of the Corporation shall be vested in the Annual Members, the members of the Board of Trustees and the Executive Committee who shall constitute the General Assembly.  The Assembly shall meet at least once a year for the purpose of:

1. Electing officers and members of the Board of Trustees who shall be responsible for the overall management of the Corporation.

2. Electing officers and members of the Executive Committee, which shall be responsible for the operational management of the Temple.

3. Transacting any other business that needs the approval of the general assembly and brought before them.

Section 4.2    Annual Meeting:

The annual meeting of the General Assembly shall be held at least once each year at a place decided by it or by the Board of Trustees.   The meeting shall be open to all members of the Congregation, however, only the Annual members and the current members of the Board of Trustees and the Executive Committee shall have the right to vote.

Section 4.3   Special Meetings:

Special meetings of the General Assembly may be called by a majority of Board of Trustees or upon the written request of at least twenty-five percent (25%) of the voting members of the General Assembly made to the Chairperson of the Board of Trustees. We should have 25% of the members as a quorum.

Section 4.4    Notice of the Meeting:

Written or electronically or printed notice stating the place, day and hour of the meeting, and in case of a special meeting, the purpose or purposes for which the meeting is called, shall be delivered not less than ten (10) days or more than fifty (50) days before the date of the meeting, either personally or by mail to all voting members of the General Assembly.  If mailed, such notice shall be considered delivered when deposited in the United States mail and addressed to such members at their addresses as it appears on the records of the Corporation, with postage thereon paid. If sent by electronic means, such notice shall be considered delivered when sent to such members at their last known email address as it appears on the records of the Corporation.

Section 4.5   Quorum:

At all general or special meetings of the General Assembly, twenty-five percent (25%) of the total voting membership shall constitute a quorum. We should have 25% of the members as a quorum. If the General Assembly does not meet the quorum, reconvene again after an hour of recess with minimum requirement of 15%.

Section 4.6    Voting:

A voting member of the General Assembly shall be 18 years of age or older, and is entitled to one vote per membership on each matter submitted to a vote.  The votes shall be cast orally unless a majority of voting members present at the said meeting shall determine that the vote be cast by secret ballot. Beginning of the year 2006 elections, a member of good standing with consecutive membership of more than one year shall be eligible to vote.

Section 4.6.1 Absentee Votes

Voting shall be by personal attendance at the General Assembly meeting.   Absentee votes may be cast by Annual Members in writing and must be received prior to the General Assembly meeting.

Section 4.7 Organization:

The chairperson of the Board of Trustees or his/her designee shall call meetings of the general assembly to order and shall act as chairperson of such meeting(s), unless otherwise determined by a majority of all voting members present in person. 

Section 5.1   Board of Trustees:  Composition and Term

The overall management of the Corporation shall be vested in a Board of Trustees. The Trustees will be elected by the General Assembly except for some of the permanent Board of Trustees.  The Board shall consist of a minimum of five (5) members and maximum of 51. 

Trusteeship is categorized into two group Permanent trustee and Term trustees, and it is based on the following criteria:

Permanent Trustee:

1.     Founding members: Those devotees who have been active from conception of the idea to completion of Phase I of the temple.

Definition of Founding Members:

Found members are nominated by the initial executive committee on the bases of their Initiative, effort, time spent and commitment to the long term welfare of the AHT.

2. Donation members: Those devotees who donate substantial amount to the cooperation as determined by Board of Trustee from time to time.

Term Trustee:

1.    Immediate past Chairperson of Board of Trustee for two year term.

2.    Current President of Executive Committee for two year term.

3.    Current Secretary of Executive Committee for two year term.

4.   Five year Term Trustees based on the donation as determined by the Board of Trustee from time to time.

5.   Honorary Trustee up to 15% of the Board of Trustee can be nominated by Board of Trustees/Executive Committee for 2 years and can also be elected in the general body meeting.

Office Bearers of Board of Trustees: (Total 3):

1. Chairperson

2. Vice Chairperson

3. Secretary

Chairperson:

The Chairperson shall be the presiding officer of the Board of Trustees, and shall in general supervise and control the operational affairs on behalf of the Trustees.  He/she shall preside at all meetings of the Board of Trustees.  He/she along with the Secretary may sign any deeds, contracts or other instruments, except in cases where the signing and execution thereof shall be expressly delegated by the Board or the Bylaws to some other officer or agent of the Corporation.  In general the Chairperson will present annual budget to the general body.

Vice- Chairperson:

In the absence of the Chairperson, the Vice- Chairperson shall preside over all the regular and special meetings of the Board of Trustees, and shall perform all duties incident to the Office of the Chairperson.

Secretary:

The secretary shall keep the minutes of all the meetings of the Board of Trustees and the meeting(s) of the general assembly in books provided for that purpose.  He/she shall attend to the giving and receiving of all notices of the Corporation and such other books and papers as the Board of Trustees may direct. Such notices and minutes shall be open to examination of any member(s) upon application at the office of the Corporation.  Minutes of all the meetings of the Board of Trustees shall be distributed to its members.

The Board of Trustees shall meet at least four times a year, or more often as determined by it.

Section 5.2    General Powers:

The Board of Trustees shall manage the business and financial affairs of the Corporation. All the rights, powers, duties and responsibilities relative to the management and control of the Corporation’s property and affairs are vested in the Board of Trustees for the benefit of Corporation.  These powers exist in the Board of Trustees as a group and not in an individual. The Board of Trustees has a duty to exercise reasonable care and prudence in managing the affairs of the Corporation. The Board of Trustees may make rules for the conduct of its own meetings and in the absence of any such rules; the meetings shall be conducted according to the Robert’s Rules of Order. Any such rules inconsistent with these Bylaws and the Articles of Incorporation shall not be valid.  Without limiting the general powers, the Board of Trustees shall have the following specific powers and responsibilities:

1.   To accept at its discretion all gifts, bequests and donations, in cash or in kind, provided that any such gifts, bequests or donations, which the donor makes, are unrestricted.  In case of restrictions, the Board of Trustees may reject the gift(s) if such restrictions are not in the best interests of the Corporation.  Further, the wishes of any donor regarding the use of their donations    shall, at the discretion of the Board of Trustees, be accepted and honored, to the extent possible as long as such wish does not conflict with the purposes of the Corporation.

2.   To approve annual budget as recommended by the President and the Executive        Committee.

3.  To approve capital construction projects and budgets with the advice of the President and the Executive Committee.

4.  To borrow money and incur indebtedness for the purposes of the Corporation and to execute instruments of hypothecation of assets with the advice of the President and the Executive Committee.

5.   To sign any deeds, mortgages, bonds, contracts or other instruments with the secretary or any other officer of the Corporation authorized by the Board of Trustees.  

6.   To maintain an alphabetically arranged list of all Annual Members and current voting members and their addresses on file at the Office of the Corporation and at such other locations as the Board of Trustees may, from time to time, determine.  Such list shall be updated at least annually and shall be available for inspection by any member.

7.   To make a report to the General Assembly at its annual meeting about the financial and  operational status of the Corporation.

1. The Board of Trustee with two-third majority including the absentees voting in recorded document can vote on to remove, for reasons of any action against the policies or interest of the corporation, any Executive Committee member or the Executive Committee itself and call for general body meeting to elect new Executive Committee or Executive Committee member. The Board of Trustee can act as temporary Executive Committee or nominate until new election is conducted within next 60 days.

2. The Board of Trustee, with two-third majority including the absentees voting in recorded document, can vote on to suspend any Board of Trustee member, for the current year for any action against the policies or interest of the corporation.

Section 5.3       Grievances & Conflicts resolution

The Board of Trustee, is authorized to appoint an ad-hoc committee to investigate and recommend,  on a case-by-case basis, on any serious grievance against an officer, or elected member, and corporation itself.  The Committee must investigate the matter, and make recommendation for action to the General assembly.  Any corrective or punitive action against an officer or member must be approved by a majority vote of the General Assembly; unless the affected member decides not to go through the general assembly process and accept the recommendations.

All conflicts that arise within Executive Committee or Board of Trustee shall be resolved in a democratic and professional manner with a majority vote of the attending members, if the quorum is present. If not, the issue shall be discussed and resolved within a reasonable time with proper quorum.

At any time, a conflict arises in the decision making process, the guiding principle for conflict resolution shall be the interests of the Austin Hindu Temple Corporation. The Board of Trustees (with a majority vote) will have the ultimate authority to decide on issues that are not resolved by the Executive Committee.

Section 6.1   Executive Committee

The general control and operational management of the Temple shall be vested in the Office of the President who shall act on the advice and consent of Board of Trustees.

The Officers of the Executive Committee of the Corporation shall be: 

President

Vice President,

Secretary, 

Assistant Secretary,

Treasurer, and

Assistant Treasurer.

The term of the officers shall be two years renewable but not to exceed two consecutive full terms.  The Annual members elect  Executive Committee members from among the nominations revived by the Election Committee per Section 6.3. 

Section 6.2   Executive Committee:  Number, Tenure and Qualifications

The Executive Committee shall consist of not less than eleven (11) and not more than twenty-five (25) members or as prescribed from time to time by the General Assembly at its annual meeting.  It shall consist of the Officers of the  Executive Committee, the Vice Presidents community relations (Max 5 appointed by the President for community relation and special assignments) the Chairperson(s) of the Standing committees (stand by, working, parliamentary), and the immediate past president of the Executive Committee. The Temple head priest shall be the ex-officio member of the Executive Committee.

The terms of the six Executive Committee members elected shall be two years staggered.  Each year, one half (three) members shall be elected for a two year term. The first election will be held in 2004 for Assistant Treasurer, Assistant Secretary and Vice President and the following election will be held in 2005 for Treasurer, Secretary and President.

The chairperson(s) of the standing committee(s) shall be appointed by the President of the Executive Committee. The President may appoint any one with good standing as chair(s) of the standing committee(s).

The number of appointed Executive Committee members (including nominated Vice Presidents and nominated Chairman of the Standing Committees) shall not exceed 20% of the Executive Committee.

Section 6.3   Nominations and Elections:

Nominations for the Executive Committee shall be made by the voting member to the election committee.  The chairperson of the Board of Trustees shall call the immediate past President of the Executive Committee to form the election committee at least forty five (45) days prior to the annual meeting of the General Assembly. The Election Committee shall consist of at least three (3) members, and shall include the immediate past chairperson of the Board of Trustees.  The immediate past president of the Executive Committee shall be the chairperson of the Election Committee.  The Election Committee shall:

(i)         Solicit nominations at least thirty days (30 days) prior to the annual meeting of the General Assembly, from the congregation.  Any member of the congregation may nominate himself/herself or others to the election committee, giving reasons why the nominee meets the qualifications for  Executive Committee.

(ii)         Any person may submit his/her name as a write-in candidate for any position. The write-in petition must be supported by at least two (2) annual members.

(iii)        The Committee shall present a slate of candidates and the names of write-in candidates to the Board of Trustees and the Executive Committee at least fifteen days (15 days) prior to the annual meeting of the General Assembly.  If the slate of nominees includes non-members, such persons shall be approved by a majority of the Executive Committee.

(iv)        Upon approval of the non member nominations by the Executive Committee, the slate and the names of write-in candidates shall be made known to the congregation at least ten (10) days prior to the annual meeting and prior to bringing it to a vote in the General Assembly meeting.

(v)        The floor will be open for additional nominations at the time of election in absence of any nomination for a give position.

(vi)        Each general body member can be nominated for one position only.

(vii)       The non elected Executive Committee members will not have voting power, unless approved by the majority of the elected executive committee.

Election of officers and members of the Board of Trustees and the executive committee shall be held at the annual meeting of the General Assembly, and the officers so elected shall take office on January 1 of coming year. The election shall be held in the month of November unless election date is changed with the approval of Board of Trustees. The new officers must be ready to take charge on or before Jan 1 of that year.

Section 6.4   Vacancies:

A vacancy in any office because of death, resignation, removal, disqualification or otherwise may be filled by a majority vote of the Executive Committee for the unexpired period of the term.

Section 6.5    President:

The President shall be the principal executive officer of the Corporation and subject to the consent of the Executive Committee, shall in general supervise and control the operational affairs of the Temple.  He/she shall preside at all meetings of the Executive Committee and shall be a member of the Board of Trustees.  He/she along with the Secretary may sign any deeds, contracts or other instruments, except in cases where the signing and execution thereof shall be expressly delegated by the Board of Trustees or the Bylaws to some other officer or agent of the Corporation.  In general, the president shall perform all duties incident to the Office of the President including presenting annual budget for approval of the Board of Trustees.

The President shall be the registered agent of the Corporation.

Section 6.6    Vice-President:

In the absence of the President, the Vice-President shall preside over all the regular and special meetings of the Executive Committee, and shall perform all duties incident to the Office of the President.

Section 6.7   Secretary:

The secretary shall keep the minutes of all the meetings of the Executive Committee and the meeting(s) of the general assembly in books provided for that purpose.  He/she shall attend to the giving and receiving of all notices of the Corporation and such other books and papers as the Board of Trustees may direct. Such notices and minutes shall be open to examination of any member(s) upon application at the office of the Corporation.  Minutes of all the meetings of the Executive Committee shall be distributed to its members.

The Assistant Secretary shall perform duties delegated to him/her by the Secretary.

Section 6.8    Treasurer:

The treasurer shall have custody and keep account of all money, funds and property of the Corporation, unless otherwise determined by the Board of Trustees.  He/she shall render such accounts and present such statements to the Board of Trustees, President, and the Executive Committee as may be required of him/her.  The treasurer shall deposit all funds of the Corporation received by him/her in such bank(s) as the President with the consent of the Executive Committee may designate.  He/she shall keep the bank accounts in the name of the Corporation, and shall make available for viewing the books and accounts at all reasonable times to any member upon application at the Office of the Corporation.  The treasurer shall pay out the money as the purposes may require upon the order of the properly constituted officer(s) of the Corporation, taking proper vouchers thereof.  The president with the consent of the Executive Committee shall have power by resolution to delegate any of the duties of the treasurer to other officer(s) and may require all bills, notes, checks, vouchers, orders or other instruments to be countersigned.

The Assistant Treasurer shall assist the Treasurer and carry out duties as delegated by the Treasurer.

Section 6.9   Meetings and Quorum:

The executive Committee shall meet as needed but not less than every two months.  A simple majority of the Executive Committee membership shall constitute a quorum.

The act of the majority of the Committee members present at the meeting, at which a quorum is present, shall be the act of the Executive Committee.

The Committee may by a majority vote adopt operational policies and procedural rules for the efficient management of the affairs of the Temple and for other standing committees.

Section 6.10    Resignation and Removal:

An elected member or an officer of the Executive Committee may resign at any time by delivering a written resignation to the President.  The acceptance of any such resignation shall be necessary to make the above resignation effective.  An elected officer who shall have five unexcused absences shall be considered to have resigned and such position shall be deemed vacant.  An elected officer or member may be removed at any time by a vote of two-thirds of the members present at a duly called meeting of the Board of Trustees, acting on the recommendation of the majority of the Executive Committee.

Section 6.11     Standing Committees:

In addition to the Executive Committee, there may be other standing committees as determined by the President with the advice of the Executive Committee, and as necessary for the proper functioning of the Temple.

Each committee may consist of three or more members of the congregation, and the chairperson shall be a general body member.  The chairperson of the standing committee(s) shall be appointed by the President, and the chairperson(s) may appoint the standing committee members.  The committee(s) shall meet as determined by the chairperson.

Section 6.12   Duties and Responsibilities of Chairperson(s) of the Standing Committee(s):

Attend all meetings of the Executive Committee or designate a committee member to attend the Executive Committee meetings when the chairperson is unable to attend in person.

Ensure (in cooperation with the Facilities Management Committee, if any) that Temple premises are clean and well secured before leaving the Temple after temple activities.

Maintain a current Committee membership roster and minutes of each of its meetings, and provide a copy of the minutes to the secretary or president of the Executive Committee.

Three unexcused absences of Executive Committee meetings shall be grounds for choosing another chairperson or formal removal from the Executive Committee.

Section 6.13 GENERAL RULES:

(1) Transactions shall normally be by means of checks. All checks above a prescribed limit approved by the Executive Committee must be signed by two of the listed officers, viz: the President, the Secretary, Treasurer, and the Assistance Treasurer except as permitted below. Treasurer and the Assistance Treasurer cannot sign on the same check.

(2) Reimbursement checks that need to be written for directors for Routine purchases required for the Austin Hindu Temple, Utility bills, corporate commission fees, Mail box dues, Insurance premiums and other such dues to be paid on periodic basis for services obtained by Austin Hindu Temple may be signed by the Treasurer or the Assistance Treasurer alone. In the absence of Treasurer, the Secretary may issue checks with single signature 

(3) President, Vice President, the Secretary, Assistance Secretary, Treasurer, and the Assistance Treasurer each can authorize an expense for the AHT an amount not exceeding $250. Board of Trustees shall approve all expenses over $250.

(4) All financial transactions shall be preferably by accepting checks for the services rendered. If cash is accepted then the Austin Hindu Temple cash receipt shall be provided.

(5) All cash and checks received on behalf of Austin Hindu Temple by ANY person shall be handed over to treasurer or assistance treasurer at the earliest. The method of handing over shall be as specified by the treasurer.

(6) Religious Pooja Tariffs shall be applicable according to the fee schedule approved by the Board of Trustee.

(7) Religious services shall be open to all irrespective of any restrictions.

Section 7.1    Contracts with Officers and Members of the Corporation

No officer or member of the Board of Trustees and the Executive Committee of the Corporation shall be interested directly or indirectly in any contract relating to the operations conducted by it, nor in any contract for furnishing services or supplies to it, unless such contract is authorized by a majority of the Board of Trustees or the Executive Committee at a meeting at which the presence of such officer or member is not present, nor involved for such authorization, and the nature of such interest is fully disclosed or known to the Board of Trustees and the Executive Committee at the meeting at which the contract is awarded.

Section 7.2   Indemnification of Officers and Members:

Any person (or his/her estate) made or threatened to be made a party to any action, suit or proceeding by reason of the fact that he/she is or was an officer or member of the Corporation shall be indemnified by the Corporation against any liability and reasonable expense (including attorney’s fees) incurred by him/her in connection with the defense or settlement of such action, except in relation to matters as to which it shall be adjudged by the court that such officer or member is liable for negligence or misconduct in the performance of his/her duties. Such right of indemnification shall not be deemed exclusive of any rights to which such officers or members may be entitled apart from this Article.

The fiscal year of the Corporation shall be Jan 1 to Dec 31.

Whenever any notice is required to be given to any member of the Corporation under the provisions of these By-Laws or under the provisions of the Articles of Incorporation or under the provisions of the Texas Non-profit Corporation Act, a waiver thereof in writing, signed by the person or persons entitled to such notice, whether before or after the time stated therein, shall be deemed equivalent to the giving of such notice.

These Bylaws may be altered, amended or repealed, and new Bylaws may be adopted by a majority vote of the general assembly at any regular or special meeting called by the Board of Trustees.   A summary of such proposed alterations, amendments or repeals shall be submitted to each member of the General Assembly at least ten (10) days prior to such meeting.

It is hereby certified that these amended Bylaws were adopted by the general assembly of the Austin Hindu Temple at a General Body Meeting held at Austin, Texas, on November 30, 2003.

Austin Hindu Temple Bylaws Revision History:

Rev1.0: Original Bylaws adopted on March 23^rd, 2002.

Rev 1.1: Nov 24, 2003 – Extensive updated by the Bylaws committee constituted by Vasu Mekala, Sata Sathasivan and Uma K Gupta throughout the year 2003, with the advise and recommendations from the AHT members. Major changes made in membership, Trustee, Elections and conflict resolutions etc.