Governance

APTA Bylaws

The governing document of the American Progressive Telugu Association, establishing the rules and procedures by which our organization operates.

Last Amended: January 15, 2024 at the Annual General Meeting. These Bylaws supersede all prior versions.

Article I

Name & Purpose

Section 1. Name

The name of this organization shall be the American Progressive Telugu Association (hereinafter referred to as "APTA"). APTA is organized and shall be operated as a non-profit corporation under the laws of the State of Kansas and is recognized as a tax-exempt organization under Section 501(c)(3) of the Internal Revenue Code.

Section 2. Purpose

The purpose of APTA shall be to: (a) Promote, preserve, and propagate Telugu language, culture, heritage, arts, and traditions among Telugu-speaking communities in the United States; (b) Provide educational support, scholarships, and mentoring to students of Telugu origin; (c) Empower women through skill development, entrepreneurship support, and community networking programs; (d) Organize free medical camps and healthcare outreach programs for the community; (e) Foster unity, collaboration, and mutual support among Telugu families across all fifty states; (f) Engage the next generation of Telugu-Americans through youth leadership and cultural programs; (g) Provide immigration guidance, job placement assistance, and other community support services.

Section 3. Non-Partisan Status

APTA shall be non-partisan and non-sectarian. No part of the activities of APTA shall consist of carrying on propaganda or otherwise attempting to influence legislation, and APTA shall not participate in, or intervene in, any political campaign on behalf of or in opposition to any candidate for public office.

Article II

Membership

Section 1. Eligibility

Membership in APTA shall be open to any person of Telugu origin or heritage, any person married to a person of Telugu origin, and any person who shares the goals and objectives of APTA and wishes to support its mission, regardless of race, religion, gender, national origin, or political affiliation.

Section 2. Categories of Membership

APTA shall have the following categories of membership: (a) Student Membership — Available free of charge to Telugu students currently enrolled in accredited educational institutions in the United States; (b) Individual Membership — Annual membership for individual community members at dues of $50 per year; (c) Family Membership — Annual membership covering a family unit of up to four members at dues of $100 per year; (d) Lifetime Membership — One-time payment of $500 conferring permanent membership with all benefits and privileges.

Section 3. Rights and Privileges

All members in good standing shall have the right to: (a) Attend and participate in all general meetings, events, and programs of APTA; (b) Vote in elections and on matters put before the membership, provided they are Individual, Family, or Lifetime members who have maintained continuous membership for at least sixty (60) days prior to the vote; (c) Hold office, subject to the eligibility requirements set forth in these Bylaws; (d) Access member-exclusive services including the job board, matrimonial services, and AI-powered community tools; (e) Receive the APTA newsletter and communications.

Section 4. Dues and Good Standing

Annual membership dues shall be established by the Board of Directors and communicated to the membership. A member shall be considered in good standing if their dues are current. Members whose dues are more than ninety (90) days in arrears shall be considered lapsed and shall forfeit voting and candidacy privileges until dues are brought current. Lifetime members are permanently exempt from annual dues.

Section 5. Termination of Membership

Membership may be terminated by: (a) Voluntary resignation submitted in writing to the Secretary; (b) Non-payment of dues for a period exceeding one (1) year; (c) Expulsion by a two-thirds (2/3) vote of the Board of Directors for conduct deemed detrimental to APTA, provided that the member is given written notice of the charges and an opportunity to be heard before the Board.

Article III

Board of Directors

Section 1. Composition

The Board of Directors shall consist of no fewer than nine (9) and no more than twenty-one (21) members, including the four (4) Officers of APTA (President, Vice President, Secretary, and Treasurer), Regional Vice Presidents representing designated geographic regions, and at-large directors elected by the general membership.

Section 2. Powers and Duties

The Board of Directors shall have general supervision, control, and direction of the affairs of APTA. The Board shall: (a) Establish policies and strategic direction for the organization; (b) Approve the annual budget and oversee financial management; (c) Appoint committee chairs and oversee program operations; (d) Approve new programs, partnerships, and major expenditures exceeding $5,000; (e) Ensure compliance with all applicable laws and regulations; (f) Act as fiduciaries of APTA's assets and reputation.

Section 3. Terms of Office

Directors shall serve terms of two (2) years, commencing on January 1 following their election. Directors may serve a maximum of three (3) consecutive terms. After completing three consecutive terms, a director must wait at least one (1) term before becoming eligible for re-election to the Board.

Section 4. Meetings of the Board

The Board of Directors shall meet at least four (4) times per year, with meetings held in person or via electronic conferencing. Special meetings may be called by the President or by written request of at least one-third (1/3) of the Board members. A quorum for Board meetings shall consist of a majority of the current Board members.

Section 5. Vacancies

Any vacancy occurring on the Board of Directors between elections may be filled by a majority vote of the remaining Board members. A director appointed to fill a vacancy shall serve for the unexpired portion of the term and shall be eligible for election to subsequent full terms.

Article IV

Officers

Section 1. Officers

The Officers of APTA shall be: President, Vice President, Secretary, and Treasurer. All Officers must be members in good standing and must have been active members for at least two (2) consecutive years prior to assuming office.

Section 2. President

The President shall: (a) Serve as the chief executive officer of APTA and preside over all meetings of the Board and the general membership; (b) Represent APTA in all official matters and serve as the primary spokesperson; (c) Appoint chairs of standing and ad hoc committees, subject to Board approval; (d) Execute contracts and agreements on behalf of APTA as authorized by the Board; (e) Present an annual report to the membership at the Annual General Meeting.

Section 3. Vice President

The Vice President shall: (a) Assist the President in the discharge of duties and assume the responsibilities of the President in the President's absence or incapacity; (b) Oversee the operations of all standing committees; (c) Coordinate with Regional Vice Presidents on chapter activities and regional programs; (d) Succeed to the office of President if the President is unable to complete their term.

Section 4. Secretary

The Secretary shall: (a) Record and maintain minutes of all Board and general membership meetings; (b) Maintain the official records, documents, and correspondence of APTA; (c) Issue notices of meetings and elections to the membership; (d) Maintain an accurate and current roster of all members; (e) Ensure proper filing of all corporate and tax-exempt status documents.

Section 5. Treasurer

The Treasurer shall: (a) Have custody of all funds and financial records of APTA; (b) Maintain accurate books of account and ensure timely deposit of all receipts; (c) Disburse funds as authorized by the Board; (d) Present quarterly financial reports to the Board and an annual financial report to the membership; (e) Coordinate the annual audit or financial review; (f) Ensure timely filing of all tax returns, including IRS Form 990.

Article V

Elections

Section 1. Election Committee

An Election Committee of at least three (3) members shall be appointed by the Board of Directors no later than ninety (90) days prior to the Annual General Meeting. Members of the Election Committee shall not be candidates for any office in the current election cycle.

Section 2. Nominations

The Election Committee shall issue a call for nominations at least sixty (60) days prior to the election. Any member in good standing may nominate a candidate or self-nominate for any open position, provided the nominee meets the eligibility requirements. All nominations must be accompanied by the nominee's written consent and a brief candidate statement.

Section 3. Eligibility

To be eligible for election as an Officer, a candidate must: (a) Be at least twenty-one (21) years of age; (b) Have been a member in good standing for at least two (2) consecutive years; (c) Have actively participated in at least one APTA program or committee. To be eligible for election as a Director, a candidate must meet requirements (a) and (b) above and have been a member for at least one (1) year.

Section 4. Voting

Elections shall be conducted by secret ballot, which may include electronic voting through a secure platform approved by the Board. Each eligible voting member shall have one (1) vote. A candidate receiving a simple majority of votes cast shall be declared elected. In the event no candidate receives a majority, a runoff election shall be held between the top two candidates within fourteen (14) days.

Section 5. Term of Office

Elected Officers shall serve terms of two (2) years, commencing on January 1 following their election. No Officer shall serve more than two (2) consecutive terms in the same office. An Officer who has served two consecutive terms may be elected to a different office.

Article VI

Meetings

Section 1. Annual General Meeting

APTA shall hold an Annual General Meeting (AGM) of its membership at a time and place determined by the Board of Directors. The AGM shall include: (a) Reports from the President, Treasurer, and committee chairs; (b) Election of Officers and Directors as scheduled; (c) Consideration of any business properly brought before the membership. Notice of the AGM shall be provided to all members at least thirty (30) days in advance.

Section 2. Special Meetings

Special meetings of the general membership may be called by: (a) The President; (b) A majority vote of the Board of Directors; (c) Written petition of at least ten percent (10%) of the membership in good standing. Notice of a special meeting shall be provided at least fourteen (14) days in advance and shall state the purpose of the meeting.

Section 3. Quorum

A quorum for the transaction of business at a general membership meeting shall be the lesser of fifty (50) members or ten percent (10%) of the total membership in good standing, present in person or via approved electronic means. In the absence of a quorum, no formal business may be conducted.

Section 4. Conduct of Meetings

All meetings of the membership and the Board shall be conducted in accordance with Robert's Rules of Order, Newly Revised, except as otherwise provided in these Bylaws. The President or their designee shall serve as the presiding officer. Members may participate in meetings via telephone or video conference as approved by the Board.

Article VII

Finances

Section 1. Fiscal Year

The fiscal year of APTA shall be the calendar year, beginning January 1 and ending December 31.

Section 2. Revenue Sources

The revenues of APTA shall be derived from membership dues, donations, grants, fundraising events, sponsorships, program fees, and other lawful sources consistent with APTA's tax-exempt status. All donations to APTA are tax-deductible to the extent permitted by law.

Section 3. Financial Controls

All expenditures exceeding $1,000 shall require approval of at least two (2) Officers. Expenditures exceeding $5,000 shall require Board approval. The Treasurer shall maintain separate accounts for designated funds, including the ASEP Scholarship Fund, the Medical Camp Fund, and the AWEP Women's Empowerment Fund. No Officer or Director shall be personally liable for the debts or obligations of APTA.

Section 4. Audit

The financial records of APTA shall be subject to an annual review or audit by an independent accountant or audit committee appointed by the Board. The audit report shall be presented to the membership at the Annual General Meeting and made available to any member upon request.

Section 5. Compensation

No Officer or Director shall receive compensation for their services to APTA. Officers and Directors may be reimbursed for reasonable expenses incurred in the performance of their duties, with prior approval of the Board. APTA may employ staff and consultants as authorized by the Board, at compensation levels approved by the Board.

Article VIII

Amendments

Section 1. Proposal of Amendments

Amendments to these Bylaws may be proposed by: (a) A majority vote of the Board of Directors; (b) A written petition signed by at least fifteen percent (15%) of the membership in good standing. Proposed amendments shall be circulated to the entire membership at least thirty (30) days prior to the meeting at which they will be considered.

Section 2. Adoption of Amendments

Amendments to these Bylaws shall require approval by a two-thirds (2/3) vote of the members present and voting at a duly called meeting at which a quorum is present. Amendments may also be adopted by electronic vote of the membership, provided that at least twenty percent (20%) of eligible voters participate and the amendment receives a two-thirds (2/3) majority of votes cast.

Section 3. Effective Date

Amendments shall take effect immediately upon adoption unless the amendment itself specifies a different effective date. The Secretary shall promptly update the official copy of the Bylaws to reflect adopted amendments and shall notify all members of the changes.

Article IX

Dissolution

Section 1. Dissolution Process

APTA may be dissolved by a three-fourths (3/4) vote of the membership at a meeting duly called for that purpose, provided that at least thirty (30) days' written notice of the proposed dissolution has been given to all members.

Section 2. Distribution of Assets

Upon dissolution of APTA, after payment of all debts and obligations, the remaining assets shall be distributed to one or more organizations described in Section 501(c)(3) of the Internal Revenue Code that serve the Telugu-American community or advance educational, cultural, or charitable purposes consistent with the mission of APTA. No part of the assets shall inure to the benefit of any Officer, Director, or member.

These Bylaws were originally adopted in 2008, and have been amended from time to time by the membership of the American Progressive Telugu Association. The most recent amendment was adopted on January 15, 2024.

For questions regarding these Bylaws, please contact the Secretary at contact@ap-ta.org