By-Laws

By-Laws and Constitution

CONNECTICUT ASSOCIATION OF PHYSICIANS OF INDIAN ORIGIN (CAPI)

ARTICLE I:

NAME

The name of this organization shall be the Connecticut Association of Physicians of Indian Origin, Inc. (hereinafter referred to as the “Organization”).

ARTICLE II:

OBJECTIVES

To bring together all the physicians (MD/DO), dentists, and podiatrists of Indian origin in the state of Connecticut.
To act as a central forum for the physicians, dentists and podiatrists of Indian origin in the state of Connecticut, whereby information of common interest may be shared by its members.
To promote the standards of practice in the art and science of medicine and dentistry by its members through educational, social, scientific, and legislative activities in accordance with Section 501 (c) (6) of the Internal Revenue Code (hereinafter referred to as the “code”).
To promote and participate in charitable and philanthropic activities.
To provide responsible advocacy and education in all health-related matters for the patients and the public in the state of Connecticut.
To maintain a close liaison and communication with local, regional, national, and international medical societies/organizations with similar goals and interests.
To maintain a close liaison and communication with other Indian medical, cultural, and social organizations in North America.
To discuss, protect, and promote the interests of its members involved in adverse situations under the legal framework of the state of Connecticut and the United States of America.
To help foster networking among its members through various events.
To develop an understanding and foster a relationship with the future generations of physicians of Indian origin.

ARTICLE III:

LOCATION

The organization shall maintain a principal office within the state of Connecticut.

ARTICLE IV:

MEMBERSHIP

NEW MEMBERS:

Any person holding the degree of Doctor of Medicine or Doctor of Osteopathy, or its equivalent, who is licensed to practice medicine and surgery in the State of Connecticut and who resides or conducts professional activities in or near The County of Hartford, State of Connecticut, is eligible to apply for a Full Membership.
Application requirements shall be established by the Membership Committee and be approved by The Association’s Board of Directors.
A candidate will be accepted for Full Membership with the recommendation of the chair of the Membership Committee (in his or her absence the Secretary-Treasurer), with the Board of Directors approval and upon receipt of the candidate’s dues in The Association’s executive office.

Denial:

The denial of membership may be appealed with a written request for review to The President of the Board. The appeal will be referred to the grievance committee for reviews.
The Board of directors shall have the final authority to approve or deny anyone’s membership into The Association.

ACTIVE MEMBERS:

Life Members:

Life members are admitted after a single payment of life membership dues assessed and approved by the EC/BOT.
Life membership will be for one’s lifetime and can only be terminated at the discretion of the Executive Committee (EC) and the Board of Trustees (BOT) with or without cause.
Life members are not allowed to serve on EC/BOT if they move out of the state of Connecticut.

Annual Members:

Annual membership has to be approved by EC/BOT.
Annual members are expected to pay dues on or before December 31st annually.
Annual members are not allowed to hold any position on EC/BOT.

Honorary Members:

Any individual with exceptional achievement in the state of Connecticut may be bestowed with honorary membership.
Honorary membership shall be bestowed upon such individuals with the recommendation of the EC and approval of the BOT.
Honorary membership is for one’s lifetime and can be terminated by the recommendation of EC and approval of BOT with or without cause.

Auxiliary Members:

The spouses of all the members shall be considered as auxiliary members.
Auxiliary membership is terminated with the termination of active membership of the spouse.

Associate Membership:

Any physician (or physician in training) of Indian origin who has not yet completed the requirements to obtain an unrestricted license to practice in the state of Connecticut, and any physician who is ineligible to be an active member and a professional of healing art in the state of Connecticut may apply to the organization to become an associate member.

ARTICLE V:

MEETINGS AND EVENTS

Annual Meeting:

The organization shall have an annual meeting of its members in the month of May.
The members of the EC/BOT will be elected and approved at the annual meeting.
The leadership of the organization shall present its reports and achievements to the general body.
The financial report of the current fiscal year and the budget for the next business year will be discussed at the annual meeting.
The meeting will be conducted according to the current edition of Sturgis.
The president shall appoint a parliamentarian prior to each meeting.
The order of the business shall be determined by the president in consultation with the EC/BOT.

Special Meeting:

Special meeting of the membership may be called by the EC, BOT or by the written petition of at least 20% of the active members.
Special meeting shall be called not less than 10 days and not more than 30 days in advance of the meeting.
Members of the organization shall be notified by mail.
A call for a special meeting shall state the objective of such a meeting.
No other business except that stated in the agenda shall be transacted at the special meeting.
A quorum at the meeting shall be 20% of the active members.

ARTICLE VI:

STRUCTURE OF THE ORGANIZATION

EXECUTIVE COMMITTEE (EC):

OFFICERS:

President.
President-elect.
Secretary.
Treasurer.
Immediate Past President.
Members at large (5).
Chairperson of the Board of trustees or his/her delegate.
Executive director (Non-Voting Member)

PRESIDENT:

Duration of the Term:

President will serve for a period of two years.

Eligibility:

President-elect will assume the presidency.

Duties:

The president shall perform all duties of the president and any other duties designated by the Board of Trustees.
The president shall preside over all meetings of the Executive Committee.
The president shall oversee all the operations of CAPI in consultation with the president-elect, secretary, treasurer and the executive director.
The president shall designate delegates to represent CAPI in other organizations of interest to CAPI.
The president shall appoint special and Ad Hoc committees to work on a particular issue important to CAPI.
The president shall sign with the co-signature of the secretary all agreements, property deeds, leases and any legal documents.
The president, in consultation with the EC, shall prepare policies/procedures to be presented to the BOT and the General body for approval.
The president shall execute only the policies/procedures approved by the BOT.
The president or his designee shall be the only official spokesperson on behalf of CAPI to the media or at a public forum.
The president shall follow the long-term plan of CAPI as directed by the BOT.
The president may empower a designee to address a specific issue to the media or at a public forum.
The president shall attend or send a designee to all BOT meetings.
The president can attend all EC committee meetings as ex-officio.

Responsibilities:

The president, along with the EC, shall be responsible for the financial well-being of CAPI.
The president, along with the EC, shall be responsible for hiring any professionals for the day-to-day operations of CAPI.
The president shall be final arbitrator in any operational disputes within the organization.
The president shall have final responsibility in the organization and execution of the annual meeting.
The president shall continue to serve the organization as president, in case president-elect cannot assume the presidency, until a new president is duly elected.
The president, along with the EC, can authorize a private vendor to maintain all the records of the organization, and update the membership and the financial records of the organization.

Accountability:

The president shall be accountable to the membership of the organization.
The president shall be accountable to the BOT.

PRESIDENT-ELECT:

Term:

President-elect shall be elected for a period of two years.

Eligibility:

Should be a life member of CAPI
Should have served at least four years on the EC and at least two of those years as secretary or treasurer.

Duties:

The president-elect shall assist the president and fulfill his/her duties in his/her absence.
The president-elect shall automatically assume the presidency at the completion of the president’s term.
In the event of death, resignation, or removal of the president, the president elect will assume the presidency. He/she is entitled to serve his/her own term thereafter.
The president-elect shall preside over the Nominating Committee and the Program Committee.

Responsibilities:

The president-elect shall report to the president.
The president-elect shall report to the BOT in the absence of president.

Accountability:

The president-elect shall be accountable to the EC and the BOT.

SECRETARY:

Term:

The secretary shall be elected for a period of two years and cannot serve more than two consecutive terms.

Eligibility:

Should be a life member of CAPI.
Must have two years of experience serving the EC in various committees.

Duties:

The secretary shall be responsible for recording minutes of EC and any other meetings he/she is a member of.
The secretary shall distribute the minutes of the meetings to the members in advance and present them at the next meeting for approval.
The secretary shall review and update all the membership lists.
The secretary shall send meeting notices.
The secretary shall prepare an agenda for the EC, with the approval of the president and send it to all the committee members in advance of the meeting.
The secretary shall supervise the record keeping of all the official correspondence of the organization.
The secretary shall keep the attendance records of all the meetings.
The secretary shall be responsible for filling all the necessary state and federal documents with appropriate authorities on a timely basis as required by the law.
The secretary shall be the custodian of the By-Laws of the organization.
The secretary shall be responsible for transferring all records to the incoming secretary at the conclusion of his term
The secretary shall chair the Membership Committee and should be a member of the Bylaw Committee.
The secretary is responsible for conducting the CAPI elections in a fair manner.

Responsibilities:

The secretary shall be responsible for all the assignments from the president, the EC, and the BOT.

Accountability:

The secretary shall be accountable to the president, the EC, and the BOT.

TREASURER:

Term:

The treasurer shall serve a period of two years and no more than two consecutive terms.

Eligibility:

The treasurer shall be a life member of CAPI.
The treasurer should have served the EC for a period of at least two years in various capacities.

Duties

The Treasurer is the chair of the Financial Committee.
The Treasurer shall be the co-signer of the checks, notes, drafts, acceptances, bills of exchange, other orders, obligations for the payment of money, to enter into contracts, to execute and deliver other documents and instruments together with the president on behalf of the organization.
The treasurer shall be responsible for sending all dues notices and reminders.
The treasurer shall be responsible for collecting dues and sponsorship money and deposit the same amount into the CAPI accounts.
The treasurer shall periodically review the CAPI investments with the EC and the BOT.
The treasurer shall make available all accounts, receipts, and disbursements to the EC and the BOT for review.
The treasurer shall submit a financial report at each of the EC meetings and an audited report at the annual meeting.
The treasurer shall be responsible for preparing and presenting the budget at the annual meeting.
The treasurer shall, at the completion of his/her term, transfer all the accounts to the incoming treasurer within 30 days.
The treasurer is responsible for filling all federal and state tax documents and payment of taxes in a timely fashion to the appropriate authorities.

Responsibility:

The treasurer shall be responsible to the EC and BOT.

Accountability:

The treasurer shall be accountable for the financial transactions on behalf of CAPI to the EC/BOT.

IMMEDIATE PAST PRESIDENT:

Term:

The immediate past president will participate in the EC for a period of two years after successful completion of his/her presidency.

Duties:

The immediate past president shall provide a smooth transition from his/her administration to the incoming president and his/her administration.
The immediate past president shall be a member of the Nominating Committee.
The immediate past president shall chair the By-Laws Committee.
The immediate past president will be the liaison to the CSMS.

Responsibility:

The immediate past president shall be a member of the EC and BOT.

Accountability:

The immediate past president shall be accountable to the president and the EC/BOT.

MEMBERS AT LARGE:

The EC shall have at least five members at large elected by the general body.
Two new members will be elected for a term of two (2) years, each year at the general body meeting.
Members at large cannot serve more than two consecutive terms.
The members at large are assigned to various committees of the organization in consultation with the chairs of the respective committees.

STANDING COMMITTEES OF CAPI:

BY-LAWS COMMITTEE.
NOMINATING COMMITTEE.
FINANCE COMMITTEE.
MEMBERSHIP COMMITTEE.
CME COMMITTEE AND PROGRAM COMMITTEE.
AWARDS COMMITTEE.
WEB COMMITTEE.

BYLAW COMMITTEE:

Chaired by the immediate past president
President
President-Elect
Chair of the BOT
Immediate past chair of the BOT
Member of the EC chosen by the president

By-Laws should be reviewed at least every two years and as needed.

NOMINATING COMMITTEE:

Chaired by the president-elect
President
Chair of the BOT
Member of EC elected by EC
Three members elected during the annual meeting
No one can serve on the Nominating Committee for more than a 3-year term.

Nominating Committee members should be a life member.

ARTICLE VII:

BOARD OF TRUSTEES

Terms:

Boards of Trustees shall serve a minimum of three (3) years and a maximum term of six (6) years.

Eligibility:

All BOT members shall be life members of the association.
The candidates must have served on the Executive Committee for at least two (2) years.
Two life members, who have served in a committee and are active in the organization, shall be elected to the BOT at the annual meeting for a three (3) year term.
Past presidents of the organization are automatically eligible to serve on the BOT.
No more than five (5) members of the BOT may be past President.
The chair of the BOT must be a past president.

Composition:

The BOT will have no more than nine (9) members.
The BOT shall have at least seven (7) active members.
The president shall be an ex officio member with a vote.
A senior member of the BOT will chair the BOT and serve for two (2) years.
The next senior member will be the vice chair.

Duties:

The Board of Trustees is responsible for the mission and vision of the association.
The Board of Trustees have the primary responsibilities in monitoring and planning of the financial status of the association.
The Board of Trustees are responsible for the implementation of the By-Laws throughout the organization.
The Board of Trustees have the fiduciary responsibility for the organization.
The Board of Trustees Shall supervise and provide guidance to the EC.
The Board of Trustees shall approve any capital expenditure above $2000.00.

ARTICLE VIII:

FINANCIAL

Budget:

The budget for the organization shall be presented by the treasurer at the annual meeting for review.
The budget should cover the present fiscal year (January 1st to December 31st) and the budget for the next fiscal year.
Budget should be approved by the EC/BOT before presenting to the general body.

Dues:

The members should pay the dues as defined in these By-Laws.
The membership dues are to be determined by the EC/BOT.
The membership due statements should be mailed 30 days prior to the due date.
Any member that fails to pay his/her dues within 30 days of becoming a member or receives an overdue statement shall forfeit his/her membership and lose all membership rights and privileges.
Membership can be reinstated if a member pays his/her dues in full.
To maintain the financial health of the organization, special assessment may be levied from time to time with the recommendation of the EC/BOT and the approval of the general body.

VOTING:

Life Members and Annual members as of December 31st of the preceding year.

One vote per member at all meetings. No proxy voting allowed.

Life Members living out of state lose their voting privilege.
Honorary members, Auxiliary, and associate members cannot vote at any meetings.

QUORUM:

Annual meeting:

20% of the active members shall constitute the quorum. If there is no quorum, a follow up meeting will be called within two weeks on Zoom.us or a similar forum, and the active members present at that meeting will suffice the quorum.

RESIGNATION:

Members should notify the secretary with the intent to resign with a written letter by mail.

TERMINATION:

Membership, committee position, or a leadership position can be

terminated with or without cause by the EC with the approval of the BOT.

APPEAL:

Any grievance, disagreement and termination can be appealed to the secretary with a written letter. That will be referred to an Ad Hoc independent grievance committee appointed by the EC.

CODE OF CONDUCT:

All members and the officers are expected to act in the best interest of the association.
All members and the officers are expected to follow the By-Laws and maintain the highest moral and ethical standards.
At all the meetings the parliamentary procedures based on the latest edition of Sturgis will be followed.

VIRTUAL MEETINGS:

In case of an emergency situation whereby an in-person annual or special meeting

of the general body is not possible, the EC and BOT, by a majority vote in each entity, are authorized to devise a virtual meeting by video or other tele-conference modalities with the same required advanced notification as an in-person meeting.

ARTICLE IX:

INDEMNIFICATION

The organization shall indemnify its officers, Executive Committee members, and Board of Trustee members to the fullest extent permitted by law and the certificate of incorporation for any action, suit, or to which the officer, Executive Committee member or Board of Trustee member shall be made a party by reason of being or having been an officer or member of the organization (whether or not the EC/BOT member continues to be an officer or EC/BOT member at the time of incurring such expense).
Such indemnification shall not apply if it is determined that the EC/BOT member was liable by reason of said EC/BOT member’s dereliction of performance of one’s duty on behalf of the organization.

ARTICLE X:

INSURANCE & TAXATION

The organization shall have power to purchase and maintain insurance to indemnify the organization and its trustees and executive officers to the full extent such indemnification is permitted by law.
In no case, however, shall the organization indemnify, reimburse, or insure any person for any taxes imposed on such individual under chapter 42 of the Internal Revenue Code of 1986, as now in effect or as may hereafter be amended (“the Code”).
Further, if at any time the organization is deemed to be a Private Foundation within the meaning of section 509 of the Code than, during such time no payment shall be made under this Article if such payment would constitute an act of self-dealing or a taxable expenditure, as defined in section 4941(d) or section 4945(d), respectively of the Code.
If any part of this Article shall be found in any action, suit, or proceeding to be invalid or ineffective, the validity and the effectiveness of the remaining parts shall not be affected.

ARTICLE XI:

AMENDMENTS

These By-Laws and Certificate of Incorporation may be amended or repealed at an annual meeting by active members. The vote therefore provided that such amendment has been presented to the general body meeting and the copy of the same has been sent to each member by the secretary 15 days in advance of the general body meeting at which a final action is to be taken.
The charter and By-Laws of the Connecticut Association of Physicians of Indian Origin (CAPI) shall have the effect of By-Laws of this organization in regard to all subjects not fully provided for in the preceding By-Laws

ARTICLE XII:

DISSOLUTION

The association shall be dissolved, and its affairs shall be wound up upon the happening of any of the first to occur of the following:

Recommendation by the two-thirds of board of trustees and the EC and approved by Two-thirds majority of the association’s members.
Entry of an Administrative dissolution per section 33-1181 et al of the Connecticut General Statue.
Entry of a judicial dissolution per section 33-1187 et al of the Connecticut General Statue.

DISTRIBUTION of ASSETS on DISSOLUTION:

Upon the dissolution of the association, assets shall be distributed for one or more exempt purposes within the meaning of section 501(c) (3) of the Internal Revenue Code, or corresponding section of any future federal tax code, or shall be distributed to the federal government, or to a state or local government, for public purposes.