Meeting Information:

Name:             Ad-Hoc Committee Open Meeting for By-Laws.

Date:                August 10, 2006

Start Time:             6:44 PM CST

End Time:             9:13 PM CST

Moderator:             Rabiul Islam

Attendees: Feroza B Talukder, Sultan Ahmed, Afsar Zaman Kochi, Nasim Uddin, Rabiul Islam, Mithu Rahman, Galib Hassan, Rana Rahman, Ashif Mahmud Rubel, Golam Sahriar Ronju, Khaled Matin Jony, Humaira Fatema Moon, CM Rahman Pappu.

Absent:             Munir Khan, Rashed Islam.

Community Member Attendees : Marshal Hussain, Ibrahim Alzayad Pinak, TM Hossain Emil, Manzoorul Hassan Anjan, Tahsin Asker, Mir Azam, Quamrul Mina, Dulal Talukdar, Didarul Alam Mazumder, Tuhin Mahmud.

Agenda

The Ad-Hoc Committee members unanimously approved the agenda.

Bylaws Plan

We will collect inputs for the bylaws of BOD format. A target time to get the first draft done was announced to be end of December.

- Step 0: Community members may submit reference bylaws for adhoc consideration.
- Step 1: Ad-Hoc Bylaws subcommittee solicits inputs/ideas/suggestion/concerns from community open forum.
- Step 2: Ad-Hoc Bylaws subcommittee reviews all inputs and all reference bylaws. Bylaws subcommittee may call specific community members for clarification of their ideas.
- Step 3: The subcommittee drafts new bylaws and submits to Ad-Hoc committee for approval.
- Repeat step 1-3 as necessary to come up with an Ad-Hoc approved first draft of the new bylaws.

Introductory Comments

Meeting attendees commented on different inputs:

We should consider the interest of the people of the community over individual interest. Establish a non-profit, non-religious, non-political entity. Constitution should have fair guidance to make necessary amendments to the bylaws. There should be rules not to disrupt the election process. There should be rules against negative campaigning. Create environment to execute community activities including everyone in the community.

Meeting attendees commented on setting the target first draft completion date to be November. Once the subcommittee has prepared the final draft, they should publish it for community final input and then submit it for Ad-Hoc committee approval.

Events should be self-funded where possible. Bylaws should be simple yet complete.

In the election, neutral observers may be invited.

There should be clarity and cautiousness to define what is non-political, non-religious etc. Ammendment should be a tough process. There should be provisions to allow a board of trustee to oversee BOD and officers. The trustee can be elected positions as well. We should study the 501c(3) to understand better. We should follow IRS guideline to disallow discrimination.

We may get professional (lawyer) help in writing bylaws.

The community members commented on a provision in the bylaws to define joint activities with other organizations in the community. There should also be a guideline to state whether a director can serve two organizations in the community at the same time.

We should encourage and create new leaders.

Some members suggested we should put the bylaws on the ballot in January to get it approved by the community and the new BOD should abide by it or change it through amendment process. Ad-Hoc committee will review the minutes of Constitution committee and decide how to address this issue.

Reference bylaws input from community.
The Bylaws subcommittee has reviewed bylaws of BAHouston, BANT, BABA, ABS, ICC.

Any other reference bylaws can be sent by other community members to the subcommittee for consideration.

BOD/offices/designations structure ideas from community.

- BOD should be all ‘Secretaries’ of different activities.

- There should be a single point of contact designation.

- Support non-title or minimum title based association. Define responsibilities so that title is less important.

- BOD should be all ‘Director for’ of different activities.

- Avoid titles like ‘President’, VP etc. Chariman of BOD or Chief coordinator may be suitable.

- It will be difficult to explain what ‘coordinator’ is to the city or state level.

- In BOD, if noone wants to be the ‘chief’, have provisions in the bylaws to appoint someone based on some criteria.

- Have 15 members, 8 and 7 director election on alternate years. Bylaws should only state a minimum and maximum number of directors. Number of BOD should be proportional to the community members or voters.

Terms of BOD/officers ideas from community.

- Directors should not be allowed to run for election in two consecutive years.

- one year term for BOD. First committee should be given at least two years.

- Keep a overlapping transition time for transfer of power.

Election of BOD/officers ideas from community.

- Avoid self nomination. Keep provision for members to nominate other members.

- BOD should maintain secret balloting for electing officers.

- Bylaws should have simple language to just state BOD will ‘elect/select’ officers as needed.

Termination of BOD/officers ideas from community.

- Study other bylaws to find out about conditions of termination.

- Since this is a elected director by people, BOD is not authorized to terminate.

- If BOD cannot resolve a termination of a director issue by themselves, they can solicit help from Board of trustee.

- Directors should not have any scope to team up and oust someone.

- If it is a criminal case, there is no need for a process. If someone is convicted, he/she can be temporarily suspended. In some cases, a person can appeal even after conviction. But once the person is convicted once, he/she should resign.

- There should be an ethics committee to request particular director to resign. If the person does not resign, he/she can be voted to become a non-involved member in community activities and promotion.

- There should be provisions for insanity, disability, death, vacancies, and extended leave.

Any other outstanding Ad-Hoc issue.

Advice for Ad-Hoc.
- Work on membership drive

- Do fewer and quality events.

Open Table.

            Membership Criteria:

- Ties to Bangladesh. Resident of Greater Austin counties.

- Minimum duration of stay to be resident.

- To vote, enforce membership for a minimum period.

- Associate membership can be considered which may be non-voting members. This can be extended to the people with no ties to Bangladesh.

- Study 501c(3) to comply in considering membership.

Ad-Hoc should have a email signature with where to send feedback.

Community members are requested and encouraged to send their inputs to the Ad-Hoc committee for consideration for the bylaws.