BYLAWS OF THE

VN SENIOR CITIZEN ASSOCIATION

OF HOUSTON

ARTICLE I. NAME AND LOCATION

The name of this association shall be the VN Senior Citizen Association of Houston, hereinafter called the Association; and in Vietnamese as Hội Cao Niên Việt Nam Houston.

The principal office of the Association shall be located at the Vietnamese Community Center, 7100 Clarewood Dr., Houston, TX 77036.

ARTICLE II. PURPOSES

This association is organized for charitable, social and educational purposes, and as  a part of the Vietnamese Community of Houston & Vicinity, Inc. which is a non-profit organization under Section 501 (c)(3) of the Internal Revenue Code of 1954.

In furtherance of its stated purposes, the activities of the Association shall include:

1. To establish and maintain a center where older persons, without discrimination of  race, gender, religious, and sexual reference, may engage in recreational, educational, and social activities, and where individual older persons may receive or be directed to counseling services and information on available health, housing, and other personal services.
2. To cooperate with the existing programs, local, state, and national that benefit older persons.
3. To establish projects rendering direct services to older persons to enhance their life in old age.
4. To attract through publicity and personal contact, the largest possible number of  older persons to participate in the activities and benefits of the Center.
5. To promote the social and financial status of the Center by appropriate publicity through the local news media and by maintenance of contacts with potential supporters and benefactors of  the Center.
6. To engage in revenue producing activities which aim to financially support the center and its stated purposes consistent with Section 501 (c)(3) of the Internal Revenue Code of 1954. 

ARTICLE III. MEMBERSHIP

Membership in this association is open to all individuals who are fifty-five (55) years of age or older. A spouse of a member is eligible for membership regardless of age.

Section A. Permanent member:

A member attends the daily activities at the Center and participates in the programs initiated by the Association.

Section B. Support member:

A member, who occasionally attends and participates in the daily activities and programs initiated by the association, contributes financial and material supports to the Association.

Section C. Member Rights

All members are entitled to involve in all decision making related to the association and enjoy all the benefits provided by the association. Each member entitles to one vote on each matter submitted to a vote of the members in all meeting. All voting members shall be entitled to run for the office of the Association.

Section D. Expel, Suspend, or Terminate:

A member may be expelled, suspended, or terminated for violating the bylaws, rules and procedures of the association by 2/3 of the Board of Directors.

Section E. Membership annual dues:

Board of Directors shall determine the annual membership dues depend on the association financial situation. In situations if the Association does not have the urgent financial necessity, members of the Association do not have to pay annual dues

Section F. Non-transferable:

Membership in this association is a special privilege not a special rights and it is not transferable or assignable.

ARTICLE IV. VOTING RIGHTS, QUORUMS, PROXY VOTING

Section A. Voting member may be required to show membership identification at any meeting.

Section B. Voting rights:

Each member shall be entitled to one vote on each matter submitted to a vote of the members in all meeting.

Section C. Association Board meeting:

At association Board meeting, each Director shall have one vote.

Section D. Quorums:

At Association meetings a quorum shall consist of at least one-half (1/2) of registered members. At Association Board meetings, a simple majority of Officers shall constitute a quorum.

Section E. Proxy Voting:

Proxy voting is not permitted at this time.

ARTICLE V. MEETINGS OF MEMBERS AND ELECTION

Section A. Annual Meeting and Election:

The annual meeting of the membership of the Association shall be during the month of February of each year for the purpose of electing Officers if in election year and for the transaction of such other business as may properly come before the membership.

Section B. Special Meetings:

Special meetings of the membership may be called by the President or by the request of majority of the Association Board or by petition of two-third (2/3) of the members-at-large.

Section C. All meetings of the membership shall be at the Vietnamese Community Center or any other place desired by the Board.

Section D. Notice of meetings of membership stating the purposes, time and place shall be posted on the bulletin board at the Center during each ten (10) days prior to the meeting.

ARTICLE VI. ASSOCIATION BOARD OF OFFICERS

Section A. The Governing Board of the Association shall be the Officers hereinafter referred to as the Association Board.

Section B. The Officers shall be responsible for setting the policies of the Association.

Section C. The Association Board shall consist of  five (5) Officers elected by the members of the Association at the annual meeting of the election year. The term for the Officers shall be a two-year term.

Section D. If one or more Officers is permanently unable to complete his/her office duty due to death, resignation, or removal, the President shall appoint a member to assume the office and unexpired term of the Officer.

Section E. The Association Board shall meet regularly once a month and special meetings may be called by the President or by the request of two-third (2/3) of  the Officers.

ARTICLE VII. OFFICERS

Section A. The officers of this Association shall be a President, a First Vice-President, a Second Vice-President, a Secretary, and a Treasure. All officers shall be limited to three (3) successive full two-year terms for each office.

Section B. Duties and powers of the officers:

1. Power and duties of the President. The President will preside at meetings of the members and the Association Board; will manage and supervise the business, affairs and property of the association; will sign all contracts, agreements, and other instruments of the association. Transfer power to First Vice-President as an acting President when on short or long term leave.
2. Power and duties of the First Vice-President. The principal duties of the First Vice-President will be to assist the President in managing the association and in the absence of the President to perform all the duties of the President, and when so acting shall have the powers of the President.
3. Power and duties of the Second Vice-President. The principle duties of the Second Vice-President will be to represent the Association in dealing with local organizations within the community and with City, State, and Federal offices on matters related to finance, social, health, education etc… to fulfill goals and purposes stated in the By-laws.
4. Power and duties of the Secretary: Assume responsibility for preparation and distribution of minutes of all meetings of the Association Board. Keep at the principal office of the Association all meeting minutes, legal documents and maintain accurate records of the proceedings of the Board. Distribute meeting notices as requested by the President of the Board.
5. Power and duties of the Treasure: Keep a full and accurate financial record in such a manner that available to show at anytime upon request the contributions made to the association and the expenditures made by or on behalf of the Board.
         * Shall have custody of and update all legal documents related to all assets and to the process of acquiring of such assets or any other properties of the association. A copy of these records shall be available to the Secretary for record keeping purposes.
         * Responsible for depositing all contributions, donations, earnings and any other incomes directly to the only financial institution designated by the Board.
         * Responsible for opening an account for the Association at a financial institution designated by the Board and issuing checks only as directed by proper authority such as the President.
         * Present financial statement and explain in detailed the current financial status at all regular or special meetings of the Board.

ARTICLE VIII. COMMITTEES

The President shall have the power to create various committees to run daily operation or when needs arise to run special projects designed for the Association.
      * Members of the committees shall be assigned by the President with the approval of the Board.
      * All activities, programs under committees shall be dictated by the President with the approval of the Board according with rules and regulations in the By-Laws.
 

ARTICLE IX. AMENDMENTS

These Bylaws may be amended:

Section A. For any matters that relate to the number of officers, the composition of the board, the term of office of officers, or the method or way in which officers are elected or selected, the bylaws may be amended:

1. upon recommendation of the Board; and
2. approval by two-third (2/3) of  the members at any regular meeting or at any special meeting called for that purpose.

Section B. For all other matters, the Bylaws may be amended:

1. upon recommendation of the Board; and
2. approval by a simple majority of the members at any regular meeting or at any special meeting called for that purpose.

CERTIFICATION

These Bylaws were adopted by the Board and the members as required by the Bylaws and shall be effective immediately at the time of signing.

Date:_______________________

________________________________________    ____________________________________

President                                                                     Secretary