Mana American Telugu Association
మన అమెరికన్ తెలుగు అసోసియేషన్

Articles of Incorporation (By Laws)

Mana American Telugu Association (MATA)

Article 1: Mana American Telugu Association here after also referred to as MATA is organized exclusively for the purposes of charitable, cultural, religious, educational and scientific purposes, the making of distributions to organizations that qualify as exempt organizations under section 501(C)(3) of the Internal Revenue Services Code, or the corresponding section of any future federal tax code.


Article 2: No part of the net earnings of the corporation shall inure to the benefit of, or be distributed to its members, trustees, officers, or other private persons, except that the corporation shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes set forth in Article I hereof. No substantial part of the activities of the corporation shall be the carrying on of propaganda, or otherwise attempting to influence legislation, and the corporation shall not participate in , or intervene in (Including the publishing or distribution of statements) any political campaign on behalf of or in opposition to any candidate for public office. Notwithstanding any other provision of these articles, the corporation shall not carry on any other activities not permitted to be carried on (a) by a corporation exempt from federal income tax code 501(c)(3) of the Internal Revenue Service Code or the corresponding section of any future federal tax code , or (b) by a corporation, contribution to which are deductible under section 170(c)(2) of the Internal Revenue Service Code, or the corresponding section of any future federal tax code.


Article 3: Upon the dissolution of the corporation, assets shall be distributed for one or more exempt purposes within the meaning of section 501(c)(3) of the Internal Revenue Service Codeor the corresponding section of any future federal tax code, or shall be distributed to the federal government or to a state or local government, for a public purpose. Any such assets not so disposed of by a court of competent jurisdiction of the county in which the principal office of the corporation is then located, exclusively for such purposes or to such organization(s), as said court shall determine which organized and operated exclusively for such purposes.


Article 4: Membershipis open to all individuals upon payment of the membership fee and referred by an existing member of MATA. All Members should be legally resident in USA or USA Citizens. The MATA Board of Directors has to approve all membership requests. The decision of the MATA Board of Directors is final. The spouses of members are deemed to be members of MATA unless they notify MATA in writing of their intent not to be members of MATA. Suspension: The member will be served a notice with intend to suspend him/her, listing the reasons for the suspension. The member will have at least 10 days to respond to the suspension notice in writing to the MATA Executive Committee. If the MATA Executive Committee is not satisfied with the response received from the member, it can suspend the member for a period of time that is not more than 90 days at a time. All suspensions will need to be approved unanimously by all the members of the MATA Executive and forwarded to the MATA Board of Directors. The suspension is effective from the day it is approved unanimously by all the members of the MATA Board of Directors. The Final approval needs to be forwarded to the suspended member listing out the restrictions on his membership privileges during the suspension period. Suspended members right to vote and contest in an election cannot be restricted. Revocation: A member’s MATA membership can be revoked if he has been previously suspended and is unanimously approved by all the elected members of MATA including Executive Committee, Board of Directors, Activity Committees,Regional Metro Executive Committee and Regional Metro Activity Committees. Revocation of membership can be set aside by the Executive Committee and Board of Directors at any time. Arbitration: All members agree to arbitration by the Board of Directors to resolve all disputes in MATA. If they are not satisfied by the decision of the Board of Directors, the members can appeal to the Founders for further arbitration. The membership of any member is revoked if they are convicted for any crime, except minor infractions or the member is accused of violating the law and/or there is prime facie documentary evidence to support criminal wrong doing against MATA. The decision of the Board of Directors is final to terminate the membership of a member accused of criminal wrong doing against MATA.


Article 5: General Body of MATA would include all members of MATA. The General Body of MATA can enforce the bylaws of MATA. If the Executive Committee of MATA fails to enforce the bylaws of MATA for any reason whatsoever, any member of MATA can force the Board of Directors to convene a General Body meeting after collecting signatures supporting the agenda of the meeting containing the details of the bylaw violation from at least 25% of the MATA members and submitting the same to the Board of Directors. The Board of Directors must convene the General Body meeting within 30 days of receiving the copy of the signed agenda of the meeting. Members unable to attend the General Body meeting in person must be allowed to join the meeting remotely using available electronic media. The agenda must be discussed by the General Body Meeting and the minutes of the meeting must be published to all the members within 7 days from the date of the meeting. All voting in the General Body meeting on the agenda items will be by secret ballot and will be conducted by the Board of Directors within 30 days from the date of the General Body Meeting. All members must be allowed to vote on the decisions of the General Body Meeting. The decisions of the General Body are binding on the Executive Committee and Board of Directors, if the decisions are supported by majority of the MATA members.


Article 6: Board of Directors


MATA will have a maximum of 10 Board of Directors at any given time.


All Board of Directors should be members of MATA


One Board of Directors will be elected every year for a three year term by the members of all the electedMATARegional Committees.


One Board of Director will be elected every year for a three year term by the members of all the elected MATA National Committees.


Grand Donors: Top three largest life time donors of MATA will be recognized as the grand donors at the end of every year and will be nominated as Board of Directors for a period of one year. The word donation shall include donations made by an individual member to MATA and/or donations raised from non members for MATA and/or any products/services paid for by a member for the exclusive benefit of MATA that is recognized by the Executive Committee and Board of Directors of MATA as of December 31st of the year will be considered for the purpose.


MATA Founders: The initial registering members of MATA as named on the registering documents filed with the state of IL and all other states in USA where MATA will be registered will be only considered as the founding members. The founding members will electone of the founding members as the Board of Directors for a term of one year only. Any founding member who is listed on multiple registering documents filed with any state will be able to cast one vote for every state. The founding member being nominated for the Board of Directors cannot hold any other position in MATA while serving on the Board of Directors.MATA cannot be dissolved and/or merged with any other non-profit organization and/or enter into an operating agreement unless unanimously agreed to by all the MATA founders. The structure of the Board of Directors cannot be changed unless agreed to unanimously by the MATA Founders.


The Board of Directors shall elect one of the Board of Directors as the Chairman of the Board of Directors for a one year term at the beginning of every Calendar year. Chairman of the Board of Directors is responsible for conducting the business of the MATA Board. The Chairman of the Board of Directors is responsible for signing on all documents filed with any government agencies on behalf of the Board of Directors. Board of Directors should have at least two years term pending on the day they are nominated as the Chairman of the Board of Directors.


The Board of Directors shall nominate one of the Board of Directors as the Vice Chairman of the Board of Directors for a one year term at the beginning of every Calendar year. Vice Chairman of the Board of Directors is responsible for conducting the business of the MATA Board in the absence of the Chairman of the Board of Directors. The Vice Chairman of the Board of Directors is responsible for signing on all documents filed with any government agencies on behalf of the Board of Directors, if more than one Board of Directors is required to sign the document.


If all the Board of Directors ceases to be Board of Directors of MATAfor any reason whatsoever, the initial three Founder Board of Directors can take charge as the Board of Directors until the newly elected Board of Directors take office as per the By Laws of MATA.


If no Regional Metro Executive Committee Members are elected in a year, the National Executive Team will elect all the vacant Board of Director positions.


The Board of Directors is responsible for the following

a) Enforcing the bylaws of MATA, if the Executive Committee fails to enforce any of the bylaws.

b) Resolve any conflicts between the various Governing Committees of MATA.

c) Review and approve all decisions taken by the Executive Committee. The Board of directors can reject any decision taken by the Executive Committee, if at least two thirds of the members of the Board of Directors vote against the decision of the Executive Committee.All decisions taken by the Executive Committee are deemed to be approved by the Board of Directors, if they are not rejected by the Board of Directors. The Board of Directors cannot approve any decision that is not approved by the Executive Committee, unless it is explicitly authorized to do so in the Articles of Incorporation of MATA. The Board of Directors can suggest changes to decisions taken by the Executive Committee.

d) The Board of Directors is responsible for the conduct of all elections in MATA as per the MATA bylaws.

e) None of the Board of Directors can contest and/or hold any other position in MATA, during their term as a Board of Director and for at leastone year after completing or resigning as a Board of Director.

f) MATA Board of Directors cannot directly or indirectly support the candidature of any member in an MATA election.

g) Chairman of the Board of Directors or any Board of Director supported by at least one third of the members can call for Board of Directors meeting by giving at least5 days prior notice along with the agenda of the meeting to all the Board of Directors.

h) The Chairman of the Board of Directors is responsible for conducting the meetings of the Board of Directors and publishing the minutes of the meeting of all the MATA Board meetings within 10 days from the date of the meetings to the MATA members.

i) The Board of Directors can disqualify any of the Board of Director for failure to attend four consecutive Board of Director Meetings. The Chairman of the Board of Directors must notify the absentee Board of Director and ask for an explanation. The Chairman of the Board of Directors can disqualify the absentee Board of Director if he is not satisfied with the explanation and atleast two third of the Board of Directors approve the decision.

j) The Board of Directors can disqualify member of any committee for failure to attend four consecutive meetings of the respective committee of which he/she is a member of, The Chairman of the Board of Directors must notify the absentee member and ask for an explanation. The Chairman of the Board of Directors can disqualify the absentee member if he is not satisfied with the explanation and at least two third of the Board of Directors approve the decision.

k) The Board of Directors is responsible for all statutory filings required to keep MATA in good standing including MATA registration as a Non-profit organization, tax returns etc.

l) The Board of Directors can add any elected Committee or position to anelected Committee at any Metro Region or National level by notifying it before the election notification is issued.

m) The following are the legal responsibilities of the Board of Directors elected for a three year term : First year of the term: Will be responsible for signing on the expense checks on behalf of the Board of Directors.
Second year of the term: Will be responsible for signing on the Tax returns on behalf of the Board of Directors.
Third year of the term: Will be responsible for filing replies to any queries to the tax returns filed in the previous year.


Article 7: National Executive Committee shall consist of the following positions

a) President: Is the head of the MATA. Is responsible for coordinating all the activities of MATA.Is responsible for conducting all the meetings of the MATA Executive Committee.The President is responsible for signing on all documents filed with any government agencies on behalf of the National Executive Committee when required to do so by the Board of Directors.


b) The posts of President, Secretary and Treasurer are mandatory for the MATA National Executive Committee.


c) General Secretary:Secretary is responsible for publishing the agenda of all the meetings to the members of the Executive Committee at least 5days before the start date of the meeting. Secretary is responsible for publishing the minutes of the meeting to all the MATA members within 10 days from the date of the meeting. Secretary shall be responsible for all non-financial record keeping of MATA.


d) Treasurer:Treasurer shall be responsible for all financial record keeping of MATA.


e) The Board of Directors of MATA can notify up to 6 activity directors before the election notification is issued.


f) All decisions of the Executive Committee have to be approved by the majority of the members of the Executive Committee. The president can veto any and all decisions taken by the Executive Committee that are not approved by at least two thirds of the members of the Executive Committee. The president cannot veto any decisions taken by the Executive Committee that are approved by at least two thirds of the members of the Executive Committee. All decisions taken by the Executive committee have to be sending to the Board of Directors for Final approval.


g) The National Executive members including President, Secretary, Treasurer, and Activity Directors will be elected by the MATA Members.


h) All meeting minutes have to be published to the Board of Directors and all the members of MATA within 10 days of the date of the meeting.


i) All decisions have to be communicated to the Board of Directors at least10 days before they can be implemented.


j) The MATA National Executive can request the Chairman of the Board of Directors for anurgent joint session, if the consent of the Board of Directors is required to immediately implement a decision. The Board of Directors can accept or reject the request foran urgent joint session.


k) The executive committee is responsible for coordinating all the activities of MATA, other than those that the Board of Directors are responsible for.


Article 8: National Activity Committees will be headed by the respective Activity Secretary and will be responsible for coordinating the Regional Activity Committees.

a) All decisions taken by the Activity Committee should be approved by the MATA National Executive and Board of Directors, before they can be implemented.


b) The activity committees will be responsible for implementing any/and all directives of the MATA National Executive approved by the Board of Directors.


c) The number of Joint Secretaries, Additional Secretaries in each activity committee shall be decided by the Board of Directors before the elections.


Article 9: Regional Metro Executive Committee shall consist of the following positions

a) Regional Metro Vice President: Is the head of the Regional Metro MATA unit. Is responsible for coordinating all the activities of Regional Metro MATAunit. Is responsible for conducting all the meetings of the MATA Regional Metro Executive Committee.


b) Regional Metro JointSecretary: Regional Metro General Secretary Is responsible for publishing the agenda of all the meetings to the members of the Regional Metro Executive Committee at least one day before the start date of the meeting. Regional Metro Secretary is responsible for publishing the minutes of the meeting to all the MATA members within 10 days from the date of the meeting. Secretary shall be responsible for all non-financial record keeping of the Regional Metro MATA unit.

c) Regional Metro Joint Treasurer: Regional Metro Treasurer shall be responsible for all financial record keeping of MATA.


d) The Board of Directors of MATA can notify the required activity Joint Directors before the election notification is issued.


e) The Board of Directors has to ensure that all Metro Regions with similar number of members all have the same number of Regional Metro Executive positions. The decision of the Board of Directors shall be final.


f) The Regional Metro Executive members including Regional Metro Vice President, Regional Metro Joint Secretary, Regional Metro Joint Treasurer, and all activity Joint Directors will be elected by the MATA Members in the Regional Metro area.


g) All decisions of the Regional Metro Executive Committee have to be approved by the majority of the members of the Regional Metro Executive Committee. The Regional Metro president can veto any and all decisions taken by the Regional Metro Executive Committee that are not approved by at least two thirds of the members of the Regional Metro Executive Committee. The Regional Metro President cannot veto any decisions taken by the Regional Metro Executive Committee that are approved by at least two thirds of the members of the Regional Metro Executive Committee. All decisions taken by the Regional Metro Executive committee have to be approved by the National Executive Committee and Board of Directors.


h) All meeting minutes have to publish to the National Executive Committee and Board of Directors and all the members of MATA within 10 days of the date of the meeting.


i) All decisions have to be communicated to the National Executive Committee and Board of Directors at least 10 days before they can be implemented.


j) The Regional Metro Executive committee is responsible for coordinating all the activities inthe Metro Region of MATA.


Article 10: Regional Metro Activity Committees will be headed by the respective Regional Activity Joint Director. The members (Additional Directors) of the activity committees shall help the respective Activity Joint Director in conducting the respective MATA activities.

a) The number of AdditionalDirectors in each activity committee will be decided by the Board of Directors before the election is notified.


b) All metro regions will have the same number of activity committees.


c) The Board of Directors has to ensure that all Metro Regions with similar number of members all have the same size activity committees. The decision of the MATA Board of Directors is final.


Article 11: Decision Making should be in accordance with the laws of USA and serving the best interests of the MATA members.


Article 12: Elections to be held as per the Collective Decision Making Model (CDMM) described below.

a) Collective Decision Making Model (CDMM): We do not have direct elections to individual posts. We elect a group of Representatives. Let us say we are going to elect a group of 5 representatives. Every member can cast one vote in favor of only one Representative. The Representatives who secure the top 5 positions as per the vote count will be declared elected. The Representative who secured the highest number of votes will get to choose the position (President) of his choice first and so on. This way we have the group of 5 Representatives who are truly representing all the members, rather than one dominant group hijacking the organizations decision making process.


b) No member of MATA can claim to be a member of more than one Regional Metro MATA unit at any time.


c) No member of MATA can participate in an election for more than one Regional Metro MATA unit in a calendar year.


d) No member of MATA can contest for more than one position at a time


e) All elections in MATAshould be conducted using the secret ballot and universal franchise.


f) All elected positions in all committeesare for a term not to exceed one year. The term for all elected positions in MATA shall run thru January 1st of the year thru December 31st of the year for which they are elected.


g) No member of MATA can serve on any committee or Board for two consecutive terms


Article 13: Meetings are to be conducted by all committees at least once in a quarter. The meeting agenda should be published to the members of the concerned committees at least 5 days before the date of the meeting. The meeting minutes should be published to all the concerned members within 10 days after the meeting.


Annual General Body meeting to be conducted by the Board of Directors. The agenda for the General Body meeting should be published to all the members at least 5 days before the date of the meeting. The minutes of the meeting should be published within 10 days after the meeting. Members should be allowed to participate in the meeting thru available electronic media.


Article 14: Articles of Incorporation changes can be only initiated by the Executive Committee or by at least one third of the members of MATA.

a) All Articles of Incorporation Changes must be approved by at least two third of members of all the MATA elected Committees and also be approved by two third of the MATA Board of Directors.


b) The Articles of Incorporation changes have to approve by the majority of MATA members in the subsequent MATA elections before they can be implemented.


c) If any of the changes to the Articles conflict with any other existing bylaws, the previously existing by law shall prevail over the changed by law.


Article 15: All payments should be authorized by a member of the Board of Directors and a member of the MATA National Executive.The MATA executives responsible for authorizing any of the payments in a calendar year are responsible for signing the tax filings for that calendar year. Board of directors with at least two years of term remaining can only authorize payments. Any payment not approved by the National Executive Committee and Board of Directors is null and Void.


All donations are voluntary and are non-refundable. Disputing and/or dishonoring a donation to MATA severely affects the financial standing of MATA and may warrant strict action against the member including denying access to MATA resources, expelling the member from MATA without further notice, initiating legal action to recover any and/or all losses incurred by MATA as a result of this, initiating any other action deemed necessary by the office bearers of MATA.


Article 16: All other interimcommittees constituted at the MATA National Level will be elected equally by the elected members of the National Committee and Metro Regional Committees respectively.

All other interimcommittees constituted at the Metro Regional Level will be elected equally by the elected members of the National Committee and specific Metro Regional Committees respectively.


For example an interim committee has two members, one member each will be elected by the National Committees and by the Metro Committees respectively.


Article 17: MATA members are prohibited from copying and sharing any data they may have access to at MATA as a member and/or office bearer in any form with any individual or organization, unless they have the written approval of the National Executive and Board of Directors of MATA.


Article 18: MATA can change the name to “Mana American Telugu Association” also known as “MATA”. MATA can choose to operate additionally under the name of “Mana American Telugu Association” also known as “MATA”.