BYLAWS OF THE CALIFORNIA KURDISH COMMUNITY CENTER (CKCC)

ARTICLE I

NAME

The name of this corporation shall be the California Kurdish Community Center (CKCC), hereinafter referred to as the “Corporation” or “CKCC.”

ARTICLE II

PURPOSES

CKCC is organized exclusively for charitable, educational, cultural, and public benefit purposes within the meaning of Section 501(c)(3) of the Internal Revenue Code and the California Nonprofit Public Benefit Corporation Law.

The specific purposes of CKCC include:

1.      Preserving, promoting, and celebrating Kurdish culture, heritage, language, arts, and traditions.

2.      Supporting educational programs, scholarships, cultural events, and community development.

3.      Promoting civic engagement, leadership development, and volunteerism.

4.      Providing educational and cultural resources to the Kurdish community and the public.

5.      Establishing partnerships with educational, charitable, cultural, and community organizations.

6.      Conducting any lawful activities consistent with Section 501(c)(3) of the Internal Revenue Code.

ARTICLE III

NONDISCRIMINATION

CKCC shall not discriminate on the basis of race, color, national origin, ancestry, disability, age, religion, sex, gender identity, sexual orientation, marital status, veteran status, or any status protected by applicable law.

ARTICLE IV

MEMBERSHIP

Section 1. Membership Classes

The Corporation may establish voting and non-voting membership categories by resolution of the Board.

Section 2. Eligibility

Membership shall be open to individuals who support the mission and purposes of CKCC and comply with membership requirements established by the Board.

Section 3. Suspension or Removal

Membership may be suspended or terminated for misconduct, violation of organizational policies, conduct harmful to CKCC, fraud, misrepresentation, or failure to comply with organizational requirements.

ARTICLE V

BOARD OF DIRECTORS

Section 1. General Powers

The affairs of CKCC shall be managed under the direction of the Board of Directors.

Section 2. Number of Directors

The Corporation shall have not fewer than five (5) and not more than fifteen (15) directors. The exact number shall be established by resolution of the Board. California nonprofit public benefit corporations generally must provide for at least three directors.

Section 3. Qualifications

Directors shall:

·         Support the mission of CKCC.

·         Demonstrate integrity and commitment to public service.

·         Comply with all Board policies and ethical standards.

·         Complete onboarding and orientation requirements.

Section 4. Terms

Directors shall serve three-year terms and may be reelected.

Section 5. Vacancies

Vacancies may be filled by majority vote of the remaining directors.

Section 6. Removal

A director may be removed by a two-thirds vote of the Board for:

·         Failure to attend meetings.

·         Breach of fiduciary duty.

·         Misconduct.

·         Conflict of interest violations.

·         Conduct detrimental to the organization.

ARTICLE VI

OFFICERS

The officers shall consist of:

·         Chairperson (President)

·         Vice Chairperson

·         Secretary

·         Treasurer

The Board may establish additional officer positions as necessary.

Officers shall be elected annually by the Board.

Duties

Chairperson

The Chairperson shall preside over meetings, oversee implementation of Board decisions, and serve as the principal volunteer leader.

Vice Chairperson

The Vice Chairperson shall assist the Chairperson and perform duties in the Chairperson’s absence.

Secretary

The Secretary shall maintain records, minutes, and official corporate documents.

Treasurer

The Treasurer shall oversee financial affairs, financial reporting, budgeting, and fiscal accountability.

ARTICLE VII

MEETINGS

Section 1. Annual Meeting

An annual meeting shall be held each year for the election of directors and transaction of organizational business.

Section 2. Regular Meetings

The Board shall meet at least quarterly.

Section 3. Special Meetings

Special meetings may be called by the Chairperson or by one-third of the directors.

Section 4. Quorum

A majority of directors then in office shall constitute a quorum.

Section 5. Voting

Unless otherwise required, actions shall be approved by a majority vote of directors present.

Directors may participate electronically as permitted by California law.

ARTICLE VIII

COMMITTEES

The Board may establish standing or special committees including:

·         Executive Committee

·         Finance Committee

·         Governance Committee

·         Cultural Programs Committee

·         Education Committee

·         Fundraising Committee

Committees shall report to the Board.

ARTICLE IX

CONFLICT OF INTEREST

All directors, officers, committee members, employees, and volunteers shall avoid conflicts of interest.

Any individual with a financial or personal interest in a matter before the Board shall disclose the conflict and abstain from voting.

The Board shall adopt and maintain a written Conflict of Interest Policy.

ARTICLE X

ORGANIZATIONAL PROTECTION, ACCOUNTABILITY, AND ETHICS

To protect the integrity, mission, and resources of CKCC:

1.      All volunteers, members, directors, and officers shall provide accurate contact information and identification as required by organizational policies.

2.      CKCC may implement reasonable verification procedures for applicants, volunteers, and leadership candidates.

3.      Individuals engaging in fraud, harassment, threats, misrepresentation, misuse of organizational resources, or conduct harmful to the organization may be removed.

4.      Directors and officers shall act in good faith and in the best interests of the Corporation.

5.      All participants shall uphold standards of honesty, transparency, accountability, and professionalism.

ARTICLE XI

FINANCIAL MANAGEMENT

The fiscal year shall be determined by the Board.

No part of the net earnings of CKCC shall inure to the benefit of any private individual.

All funds shall be used solely to advance the charitable and educational purposes of the Corporation.

The Board may require annual financial reviews, audits, or independent examinations as appropriate.

ARTICLE XII

INDEMNIFICATION

To the fullest extent permitted by California law, CKCC shall indemnify its directors, officers, employees, and volunteers against liabilities incurred in the performance of their duties on behalf of the Corporation.

ARTICLE XIII

RECORDS AND INSPECTION RIGHTS

CKCC shall maintain accurate books, records, minutes, financial statements, and corporate documents.

Records shall be available for inspection as required by applicable law.

ARTICLE XIV

AMENDMENTS

These Bylaws may be amended by a two-thirds vote of the Board of Directors, provided written notice of the proposed amendment is delivered at least ten (10) days prior to the meeting at which the amendment is considered.

ARTICLE XV

DISSOLUTION

Upon dissolution of the Corporation, all remaining assets shall be distributed exclusively for one or more exempt purposes within the meaning of Section 501(c)(3) of the Internal Revenue Code to one or more organizations qualified under Section 501(c)(3), consistent with California law.

CERTIFICATION

These Bylaws were adopted by the Board of Directors of the California Kurdish Community Center (CKCC) on ____________________, 20____.

Chairperson

Secretary

CALIFORNIA KURDISH COMMUNITY CENTER (CKCC)

CONFLICT OF INTEREST POLICY

Purpose

The purpose of this Conflict of Interest Policy is to protect the interests of CKCC when it is considering transactions or arrangements that may benefit the private interests of a director, officer, committee member, employee, volunteer, or other affiliated individual.

Covered Persons

This policy applies to:

·         Directors

·         Officers

·         Committee members

·         Employees

·         Volunteers

·         Consultants acting on behalf of CKCC

Duty to Disclose

Any covered person who has a financial interest, personal interest, family relationship, or other potential conflict related to a matter under consideration shall disclose the nature of the conflict before discussion or voting occurs.

Procedures

1.  The interested person shall disclose the conflict.

2.  The interested person shall leave the meeting during discussion and voting.

3.  The remaining disinterested directors shall determine whether a conflict exists.

4.  The Board may approve a transaction only if it is fair, reasonable, and in the best interest of CKCC.

Violations

Failure to disclose a conflict may result in disciplinary action, removal from office, suspension of membership, or other action deemed appropriate by the Board.

Annual Disclosure

Directors and officers shall complete an annual Conflict of Interest Disclosure Statement.

CALIFORNIA KURDISH COMMUNITY CENTER (CKCC)

WHISTLEBLOWER PROTECTION POLICY

Purpose

CKCC encourages directors, officers, volunteers, employees, members, and community participants to report concerns regarding suspected illegal conduct, financial misconduct, fraud, abuse, unethical behavior, misuse of organizational assets, or violations of organizational policies.

Reporting

Reports may be submitted to:

·         The Chairperson

·         The Secretary

·         The Governance Committee

·         Any designated compliance officer

If the complaint involves any of the above individuals, the report may be made directly to the Board of Directors.

Protection from Retaliation

No person who, in good faith, reports a concern shall be subjected to:

·         Retaliation

·         Harassment

·         Threats

·         Intimidation

·         Discrimination

·         Removal from participation solely because of the report

Investigation

The Board shall promptly review all credible reports and may appoint an independent committee or investigator when appropriate.

False Reports

Knowingly false or malicious reports may result in disciplinary action.

Confidentiality

Reports shall be handled as confidentially as reasonably possible while allowing for a proper investigation.