Brazos Interfaith Immigration Network 1 May 2014 Brazos Interfaith Immigration Network Constitution Article I: Name and Purpose Section A: Name The name of this organization shall be the Brazos Interfaith Immigration Network (BIIN). Section B: Purpose Brazos Interfaith Immigration Network is a group of individuals, organizations and faith communities called by our faith to serve and support the immigrant community of Brazos County. The mission of Brazos Interfaith Immigration Network is to promote the human dignity and well‑being of all immigrants in our community and to advocate for and facilitate better access to legal, educational, and social services. The BIIN is a nonprofit corporation organized for exclusively charitable, religious and educational purposes within the meaning of Section 501(c)(3) of the Internal Revenue Code of 1986, as amended. The BIIN may not take any action that would be inconsistent with the requirements for tax‑exemption under Section 501(c)(3) of the Internal Revenue Code. Article II: Membership Section A: Eligibility Membership in Brazos Interfaith Immigration Network shall be open to all individuals, groups, and faith communities in the Brazos Valley interested in helping to support and fulfill the goals and purpose of the Brazos Interfaith Immigration Network regardless of age, ethnicity, nationality, religion, sexual orientation, veteran status, gender, gender identity, or ability. Brazos Interfaith Immigration Network 2 May 2014 Section B: Membership Classifications There are two membership categories in the Brazos Interfaith Immigration Network: individual partners, and group partners. a. Individual Partners: The Brazos Interfaith Immigration Network relies on the support and participation of individual members interested in supporting the goals of BIIN. Individual partners shall be defined as those individuals who support the work of BIIN either through donations, by volunteering, or by serving on the Board of Directors or the Partners Council. b. Group Partners: Local faith communities and organizations are essential to the mission of the Brazos Interfaith Immigration Network. Group members shall be defined as those groups in the Brazos Valley who exhibit an active commitment to the goals and mission of the Brazos Interfaith Immigration Network and agree to do the following:  designate a liaison between BIIN and the organization/congregation, who will serve as the Partner representative on the BIIN Partners Council,  agree to provide educational opportunities for the membership on immigration issues, and  support the work of BIIN in at least one of the following ways: 1. Become a Financial partner‑‑either in direct donation, sponsoring fund‑raising, or donation‑in‑kind 2. Provide volunteers for one‑time activities 3. Provide on‑going volunteers for BIIN activities. Section C: Removal of Members a. Individual or group members may be moved to an inactive list by consensus of the Executive Committee for failure either to participate or to pay dues. After one year, individuals or groups on the inactive list may be removed from the Brazos Interfaith Immigration Network and lose all privileges and rights associated with membership if 4/5 of the Board of Directors so vote. b. Individual or group members who fail to support the missions and goals of BIIN may be removed from the Brazos Interfaith Immigration Network and lose all privileges and rights associated with membership if 4/5of the Board of Directors so vote. Brazos Interfaith Immigration Network 3 May 2014 Article III: Organization and Leadership Section A: Board of Directors The organization shall be governed by a Board of Directors which shall be responsible for the supervision, control and direction of the organization. The Board shall be comprised of the elected officers (See Section B below), at least two immigrant liaisons, and at least four at‑large members. The immigrant liaisons and at‑large members shall be elected by a simple majority of those Partners and members present at the annual meeting. Directors may serve two consecutive one‑year terms. Section B: Officers Officers shall be elected by a simple majority of those Partners and members present at the annual meeting. Officers may serve two consecutive one‑year terms. The Executive Committee is comprised of elected officers. 1) Elected Positions a. Chair The Chair shall work with the Board of Directors to schedule meetings and set agendas. The Chair shall preside over all meetings. The Chair shall have the authority to appoint additional committee chairs and committee members as necessary and appropriate, with consent of the Directors, to carry out the mission and activities of the Brazos Interfaith Immigration Network. b. Vice‑Chair The Vice‑Chair shall assist the Chair and serve in place of the Chair if absent. c. Treasurer The Treasurer shall be responsible for the receipt and disbursal of all funds collected or spent on behalf of the Brazos Interfaith Immigration Network. The Treasurer additionally shall be responsible for completing the Internal Revenue Service (IRS) Form 990‑T and shall be responsible for ensuring that the Brazos Interfaith Immigration Network satisfies all its obligations as a non‑private Not‑For‑Profit organization (IRS Code 501(c)(3)). When necessary, the Treasurer will handle correspondence with the IRS, including filing the form 990‑T if requested or required to do so as outlined in letter 947. Brazos Interfaith Immigration Network 4 May 2014 d. Secretary The Secretary shall take notes of all meetings and be responsible for distributing them to the members. The Secretary shall maintain a current list of the membership, in coordination with the Treasurer. Section C: Committees a. Executive Committee: The Executive Committee shall consist of the elected officers (See Section III, AB1 above), b. Additional committees: The Chair may appoint temporary or ad hoc committees for specific purposes with the approval of the Board of Directors. Section D: The Partners Council The Partners Council shall be comprised of the Executive Committee, one Partner Representative from each member organization, and an Individual Partner Representative, elected at the annual meeting of the entire membership to represent individual members. Duties of the Partners Council are to communicate about needs and opportunities, to coordinate activities of the organization and to carry out additional services as requested by the Executive Committee or the general membership at the annual meeting. Article IV: Dissolution of the Brazos Interfaith Immigration Network The dissolution of the Brazos Interfaith Immigration Network may take place after a postal ballot of all Partners if there is a 4/5 majority of those voting in favor of such a dissolution. Dues‑paid members shall be given a minimum of 28 days in which to register their vote in any such ballot. Dissolution of the Brazos Interfaith Immigration Network shall be automatic if it is not possible to elect at least two officers to the Executive Committee at a general meeting. If the Brazos Interfaith Immigration Network is dissolved, the remaining money (if there is any) shall be donated to an immigration‑related exempt non‑profit organization under Section 501(c)(3). Brazos Interfaith Immigration Network 5 May 2014 Article V: By‑laws The Brazos Interfaith Immigration Network will conduct business according to the by‑laws of the organization. By‑laws shall define procedural issues and shall be adopted and revised according to the needs of the Brazos Interfaith Immigration Network. By‑laws shall be voted on by dues‑paid members and shall be adopted if a simple majority of those individual members voting on the issue vote in favor of their adoption. Article VI: Amendment and Ratification of the Constitution Section A: Amendment This Constitution may be amended by 2/3 of the voting membership present at any official regular meeting of the Brazos Interfaith Immigration Network, provided no less than two weeks' written notice has been provided to all Brazos Interfaith Immigration Network members informing them of the changes being proposed and of their general scope. The individual(s) proposing such changes shall be responsible for notifying the Chair at least one regular meeting in advance in order to coordinate the notification of membership. Changes outside the general scope announced cannot be considered at such a meeting, but can of course be proposed for consideration at a future meeting provided that the same requirements for prior written notification are met. Section B: Ratification This Constitution shall become the official governing document of the Brazos Interfaith Immigration Network upon review and consent of 4/5 of the dues‑paid individual and group members at the time of ratification. Ratified as amended on May 18, 2014