ARTICLE I -Definitions
In these Bylaws and for the purposes hereof:
(a) “Charter” shall mean the Articles of Incorporation of The Palestine Right to Return Coalition (PRRC, Al-Awda (in Arabic) or the “corporation”) as from time to time amended.
(b) The Board of Directors per IRS regulations is equivalent and used interchangeably with the Coordinating Committee composed of the duly elected representatives’ of PRRC’s Chapters and Action Committees per this Charter.
(c) “Member” refers to a person who fulfills the criteria explained in article V of the Bylaws.
(d) Whenever a masculine pronoun appears it is for convenience only and shall mean either a male or female person.
ARTICLE II – Title, Functions, Offices
Section 1. Name: The name of this corporation shall be The Palestine Right to Return Coalition (PRRC, or Al-Awda (in Arabic)). The name shall not be used by any individual, chapter, action committee or outside entity without due permission of the organization’s Coordinating Committee. The name of this corporation may be changed by a majority vote of the Coordinating Committee with due official notice and following the applicable state and federal regulations.
Section 2. Functions: The Palestine Right to Return Coalition is a broad-based, non-partisan, democratic and charitable organization made up of grassroots activists and students committed to comprehensive public education on the rights of all Palestinian refugees to return to their original homes and lands, and to full restitution of all their confiscated and destroyed property in accordance with the Universal Declaration of Human Rights, International law and United Nations resolutions upholding such rights.
Goals include:
• To raise awareness concerning the human and legal rights of Palestinian refugees.
• To foster relationships with the media to help with the effort of education of the human and legal rights of Palestinian refugees.
• To educate elected representatives on the grave implications resulting from the continuing violations of numerous human and legal rights of Palestinians.
• To develop and coordinate local grassroots initiatives for action related to Palestinian refugee rights.
• To develop and strengthen links and coordinate efforts with local human and civil rights groups in support of the Palestinian refugees’ right to return.
• To empower refugees with projects that nurture their autonomy and determination to exercise their legal rights, first and foremost their natural right to return to their towns, villages and lands.
• To provide humanitarian aid to Palestinian refugees.
Section 3. Offices: PRRC shall maintain a national office and regional offices as the Coordinating Committee may authorize from time to time.
ARTICLE III – Coordinating Committee
Section 1. General Powers. The Coordinating Committee shall: a) establish major administrative policies governing the affairs of PRRC and promulgate and mature means for the organization’s growth and development, and b) execute the business of PRRC except as otherwise expressly provided by law or by the articles of incorporation. Through its elected Executive Committee (see section 6), The Coordinating Committee has power of secretarial functions, financial decisions, speaking on behalf of PRRC, and other functions specified by these bylaws subject to state and federal laws regulating such activities.
Section 2. Number, Election and Terms of Office. The membership in the organization is open to individuals who agree with the goals specified in Article II section 2. Members join local chapters which shall be represented by up to three delegates by election annually to the Coordinating Committee on the following basis:
15 – 25 members represented by one delegate
26 – 50 members represented by two delegates
and one more delegate for an additional 25 member increment
Members of national and international action committees are entitled to elect one representative to the coordinating committee from within their committee.
Representatives of chapters and action committees may serve on the Coordinating Committee as long as they are re-elected. Vacancies occurring from time to time because of resignation, removal, death or enlargement of the Coordinating Committee may be filled by asking for new election of the affected chapter or action committee.
Elections will be conducted annually such that the new reps are installed at the end of each calendar year.
Section 3. Coordinating Committee Meetings. Coordinating Committee meetings will be held on a regular basis to conduct the business of PRRC. Special meetings may be held when called by the Executive Committee and/or majority of the Coordinating Committee.
Section 4. Notice of Coordinating Committee Meetings. Notice of each regular or special meeting of the Coordinating Committee shall be in writing and signed by the Secretary. A copy thereof shall be furnished to each Coordinating Committee member not less than five days before the meeting.
Section 5. Quorum and Manner of Acting. The quorum of a Coordinating Committee meeting shall be 25% of its membership for all action and policy resolutions, 50% of its membership for election of officers, and 2/3 of its membership for constitutional amendments and membership dismissal. The quorum shall be the sum of the “yes” and “no” votes plus the number of members who commented on the motion and did not vote or their presence was apparent through the discussion.
Section 6. Organization. At each meeting of the Coordinating Committee, the Executive Committee shall select, from its ranks, a chair for the meeting and secretary to take the minutes.
Section 7. Resignations. Any Coordinating Committee member may resign at any time by giving written notice to the Coordinating Committee and their Chapters or Action Committees. Such resignation shall take effect at the time specified therein, and, unless otherwise specified therein, acceptance shall not be necessary to make it effective.
Section 8. Removal. Any Coordinating Committee member may be removed, either with or without cause, at any time, by the affirmative vote of a two-third majority of the remaining Coordinating Committee members. Consecutive absences from regular meetings of the Coordinating Committee shall also constitute cause for removal unless good cause and proper notice was given and approved by other Coordinating Committee members.
ARTICLE IV – Officers and Administrative Committees
Section 1. Appointment, Term of Office and Qualifications. Elections for the Executive Committee will be conducted annually such that the new officers are installed at the beginning of each calendar year, in order to coincide with the beginning of the fiscal year. The Executive Committee will be made up of seven individuals who will be elected by the Coordinating Committee from among its members. The Executive Committee will be composed of an elected Chairperson, Vice-Chair, Secretary, Treasurer, Internal Affairs Coordinator, and External Affairs Coordinator, and a member at large or such other officer as the Executive Committee and/or Coordinating Committee deem necessary or advisable. Each officer shall hold office until the next annual election and until a successor is chosen. An outgoing officer shall transfer all records to a new officer no later than one month of the new appointment. One person may not hold more than one office.
Section 2. Removal. Any officer may be removed from office, but not necessarily from the Coordinating Committee, either with or without cause, at any time, by resolution initiated by at least two other Coordinating Committee members, and adopted by a simple majority of all Coordinating Committee members.
Section 3. Resignations. Any officer may resign at any time by giving written notice to the Executive Committee. Any such resignation shall take effect at the time specified therein and, unless otherwise specified therein, acceptance shall not be necessary to make it effective. Duties of such officer will then be reassigned by the Executive Committee.
Section 4. The Coordinating Committee is the body that is authorized to make addition or amendments to the bylaws with input from all chapters and action committees, and the annual national convention. Resolutions of the Coordinating Committee will be publicized and posted to PRRC’s mailing lists and websites as deemed necessary.
Section 5. Manner of governance:
a. The elected chairperson of the Executive Committee shall be the organizational moderator of the Executive Committee discussions.
b. The vice-chair shall stand in for the chairperson when the chairperson is unavailable.
c. The elected secretary of the Executive Committee shall be the organizational moderator of Coordinating Committee discussions.
d. All motions shall be submitted to the Coordinating Committee and be presented for vote by the Secretary in an orderly fashion.
e. The voting on a motion shall be open for a minimum of 12 hours and a maximum of three days depending on urgency of the motion. The Executive Committee shall set the voting period.
f. All voting shall be open ballot or published after voting is complete except voting on elections of officers or voting on dismissal of members or officers.
g. The subject title of messages for presenting a motion shall only include that motion and must read MOTION.
h. The quorum of a Coordinating Committee meeting shall be as described in Article III Section 5.
Section 6. Dismissal
a. A motion to dismiss a Coordinating Committee member can be brought to motion if it is demonstrated that their conduct significantly harms the work and the objectives of PRRC.
b. A motion for dismissing a Coordinating Committee member must be seconded and gain the support of 2/3 of the Coordinating Committee membership.
c. In case of dismissal of a Coordinating Committee member, a full explanation of the misconduct shall be sent within two days of the dismissal to the chapter or action committee the dismissed member represented.
Section 7. Executive Committee
Duties
1. General Administration
a. Administers all procedural issues regarding discussion and decision-making mechanisms as set forth in these bylaws by the Coordinating Committee.
b. Administers all correspondence and inquiries directed to PRRC in general, through the designated email address or through directly sent mail to the Coordinating Committee.
c. Communicates between the Coordinating Committee and the general membership.
d. Maintains responsibility for the management of PRRC’s mailing lists
2. Treasury
a. Elects a Treasurer from its ranks.
b. Maintains all funds and accounts of PRRC.
c. Allocates available funds to various projects.
d. Reviews requests for funds from chapters and action committees and is responsible for the approval and the allocation of funds to the different programs.
e. May develop and implement projects to raise funds at the national level.
f. May initiate and participate in fund raising events in full coordination with chapters and other action committees.
g. Presents quarterly and annual financial reports to the Coordinating Committee.
h. Shall prepare or arrange for the preparation of all financial reports that may be required by governmental agencies.
3. Internal Affairs
a. Administers relations and communications between the Coordinating Committee, local chapters and action committees.
b. Reviews and approves or rejects chapter membership with PRRC.
c. Promotes PRRC and may directly seek the establishment of new chapters in new areas.
4. External Affairs
a. Administers relations and communications between the Coordinating Committee, and other organizations.
ARTICLE V
Membership, general meeting and committees
Section 1. Individual membership and dues: Membership is open to any person who identifies with the goals of PRRC. The Coordinating Committee may determine annual membership dues as it deems in the interest of PRRC.
Section 2. Membership responsibilities and benefits: Members are volunteers who donate time and resources to promote the goals of PRRC. Duties may be suggested by the chairperson of their chapter or the executive chairperson on behalf of the Coordinating Committee. This may include serving on local or national action committees, organizing or executing related functions as deemed appropriate. Members can accept or decline such duties. Members are entitled to vote for representatives from within their active chapters and action committees, attend meetings, receive newsletters, or other educational services consistent with these bylaws.
Section 3. General Meetings: General meetings of members will be held by each chapter on a regular basis. Chapters may also hold regional meetings in coordination with other chapters in their areas. An annual national convention will be held by PRRC. The convention will be open to all PRRC members and supporters.
Section 4. Revocation of membership: Membership may be revoked for actions deemed unethical or contrary to the charter of this organization by recommendation and decision of the Coordinating Committee. Such decision requires the affirmative vote of a two-third majority of Coordinating Committee members.
ARTICLE VI
Execution of Instruments, Etc.
Section 1. Contracts, etc., How Executed. The Executive Committee may authorize any officers or agents to enter into any contract or to execute and deliver any instrument in the name of and on behalf of PRRC, and such authority may be general or confined to specific instances.
Section 2. Deposits. Funds of PRRC may be deposited from time to time to the credit of PRRC with such depositories as may be selected by The Executive Committee .
Section 3. Checks, Drafts, etc. All checks, drafts, or other orders for the payment of money, notes, acceptances, or other evidences of indebtedness issued in the name of PRRC, shall be signed by such officers or agents, and in such manner, as shall be determined from time to time by resolution of The Executive Committee. Unless otherwise provided by the Coordinating Committee, endorsements for deposit to the credit of PRRC in any of its depositories may be made, without countersignature by the Chairperson or Vice Chair or the Treasurer, or by any other officer or agent to whom such power shall have been delegated by the Executive Committee, or may be made by hand‑stamped impression in the name of PRRC.
Section 4. Local fundraising: Funds may be raised for local events if the local chapter is registered and approved for such activity with their state and by the Executive Committee.
ARTICLE VII
CHAPTERS
Section 1. Chapters of PRRC requires the presence of at least 15 members in a given locality and registration of PRRC in the state of operation of such chapter if funds are to be raised and used by the chapter in that state (please refer to the financial rules and guidelines).
Section 2. Each chapter shall elect a local board with new officers installed at the beginning of each calendar year, in order to coincide with the beginning of the fiscal year. The local chapter board should, at the minimum, have a president, a treasurer and a secretary and whose responsibilities shall mirror the national scope at the local level. Other local officer and committee needs will be determined by each chapter (please refer to the financial rules and guidelines).
Section 3. Responsibilities of the local officers shall be for a duration of one year renewable, after which a new board shall be elected by highest vote for the desired number of offices.
Section 4. Each chapter shall elect up to three representatives to the Coordinating Committee consistent with Article III Section 2. Each chapter may change any or all of their representatives at will following standard election procedures as described in Section 6 of this Article.
Section 5. All membership dues including those collected by chapters shall be sent directly to the national executive via the elected treasurer who will then issue individual membership cards which will be sent directly to the home address provided for each member (please refer to the financial rules and guidelines).
Section 6. Chapter elections require a 30 day notification to all members. All members of good standing at the time of the elections may vote. With the exception of the founding local board, only members with at least 3 months membership may be nominated.
Section 7. All voting shall be through secret ballot.
Section 8. The treasurer of chapter boards will provide annual financial reports on the activities of their chapters to the national treasurer, with all the necessary accompanying documentation including receipts (please refer to the financial rules and guidelines).
ARTICLE VIII
NATIONAL/INTERNATIONAL ACTION COMMITTEES
Section 1. A national or international action committee of PRRC shall be recognized as such by a simple majority vote of the Coordinating Committee if the action committee has developed a program of action consistent with the goals of PRRC .
Section 2. Membership of an action committee may be open to any person who identifies with and supports, with action, the goals of the action committee. Such membership would be approved by invitation. Continuing membership of any action committee may be based on contribution to the work of that committee.
Section 3. The internet may serve as a daily meeting place for all members of an action committee. However, on the ground meetings may be organized at least once yearly to coincide with the national convention.
Section 4. Members of action committees are entitled to elect one representative to the coordinating committee from within their committee regardless of the size of their membership.
Section 5. Through its elected representative, an action committee shall provide reports regularly on its activities not less than once every quarter year.
Section 6. An action committee may dissolve itself or may be dissolved by the Coordinating Committee when it is deemed that the action committee is no longer active, has accomplished its work or when its goals have changed and are at variance with the goals of PRRC. Such a decision by the Coordinating Committee requires a 2/3 majority vote of all its members. Such a decision may be appealed by petition of the action committee members. The petition should provide information on why the action committee members believe that the work of the committee has not been accomplished or that its existence would still serve a purpose consistent with its original goal.
ARTICLE IX
Fiscal Year
The fiscal year of PRRC shall be the calendar year.
ARTICLE X
Indemnification
PRRC shall, to the fullest extent now or hereafter permitted by law, indemnify any person made, or threatened to be made, a party to an action or proceeding by reason of the fact that he was a Coordinating Committee member, officer or former Coordinating Committee member of PRRC, or of any other organization served by him in any capacity at the request of PRRC, against judgments, fines, amounts paid in settlement and reasonable expenses, including attorney’s fees.
ARTICLE XI
Prohibition Against Sharing In Earnings
No officer or employee of or member of a chapter or committee or person connected with PRRC, or any other private individual shall receive at any time any of the net earning or pecuniary profit from the operation of PRRC, provided that this shall not prevent the payment to any such person of such reasonable compensation for services rendered to or for PRRC in effecting any of its purposes and shall be fixed by the Executive Committee; and no such person or persons shall be entitled to share in the distribution of any of PRRC assets upon the dissolution of PRRC.
ARTICLE XII
Dissolution of PRRC
Section 1. Dissolution. Dissolution of PRRC may be effected by the Coordinating Committee only after a resolution outlining such dissolution has been sent to all members of the Coordinating Committee for review. A period of four weeks shall pass for such review by the Coordinating Committee before any action on the resolution can be taken. After the review period PRRC can be dissolved only by an affirmative roll call vote of a two-thirds majority of the entire Coordinating Committee membership.
Section 2. Distribution of Assets. Upon the dissolution or winding up of the affairs of PRRC, whether voluntary or involuntary, the assets of PRRC, after all debts have been satisfied, then remaining in the hands of the Coordinating Committee shall be distributed, transferred, conveyed, delivered, and paid over, in such amounts as the simple majority of the Executive Committee may determine or as may be determined by a court of competent jurisdiction upon application of the Board of Directors, exclusively to charitable, religious, scientific, literary, or educational organization which would qualify under the provisions of Section 501(c)(3) of the Internal Revenue Code of 1986, as amended, and its Regulations as they now exists or as they may hereafter be amended.
END OF BYLAWS
