IAR Shura, Board of Directors and General Body - Feburary 28, 2017
ARTICLE I: NAME
The name of the organization shall be ISLAMIC ASSOCIATION OF RALEIGH (IAR).
ARTICLE II: AIMS AND PURPOSES
The purpose of the organization is to please ALLAH (SWT) by obeying His commands. It shall invite to all that is good, enjoin what is right and forbid what is wrong according to Qur'an and Sunnah. Toward this end the IAR shall:
a. Help Muslims to understand and practice Islam based on Qur'an and Sunnah.
b. Conduct religious, educational, social and other activities according to Islam.
c. Promote unity and joint action among Muslims.
d. Endeavor to make Islam known to non-Muslims.
e. Conduct the affairs of IAR institutions and entities.
ARTICLE III: BASIC LAW
The following items constitute the BASIC LAW which is unchangeable partially or completely.
SECTION 1. CRITERIA FOR THE ORGANIZATION MEMBERS
- Their belief should be based on Quran and Sunnah according to the methodology of the people of Sunnah and Jama'h i.e. the four main Mathahib: Hanafy, Maliky, Shaffi'y, Hanbaly and other Muslims who base their understanding exclusively on Quran and Sunnah of the prophet Muhammad (SAW) and the Sunnah of four rightly guided Caliphs i.e. Abu-Bakr, Omar, Othman and Ali (May Allah (SWT) be pleased with all of them).
- They should be of good Islamic conduct.
- The membership shall be immediately revoked if a member does not comply with the criteria mentioned in 1.a and 1.b.
SECTION 2. SHAR’I MATTER (S)
Any Shar'i issue or matter in the IAR is not a subject to be voted upon. It is to be referred exclusively to the Imam for a verdict. If the Imam is absent, it is to be referred for a verdict to any number of Fiqh scholars who fit the criteria mentioned in 1.a and 1.b. above (see Article III, Sec 1). This number is to be agreed upon by the organization (see Article VIII, Sec.3).
SECTION 3. ORGANIZATIONAL DECISION (S)
All decisions and recommendations of the organization should be within the framework of Quran and Sunnah, according to the methodology of the people of Sunnah and Jamma'h.
ARTICLE IV: NATURE & AFFILIATION
SECTION 1. NATURE
The Islamic Association of Raleigh shall be a non-profit organization. No profit shall be made by any individual connected with the organization except in consideration for services rendered.
SECTION 2. AFFILIATION(S)
The IAR may be affiliated with other organization(s) which have similar objectives.
SECTION 3. RELIGIOUS PRACTICES
All religious practices of IAR should be within the framework of Quran and Sunnah according to the methodology of the people of Sunnah and Jamma’h but all Muslims are welcome to participate in IAR activities and use its services.
ARTICLE V: MEMBERSHIP
SECTION 1. ELIGIBILITY
Any Muslim aged 16 years or more, whose belief is according to Qur'an and Sunnah as stated in the Basic Law, and lives in greater Triangle area is eligible for membership after acceptance of the Constitution and Bylaws of IAR.
SECTION 2. PROCEDURES
- Any Muslim interested in membership shall submit an application. The application shall be reviewed by the Membership and Election Committee. Approved applicant shall become a member upon payment of membership dues (see Article VIII, Sec. 3).
- Membership should be issued for the calendar year of application plus four years or lifetime.
- All donors with documented donations equivalent to their membership fees who meet membership criteria shall be granted membership upon completion of their membershipapplication.
- Effective date of membership is the date donation is received or submission of applicationwhichever is later.
- Membership in any one IAR entity is a membership in all IAR entities.
SECTION 3. APPEAL
An applicant whose membership application has been denied can request a hearing by the Administration (see Article IX, Sec. 2).
SECTION 4. SUSPENSION
The Shura may suspend or revoke a member or reinstate a former member according to such terms and conditions deemed appropriate by it. Any member can resign from membership at any time.
SECTION 5. NON-VOTING MEMBERSHIP
- Honorary Membership: Honorary Membership is offered in recognition of outstanding community services. The Shura of IAR may bestow Honorary Membership to an individual in recognition of his/her services.
- Associate Membership: Any Muslim who does not meet the criteria for membership may apply for Associate Membership.
ARTICLE VI: ORGANIZATION
SECTION 1. GENERAL BODY
It shall consist of all members. It has the power to approve amendment(s) to the Constitution (see Article XIII, Sec. 2) and elect the Shura ( see Article XIV, Sec. 4).
SECTION 2. SHURA
The Shura shall be an elected body. It shall appoint, oversee, guide and direct the work of the Administration and IAR institutions and entities.
SECTION 3. ADMINISTRATION
It shall consist of the Chief Executive Officer (CEO), Administrative Assistant/ Secretary, Treasurer and any other officers appointed by the Shura. It shall implement the decisions of the Shura and coordinate the work of different committees, institutions and entities of IAR.
SECTION 4. BOARD OF DIRECTORS (BOD)
It shall consist of five members elected by the Shura. The Board of Directors shall ensure appropriate functioning of the IAR in general compliance with the Constitution and Bylaws and act as a final binding arbitrator of all disputes within IAR.
SECTION 5. ADVISORY, STANDING & AD HOC COMMITTEES
These may be appointed by the Shura or Administration whenever deemed necessary. Each shall consist of a minimum of three members and work within the bylaws and Standard Operating Procedures (SOP) established for each committee.
SECTION 6. LIMITED LIABILITY COMPANIES(LLC’s), INSTITUTIONS & ENTITIES
These may be set up by the Shura with powers, privileges and limitations set forth in the Operating Agreement(s). These powers and privileges should be in compliance with IAR Constitution and Bylaws and SOP.
ARTICLE VII: GENERAL BODY
SECTION 1. COMPOSITION
It shall consist of all members.
SECTION 2. FUNCTIONS
- To participate in IAR activities and function as a nucleus of Islamic education and conduct.
- To elect the Shura.
- To adopt resolution(s) to promote the aims and purposes of the IAR. Such resolution(s) are tobe implemented by the Shura.
Approved IAR Constitution and Bylaws Feburary 28, 2017
- It may approve or disapprove Constitution and Bylaws amendment(s) (see Article XIV, Sec 4) after these have been duly approved by the Shura and the Board of Directors.
SECTION 3. MEETINGS
- The General Body shall meet at least once a year.
- All General Body meetings shall be called by the Chairperson of the Shura. If the Chairpersonrefuses to call a meeting, the BOD shall designate a person to call and preside over such ameeting.
- A special meeting must be called within one month by the Chairperson of the Shura whenformally requested by one third of the General Body members.
- The members shall be informed about the time and place of a meeting at least 30 days inadvance for a regular meeting and 15 days for a special meeting. The presence of 50 membersor 30% of members, which ever is greater, shall constitute a quorum.
- Unless specifically required otherwise by the Constitution and Bylaws, the decisions in aquorum meeting are to be made by a simple majority of members present.
- If a meeting does not have the required quorum, an adjourned meeting may be called by thepresiding officer without further notice or delay.
- In an adjourned meeting no resolutions can be passed but reports and concerns can be presentedand discussed.
SECTION 4. ELIGIBILITY TO VOTE IN SHURA ELECTIONS
Members (see Article V, Sec. 1) are eligible to vote in a Shura election if by March 1 of election year they are current in payment of their membership dues.
ARTICLE VIII: MAJLIS ASH-SHURA
SECTION 1. COMPOSITION
- Majlis Ash-Shura (Shura) shall consist of 14 members elected by General Body but at all times the minimum number of its elected members shall be 8. In case the number drops below 8, a new election shall be held to fill the vacancy for remainder of the term.
- The Shura members shall be elected for a period of four years by the General Body.
- The Imam of IAR shall be a permanent member of the Shura.
- The election shall take place every two years for replacement of 50% of the Shura membersand vacancies.
SECTION 2. QUALIFICATIONS FOR SHURA MEMBERS
Any Muslim aged 20 years or more, who is a current member and who by March 1 of the year prior to the election year was a member of IAR and had been an active IAR volunteer for at least three years, is eligible to become a member of the Shura. Members of the Board of Directors, current employees and contractors of IAR or its entities, are not eligible for Shura membership.
SECTION 3. FUNCTIONS
The Shura shall be the policy making body of IAR. It shall:
- Appoint the Administration and any number of committees it deems necessary to perform itsfunctions.
- Approve bylaws and Standard Operating Procedures (SOP) of Administration and thecommittees it appoints.
Approved IAR Constitution and Bylaws Feburary 28, 2017
- Address issues referred to it by Shura members, committees, Administration, institutions and entities.
- Approve the annual budget for IAR .
- Oversee the general activities of IAR, its institutions and entities.
- Approve proposed Constitution and Bylaws amendment(s) (see Article XIV) before beingpresented to the Board of Directors and the General Body.
- Select the number and names of Fiqh scholars whenever required (see Article III, Sec.2).
- Select Imam(s) for IAR and approve his compensation.
- Establish qualification and scope of work for IAR Imam(s).
- Determine membership dues.
- Select Chief Executive Officer (CEO) and approve his/her appropriate compensation.
- Enter into or modify and enforce Operating Agreements with LLC’s, institutions or entitiesof IAR.
SECTION 4. PROCEDURES
- The Shura shall elect its own Chairperson and Vice-Chairperson.
- A Shura seat shall be considered vacant if the membership of a Shura member in IAR issuspended or revoked or a member: i) formally resigns ii) fails to attend three consecutive meetings of the Shura without being excused or iii) fails to attend at least 33% of the meetings in a calendar year.
- A list of runners-up for Shura membership shall be made at each election. In case of a vacancy, the next runner-up shall become a Shura member for the remainder of the term.
- The Shura shall meet at least twice a year.
- The meetings shall be called by the Chairperson of the Shura.
- A special meeting (non-emergency) shall be called within a week by the Chairperson of theShura whenever formally requested by one third of its members.
- The meeting shall be presided by the Chairperson of the Shura.
- If the Chairperson refuses to call a meeting, the BOD shall designate a person to call andpreside over a meeting.
- The members shall be notified about the time and place of a meeting at least three days inadvance for a regular meeting.
- The members shall be notified about the time and place of a meeting at least six hours inadvance for an emergency meeting.
- All decisions of the Shura require a meeting of its members or unanimous written consent byall of its members if there is not a meeting.
- Unless specifically required otherwise by the Constitution and Bylaws, the decisions in a Shurameeting are to be made by minimum of 8 members of the Shura.
- Approval of at least two thirds of total membership of the Shura is required to amend theConstitution and Bylaws and to register a vote of no confidence against the Chairperson or theVice-Chairperson of the Shura.
- The decisions of the Shura are binding on all parties involved unless appealed to the BOD.
- A Shura member or a group of Shura members may have power and authority to act on behalfof IAR only when specifically authorized to do so by the Shura.
SECTION 5. CHAIRPERSON
The Chairperson shall be responsible for:
- Presenting short and long term Vision and Goals to the Shura every two years.
- Evaluating and reporting the performance of the CEO to Shura as needed or at least annually.
- Calling and presiding over the meetings of the Shura, and the General Body.
- Reporting on the status of the IAR at least annually to the General Body.
- Attending BOD meetings.
- Unless specifically prohibited, the Chairperson shall have the duty, power and authority tomake decisions on behalf of the Shura in situations where Shura can not meet to make suchdecisions. These decisions need to be ratified in the next meeting of the Shura.
- Approving the agenda of a meeting before circulation.
- Assuming the role of the CEO or designating a person to do so if the CEO is unable toperform his/her essential duties and responsibilities.
SECTION 6. VICE-CHAIRPERSON
The Vice-Chairperson shall be responsible for:
a. Assisting the Chairperson
b. Assuming the responsibilities of the Chairperson in his or her absence.
ARTICLE IX: ADMINISTRATION
SECTION 1. COMPOSITION
The Administration shall consist of i) Chief Executive Officer (CEO) ii) Treasurer iii) Secretary/Administrative Assistant and any other officers appointed by the Shura
SECTION 2. FUNCTIONS
- Conduct the affairs of the IAR within the policies and guidelines of the Shura. Implement decisions of the Shura.
- Appoint, coordinate and supervise activities of different committees.
- Allocate budgeted funds for various committees, activities and project(s) approved by the Shura.
- Monitor compliance with Operating Agreements between IAR and its LLC’s, institutions and entities.
- Act as liaison between LLCs and the Shura.
- Resolve conflict(s) related to member(s) and membership before referring it to Shura (see Article V, Sec 3).
SECTION 3. PROCEDURES
- The Administration shall meet as often as necessary, and at least monthly, to conduct the affairs of the IAR.
- The decisions of the Administration require approval by at least a majority of its total members.
- A vacancy in the Administration shall be filled by a new officer appointed by the Shura.
SECTION 4. CHIEF EXECUTIVE OFFICER (CEO)
The Chief Executive Officer shall report to the Chairperson and be responsible for:
- Managing and coordinating activities of all committees to achieve the aims and purposes ofthe IAR.
- Calling and presiding over the meetings of the Administration.
- Reporting on the operational status to the Chairperson and attending the Shura meetings.
- Being the main representative and correspondent for the IAR in external affairs.
- Preparing a list of short term and long term activities of the IAR and presenting it annually tothe Shura.
- Assisting the Chairperson to achieve the aims and purposes of the IAR.
- Being a liaison between the IAR, other organizations and external media under the guidelinesapproved by the Shura.
- Under guidelines of the Shura, CEO shall have the power and authority to exercise all ofthe rights, powers and authority on behalf of IAR.
SECTION 5. SECRETARY/ ADMINISTRATIVE ASSISTANT
The Secretary shall be responsible for:
a. Notifying the members about the time and place of a meeting.
b. Communicating the agenda for the Shura, Administration and General Body meeting(s).
c. Keeping the minutes of the Shura, Administration and General Body meeting(s) and presenting the minutes of previous meeting(s) for circulation and approval.
d. Keeping the IAR registered and in compliance with state laws.
e. Keeping a directory of names, current phone numbers and addresses of all IAR members as provided by the Membership and Election Committee.
f. Record Keeping: assisted by the Record Keeping Committee.
SECTION 6. TREASURER
The Treasurer shall be responsible for:
- Maintaining the records of all financial transactions, systematically maintaining the accountbooks, checks, and receipts, writing disbursements and performing banking reconciliation.
- Assisting the Finance Committee in collecting and depositing all funds.
- Assisting the Finance Committee to prepare the annual budget of IAR.
- Preparing and presenting a financial report to the Shura at least on a quarterly basis.
- Being responsible for matters related to the Internal Revenue Service (IRS) and other taxagencies.
ARTICLE X: BOARD OF DIRECTORS
SECTION 1. COMPOSITION
The Board of Directors (BOD) shall consist of five members elected by the Shura. Imam and the Chairperson are expected to attend BOD meetings as needed as non-voting members.
SECTION 2. QUALIFICATIONS
Any Muslim aged 35 years or more, who has been a member of IAR for at least three current consecutive years, a resident of the Triangle area for at least five years, has a Permanent Resident Status or is a U.S. citizen, and has been an active IAR volunteer for at least five years, is eligible to serve on the Board of Directors.
SECTION 3. FUNCTIONS
The Board of Directors shall:
a. Assure appropriate functioning of the IAR in general compliance with the Constitution.
b. Interpret the Constitution & Bylaws.
c. In case of ambiguity or conflict or questions pertaining to the Constitution & Bylaws, BOD interpretation shall prevail.
d. Resolve conflict(s) in the functioning of the Shura.
e. Act as a final binding arbitrator of all organizational disputes.
SECTION 4. PROCEDURES
- The BOD may choose any course of action it deems necessary to perform its functions. However, it shall not be involved in day-to-day affairs of the IAR.
- The decision(s) of the BOD can be appealed to the BOD for reconsideration.
- If a committee member(s) or officer(s) of IAR refuses to implement decision(s) of the BODsuch member(s) or officer(s) shall be relieved from IAR duties and assignments.
- All decisions of BOD require a meeting and approval by simple majority of its total membersor unanimous written consent by all of its members if there is not a meeting.
- An individual or a group of BOD members may have power and authority to act on behalf ofBOD only when specifically authorized to do so by BOD.
- A BOD seat shall be considered vacant if a BOD member a) formally resigns, or b) is unable toperform the duties of the BOD as determined by majority of the BOD or at least by (51%) ofthe eligible voters of the General Body.
- In case of a vacancy, the BOD will seek nominations from the community and afterscreening, BOD will forward name(s) within sixty (60) days to the Shura, for electing areplacement.
- If no BOD seat has been vacated in a ten-year period, the BOD shall initiate the process tovacate and fill one seat with newly elected member.
ARTICLE XI: ADVISORY, STANDING & AD HOC COMMITTEES
The IAR shall have advisory, standing and ad hoc committees appointed by the Shura or CEO, as are deemed appropriate.
- Each shall consist of a minimum of three members and work within the bylaws and SOPestablished for each committee.
- Advisory committee(s) shall report to the Shura and standing committees to the CEO.
- Ad Hoc committee(s)’s tasks, duration and reporting shall be outlined at the time ofappointment.
- A person shall not serve as Chairperson of more than one standing committee at the sametime.
ARTICLE XII : FINANCES
SECTION 1. REVENUES
- The IAR shall be financed by membership dues, income, donations and contributions. The IAR may accept any donation or contribution in any form and from any source as long as it is consistent with the principles of Islam and purposes of the IAR.
- All funds collected or donated for a specific cause or project shall be used only for that cause or project unless specifically released by the donor(s).
SECTION 2. ACCOUNTS
Shura shall approve all bank accounts. If approved by the Shura, such monies may be utilized in investment(s) which satisfy Islamic criteria.
SECTION 3. ACCOUNTING SYSTEM
The Accounting system shall be in compliance with the rules and regulations of the Internal Revenue Service (IRS) and the guidelines of the State of North Carolina. Any changes in the Accounting system shall be approved by the Shura.
SECTION 4. FISCAL YEAR
Fiscal year shall be July 1 to June 30.
SECTION 5. REVIEW
The IAR, its LLC’s, institutions and entities accounts shall be reviewed every year and audited as needed. The results of the review shall be reported to the Shura by Jan. 1 and made public after examination by the Shura.
ARTICLE XIII: SHURA ELECTIONS
SECTION 1. DATE OF ELECTIONS
The elections shall be held on the third Sunday of the month of November. The time and alternate date (if absolutely necessary) shall be decided by the Shura.
SECTION 2. ELIGIBLE VOTERS & CANDIDATES LISTS
- Make public a preliminary list of members eligible to vote by April 1 and the final list by October 1 of the election year.
- Make public a preliminary list of members eligible to be on the Shura by April 1 and the final list by October 1 of the election year.
- Make public the final list of candidates on ballot by November 1 of the election year.
ARTICLE XIV: CONSTITUTION AND BYLAWS AMENDMENT(S)
SECTION 1. PROPOSING AMENDMENT(S)
Proposed amendment(s) shall be signed by at least ten members or 10% of the General Body, whichever is greater, and submitted in writing to the Chairperson or the Secretary.
SECTION 2. AMENDMENT PROCESS INITIATION
- After receipt of proposed amendment(s), the Chairperson shall call a meeting of the Shura within four weeks to appoint an ad hoc committee(s) to study the proposed amendment(s).
- The Shura may initiate the process of amendment(s) by appointing an ad hoc committee(s).
SECTION 3. SHURA’S APPROVAL OF PROPOSED AMENDMENTS
The ad hoc committee(s) shall study pros and cons of the proposal and report its findings to the Shura. After the ad hoc committee(s) reports its finding(s), the Shura shall discuss and vote on the proposal. An affirmative vote by at least two thirds of the total membership of the Shura is required for approval of any amendment(s).
SECTION 4. FINAL APPROVAL OF PROPOSED AMENDMENTS
After an amendment(s) has been approved by the Shura it shall be presented to the Board of Directors. Upon approval by the Board of Directors, it shall be presented to the General Body within two months. If at least two thirds of the eligible voters in the General Body approve, the amendment(s) shall be adopted.
ARTICLE XV: DISSOLUTION
If, as determined by the Board of Directors, dissolution of IAR becomes inevitable, the Shura shall handle the process of dissolution. It shall make arrangements to meet all liabilities and transfer remaining assets to a non-profit organization(s) which has similar objectives.
ARTICLE XVI: MISCELLANEOUS
SECTION 1. GENERAL RULES
- In case of ambiguity or conflict between different sections of the Constitution and Bylaws or if there are any questions related to the Constitution & Bylaws, the interpretation of the Board of Directors shall prevail.
- In case of conflict between the Constitution & Bylaws and the Articles of Incorporation the former shall supersede.
- Officials or members of any IAR committee or entity cannot act on behalf of that committee or entity unless their actions are approved by the committee or entity.
- Fiduciary duty: The IAR officials shall at all times act in a fiduciary capacity.
- Liability: The IAR officials shall not be liable for any acts performed or for any failure to act,when such actions are taken in good faith. However, they shall not be relieved of theirfiduciary obligations to IAR for fraud, bad faith, or gross negligence.
- Participation by Communication Equipment: Participants may participate in a meeting byconference telephone or similar communication equipment by means of which all persons in the meeting can hear each other. Such participation in a meeting shall constitute presence in person at that meeting.
- Actions that require a meeting in person may be taken without a meeting only where the action decided upon is by unanimous consent that is evidenced in writing. Electronic consent is acceptable.
SECTION 2. ADOPTION OF CONSTITUTION AND BYLAWS
The amendment(s) to the Constitution shall become effective upon the approval by the General Body. The implementation procedure of the amendment(s) shall be decided by the Shura.
Br. Munir Abdullah
Br. AbdulGhafour Chaudhry Sr. Adilah Shabazz
Br. Haroon Baloch
Br. Hassan Imam
Br. Samy Abdelbaky
Sr. Shaheda Maroof
Br. Mohamed Elgamal
Approved IAR Constitution and Bylaws Feburary 28, 2017