By-laws of ISWM

chapter 1

Membership of the ISWM

Clause A: Regular Membership

  1. Granted to any Muslim person, at least 18 years of age, with a Local Residency at least part of the year.
  2.  The term of the membership is 1 calendar year, January 1st to December 31.
  3.  The membership at minimum requires the payment of annual dues set by the Board of the ISWM, unless an exception is granted by the Board.
  4.  The Board of the ISWM, in some situations, is authorized to waive the requirement of the payment of annual dues (Level II decision).
  5.  Each person in a family can apply for an individual membership.
  6.  The Board of the ISWM, following the rules set forth for this purpose, has the authority to grant or deny any type of designated membership to an individual.

Clause B: Associate Membership of the ISWM

  1.  Associate Membership is granted to a non-Muslim who understands and accepts the nature and purpose of the Society and agrees to abide by its by-laws. 
  2. Any member of the Electoral Body of Membership can nominate a person for Associate Membership.
  3. The Board of the ISWM has the authority to grant, extend, deny or cancel an Associate Membership (Level II decision.)
  4. The Board of the ISWM may or may not require the payment of annual dues for Associate Membership. 
  5. The term of Associate Membership is for a period of one calendar year from January 1st to December 31st.
  6. Associate Membership does not provide the right to vote or contest in the election process of the ISWM.

Clause C: Honorary Membership of the ISWM.

  1. Honorary Membership is granted to certain Muslims who have rendered outstanding contribution to the Society. 
  2. Honorary members can maintain full privileges, including the right to vote in the annual election process, without the requirement of paying annual dues.
  3.  The Honorary Membership is granted for life, unless cancelled by the Board. 
  4.  The Honorary Membership is automatically granted to those members who have been granted a permanent membership in the past based upon their services or contribution to the ISWM.
  5. The decision to grant or cancel an Honorary Membership is a Level III decision. 

Clause D: Membership Dues

  1. Every individual Regular Member of ISWM is required to pay the annual dues, unless an exception is granted by the Board.
  2. Membership dues are due in January of each year and should preferably be paid in the first half of each calendar year, before June 30th.
  3. A member cannot vote or contest in the annual election process if dues are not paid before the end of September.
  4. The annual dues amount is recommended by the Board of the ISWM and is revised every three years (Decision Level II.)
  5. For an individual, any donation to the ISWM for the general, endowment or a special project or activity funds, equal to the annual membership dues, automatically fulfills the criterion for an individual’s payment for annual dues. This may not apply to the payment to the ISWM where a service is expected in return, e.g., the fee for the Sunday school. It also does not apply to the payment to the ISWM for a charitable cause where the ISWM is merely a vehicle of distribution.  Examples of such transactions are Sadaqa, Zakat, or any other such charitable collection.
  6. For a family, any donation to the ISWM for the general, endowment or a special project or activity funds, equal to the double amount of annual membership dues, automatically fulfills the criterion for an individual and his/her spouse’s payment for annual dues. This may not apply to the payment to the ISWM where a service is expected in return, e.g., the fee for the Sunday school. It also does not apply to the payment to the ISWM for a charitable cause where the ISWM is merely a vehicle of distribution.  Examples of such transactions are Sadaqa, Zakat, or any other such charitable collection.
  7. Parents and children pay their dues separately, in their own names, and their payment to the ISWM does not fulfill each other’s requirement for the dues.
  8.  The Treasurer provides a receipt of dues to the paying members.
  9.  Present annual dues are $200 for an individual member. 

Clause E: Denying or cancellation of a membership of the ISWM

And/or barring access to the facilities of the ISWM

  1. The Board of the ISWM maintains the authority to grant, deny or cancel any membership to any individual without providing a reason to the individual.
  2. The Board of the ISWM has the authority to bar an individual to access the facilities of the ISWM, virtual and physical, without providing a reason to the individual.
  3. Denial or cancellation of a membership of the ISWM is a Level III decision.
  4. It is expected that the Board shall take the action to cancel or deny a membership in those circumstances when the person involved has clearly shown a disregard of the ISWMs rules and regulations, has been disruptive to the practices and proceedings of the society, or undeniably acted and endorsed a way that is against the spirit and practice of Islam. 

Chapter 2

The Election Process

Clause A: The Board of the ISWM

Sub-clause a: General Guidelines:

  1. The Electoral Body for the Board election is comprised of the Regular and Honorary members of the ISWM as outlined in the Constitution of the ISWM.
  2. Basic requirements & rules for the candidates are:
  • Citizenship or Permanent Legal Residency of USA.
  • Local Residency as defined in the constitution.
  • Membership of the Electoral Body of ISWM in good standing for at least 24 months.
  • Regular attendance at the Masjid and/or active involvement in the society affairs.
  • Consent for a credit or CORI check, if requested by the Board of the ISWM (Level II decision.)
  • Not from the family or immediate relative of a Board member.
  • It is required that, as much as possible, the Election Committee and the Board, while seeking and soliciting nomination for the election of the Board, make appropriate efforts to choose people from various groups, representative of the diverse nature of our community.
  1.  Each member is elected for a period of three years.
  2.  A member can be consecutively re-elected for not more than twice after the first three-year period is over, for a total of no more than 9 years.
  3. In case of an election and successful service of a Board member for consecutive nine years, the individual is not considered for a re-election for the 10th calendar year. The same individual may be nominated and can apply for an election after a gap of at least one calendar year.
  4. Each member is elected according to the by-laws set forth for this purpose.
  5. Voting for the election of the Board of Directors is accomplished during the last 90 days of each calendar year, following the by-laws set forth for this purpose.
  6. Voting for the election of the Executive Committee of the Society is accomplished during the first 30 days of each calendar year, following the by-laws set forth for this purpose.
  7. Election results of the Board of Directors and the Executive Committee of the Society is presented to the Electoral Body of the Society during the first 90 days of each calendar year.
  8. An exemption from this schedule of election, in case of unforeseen circumstances, can be granted by the President. In this case, the whole election process is accomplished before the end of the first 90 days of each calendar year.
  9. In case of lack of completion of this election process, the previous office bearers continue to maintain their positions and proceed with the functions of the Society for another year until the new office bearers are elected. 

Sub-clause b: The Election Process for the Board

  1. The President of the Board nominates the Election Committee before the last 90 days of each year (Level I decision.)
  2. The Election Committee has three members. Two members are from the Board whose terms are not expiring and a third person from the Electoral Body of the ISWM outside of the Board.
  3. The Election Committee chooses a leader from one of the two Board members and informs the Board.
  4. The Election Committee collects the list of all voting members, the Electoral Body of Membership.
  5. The Election Committee announces the upcoming election to the society et large through different mode of communication including but not limited to personal contacts, telephone, texting, emails, web, electronic and verbal announcements  and publications.
  6. The Election Committee seeks and solicits the nominations for the election.  
  7. Not more than 3 people are nominated for each contested position on the Board.
  8. The Board of the ISWM approves the final ballot and has the authority to accept or refuse the nomination of a person without providing any reason (Level II decision.)
  9. The nomination process is completed in 30 days.
  10. Each contesting member provides his/her full legal name, address, contact numbers, email address, a picture and brief curriculum vitae to the election committee. The election committee and the Board may request more information including but not limited to a credit check and/or CORI check (Level II decision.)
  11. Ballots are mailed or handed over before the last 30 days of each year.
  12. Ballots are collected before the end of each year.
  13. The Election Committee tallies the votes within the first week of each year.
  14. The Election Committee conveys the election results to the Board of ISWM, the Imam and the contesting members in the first 10 days of each year.
  15. The new members are invited to the first regular meeting of the Board in January of each year.
  16. New Board members are given a copy of the Constitution and the by-laws of ISWM and sign a “No Conflict of Interest” statement or any other required document.
  17. In case the previous president of the Board leaves the Board altogether, he/she is invited to the Board meeting for at least one calendar year in ex-officio status. 

Sub-clause c: Election Process for the Executive Committee of the ISWM

  1. The election process for the Executive Committee of the ISWM is completed within first 30 days of each calendar year.
  2. It is recommended that this election process takes place in the same meeting called to inform and invite the new Board members in the first two weeks of January.
  3. In the meeting, the election commissioner for the Board of the ISWM provides the ballot papers for the election of the Executive Committee of the society. This ballot paper has the names of all members of the Board of the society.
  4. Each Board member of the Society fills out the ballot and presents it to the election commissioner in a folded form.
  5. The election commissioner with the help of another board member who is not the member of the existing Executive Committee oversees the process and tally votes.
  6.  The election commissioner announces the results to the Board in the same meeting or within first 30 days of each calendar year, in case one or more voting board members are not present at the meeting.
  7. The Secretary or any other member of the Board announces and informs the same results to the Electoral Body within the first 90 days of each calendar year. 

Sub-clause d: Termination of a member of the Board of the ISWM member

  1. Any Board member may be asked to resign or terminated for multiple reasons including inability to perform the expected duty, a behavior or a policy harmful to the management of the ISWM, a criminal offence such as a misdemeanor or a felony, or an act that could become a liability for the ISWM, or an action or act against the basic spirit and tenets of Islam.
  2.  In case of a Board member accused of a behavior or a policy described in the previous paragraph, which may lead to the resignation or termination of the member, the Board discusses the matter and makes a decision to move forward (Level II decision.)
  3. If Board decides to move forward, based upon the presented evidence, the process for a possible termination of a Board member starts.
  4. The Board communicates its decision to move forward with the process to the Board of Trustees and requests the name of a Trustee who helps with the process.
  5. The Board of Trustees designates a trustee to take part in the process.
  6. The President, or the vice president if the person being considered for termination is the president himself, appoints a 3 member Investigation Commission to investigate the matter and obtain the concerned members’ perspective of the issue, if possible, and prepare a report within 30 days. The composition of the Investigation Commission is as follows: one person each from the Board and the Board of Trustees, and a third person is either the designated Imam of the ISWM or a member from the Electoral Body of the ISWM outside of the Board of the ISWM and the Board of Trustees.
  7. The Investigation Commission presents its report to a joint session of Board of the ISWM and the Board of Trustees of the ISWM within 60 days of the composition of the commission.
  8. In this meeting, the concerned Board member is invited and given enough time to address the reported concerns.
  9. Finally, the members of the Board of the ISWM and the Trustees provide their formal opinion, openly or through a secret ballot.
  10. To proceed with the termination process, 2/3rd members of the Board of the ISWM and 2/3rd members of the Board of Trustees have to agree, even if they are not present in the meeting.
  11. If the decision to terminate a Board member is taken, the Board of the ISWM gives the person an option to resign from the post. If the offer to resign is not accepted, the member is immediately terminated from the Board of the ISWM. A written notice to the member is recommended but not mandatory.
  12. In case of termination, resignation, incapacity or death of a Board member, the first runner up from the previous election for the Board is requested to fill in for the remainder part of his/her term on the Board.

Clause B: Trustees of the ISWM

Sub-clause a: General guidelines 

A person nominated for the position of Trustee is expected to have: 

  1. Citizenship or Permanent Legal Residency of USA.
  2. Member of the society for at least 10 years.
  3. Not a family member or immediate relative of a Trustee.
  4. It is expected that any person chosen as a Trustee has shown a long-term commitment of time, effort and/or finances to the betterment of the Society. Also, he/she has been known to show wisdom, sound judgment and ability to work closely with the members of the Society. 

Sub-clause b: Nomination Process of a Trustee

  1. The Board of Directors of the Society recommends or nominates individuals as Trustees from the Electoral Body of the ISWM, following the guidelines set forth for this purpose (Level II decision.)
  2. The final selection of Trustees requires the validation of the Electoral Body of the ISWM with a simple majority vote.
  3. Local Residency at least part of the year.
  4. Trustees are nominated for a term period of 5 years, which is renewable every 5 years with no maximum limit.
  5. There is no compensation for services rendered to the Society by the Trustees. 

Sub-clause c: Termination Process of a Trustee

  1. A Trustee may be asked to resign or terminated for multiple reasons including inability to perform the expected duty, a behavior or a policy harmful to the management of the ISWM, a criminal offence such as a misdemeanor or a felony, or an act that could become a liability for the ISWM, or an action or act against the basic spirit and tenets of Islam.
  2.  In case of a trustee accused of a behavior or a policy described in the previous paragraph, which may lead to the resignation or termination of the trustee, the Board discusses the matter and makes a decision to move forward (Level II decision.)
  3.  The Board communicates its decision to move forward with the process to the Board of Trustees and requests the name of a Trustee who would help with the process.
  4.  The Board of Trustees designates a trustee to take part in the investigation process.
  5.  The President appoints a 3 member Investigation Commission to investigate the matter and obtain the concerned trustees’ perspective of the issue, if possible, and prepare a report within 30 days. The composition of the Investigation Commission is as follows: one person each from the Board and the Board of Trustees, and a third person is either the designated Imam of the ISWM or a member from the Electoral Body of the ISWM outside of the Board of the ISWM and the Board of Trustees.
  6. The Investigation Commission presents its report to a joint session of Board of the ISWM and the Board of Trustees of the ISWM within 60 days of the composition of the commission.
  7.  In this meeting, the concerned trustee is invited and given enough time to address the reported concerns.
  8.  Finally, the members of the Board of the ISWM and the Trustees provide their formal opinion, openly or through a secret ballot.
  9. At least 2/3rd of the Board of the ISWM and 2/3rd of Board of Trustees, even if they are not present in the meeting, have to agree to proceed with the termination process.
  10. If the decision to terminate a Trustee is taken, the Board of the ISWM gives the Trustees an option to resign. If the offer to resign is not accepted, the Trustee is immediately terminated from the Board of Trustees. A written notice to the Trustee is recommended but not mandatory.
  11. In case a Trustee has resigned or terminated the Board of the ISWM starts the process of selecting a replacement as soon as possible. 

Clause C: Quorum for Electoral Body of the ISWM Meeting

  1. At the Annual or Special meeting of the Electoral Body of the ISWM, members having at least 10% of the votes entitled to be cast, represented in person or by proxy will constitute a quorum.
  2. If a meeting cannot be organized due to the lack of a quorum, those members present may adjourn the meeting once. If the quorum is not present in the second consecutive meeting, presence of at least 5% members will constitute a quorum for that meeting at which time any business may be transacted.
  3. Any meeting called for the purpose of seeking amendments to the Constitution of the ISWM requires a regular quorum present (10% percent of the votes entitled to be cast). To be represented by proxy, a member must have submitted by fax, email, postal mail or hand-delivery, before the quorum is called, a signed proxy form issued by the Board of the ISWM. A member may not represent more than three other members by proxy.

Chapter 3

Job Descriptions Duties and Responsibilities

Clause A: The President of the ISWM

  1. Administrative leader of the ISWM: In this comprehensive role, the president, with the help of the Board manages the affairs of the ISWM following the broad guidelines set forth in the Constitution. He directly interacts and maintains a close working relationship with the Imam and other members of the community, providing appropriate directions to accomplish the nature and purpose of the society while maintaining a mechanism of oversight, with the help of the Board, on behalf of the Electoral Body of the society.
  2. Leader of the Board of the ISWM: In this capacity, the president assumes the leadership role as the final decision maker at various levels and represents the consensus of the plans and policies adapted and agreed upon by the Board. The Board may bestow upon the president the freedom to make independent decisions on its behalf in a particular matter as long as this does not contradict the established principles and regulations.
  3. Presiding officer of the meetings of the Board of the ISWM: It is expected that the president follows the by-laws set forth for the conduct of Board meetings. These by-laws are designed to maximize contribution from every Board member, to appropriately share the work load, and to capitalize on multiple points of view.
  4. Working within the Board and with guidance from the Board of Trustees, sets policies and goals of the ISWM. The president nourishes an environment where a variety of ideas are entertained and discussed to find the best possible set of policies and goals and the appropriate course of action.
  5. Respect and implement the Constitution of the ISWM and follows the principles and policies established by the by-laws of the society.
  6. Fund raising for the society: Funds are continuously needed for the running expenses of the society, multiple charitable causes, special projects, and to strengthen the endowment for the future generations. With the help of the Board and the Trustees, he is expected to help raise appropriate funds. In this regard, in close cooperation with the Financial Committee of the society, he establishes a system to uphold the prevailing State and Federal legal requirements.
  7. Sign with the Secretary or any other proper officer of the Society any deeds, mortgages, bonds, contracts, or other instruments, which the Board of the ISWM and/or the Board of Trustees have authorized to be executed.
  8. Assures prompt and smooth transfer of practical and legal authorities to a newly elected member of the Board, such as the Treasurer or any other office bearer for that matter.
  9. Relationship with Trustees: He attends the regular meetings of the Board of Trustees and keeps a close working relationship with it.
  10. Ambassador of the ISWM to the community et large: In his official capacity, he might be asked to represent the ISWM and/or interviewed at a variety of forums to provide an opinion or explanation of matters directly or indirectly related to Islam in general and the ISWM in particular. It is expected that he fulfills this duty with diligence and care in the true spirit of Islam and avoids any conflict situation for the society. He keeps a reasonable working knowledge of day to day local, national, and international news. It is also expected that the other Board members and the Imam are available to the president to provide any direct or indirect help to fulfill this duty.

Clause B: The Vice-President of the ISWM

  1. Assumes the role of the President in case of his absence.
  2. Assists the President in carrying out duties for accomplishing the purpose of the Society.

Clause C: The Secretary of the ISWM

  1. Assumes the role of the leader of the Society in case of absence of the President and Vice-President.
  2. Circulate agenda of the meetings of the Board, following the rules set forth for this purpose.
  3. Maintains and circulate the minutes of the meetings of the Board, the Executive Committee, and the Electoral Body of Membership.
  4. Along with the Treasurer of the society, maintains a list of the members of the ISWM and the volunteers.

Clause D: The Treasurer of the ISWM

  1. Maintains a system to collect all form of monetary resources coming to the ISWM and deposit them in appropriate accounts.
  2. Disburse money as directed by the President or the Board and pay all bills.
  3. Maintains a record of all financial transactions of the Society.
  4. Provides receipts for any donation to the ISWM especially receipts for tax purposes.
  5. Provides an overview of the ISWM’s financials at each Board meeting.
  6. Prepares the budget of the Society for approval of the Board of Directors.
  7. Prepare the annual financial statement and present it in the Electoral Body Meeting.

Clause E: The Imam of the ISWM

  1. Religious leadership of the ISWM: The Imam provides the religious leadership to all members of the ISWM. Besides the obligatory Arabic text in prayers and religious services, especially when addressing a group, the preferred language for communication is English. He may use a different language if addressing to an exclusive or private gathering. It is also expected that, due to the multiple established religious schools of thought, he accommodates valid and accepted diversity of opinion while maintaining the principles and practices of the Quran and Sunnah.
  2. As much as possible, establishes and leads 5 daily obligatory prayers. In case of his absence for more than a day, he makes arrangements or informs the Board to arrange one or more persons for replacement.
  3. Regularly leads the Juma’ah prayers. In case of his absence, he informs the Board in advance so that a replacement is arranged. The Board may sometime ask an alternate or a guest Imam to lead the Juma’ah prayers.
  4. Responsible for leading the Tarawih prayers or acts as a back up to a suitable Imam(s) arranged by the Board with his guidance.
  5. Leads the Eid prayers. In case of multiple prayers, he may not have to lead more than one.
  6. Sunday school: Being the religious leader of the society, the Imam takes an active role in organization and functioning of this institution. He is also encouraged to open other avenues of education for children who may not attend the Sunday school or may require instructions not offered by this school.
  7. Organize adult Islamic education classes for men and women especially classes for new Muslims. Both adult and children Islamic education requires time and effort, and an appropriate quality and number of personnel, who are mostly volunteers. It is expected that Imam amiably interacts with and foster various volunteer groups to help him accomplish these services.
  8. Ambassador of the ISWM and Islam to the non-Muslims: This may include speeches, interviews, meetings with a person or two or a group, and direct and indirect interfaith activities. He is expected to be reasonably up to date on prevailing local, State, and Federal regulations applicable to an institution like the ISWM. He is also expected to be sensitive to the prevailing local and international geo-political environment to minimize any conflict situation for the ISWM. He is encouraged to seek Board’s advice on any matter not otherwise clear or specified.
  9. Helps with any physical or structural up keeping and repair of the center. It is not expected that he carries the primary responsibility for such affairs but, because of his regular presence and proximity to the facilities, he may be asked to facilitate such activities and inform the appropriate people in case of a problem or emergency.
  10. Attends meetings of the Board of the ISWM and provides an overview of the religious activities of the center especially where he is playing any direct or indirect role. His regular interaction with the Board is essential for a harmonious mutual relationship, smooth function, and success of the ISWM.
  11. Advises the Board on religious matters.
  12. Performs or organize other religious services not described above, such as weddings or funeral prayers.
  13. Provides personal and family counseling. It is not expected that Imam acts as a full time counselor to the community, which may require specialized education and training, knowledge of the pertinent rules and regulations, and the amount of time beyond his official capacity to provide. Community members may seek his opinion or an Islamic viewpoint on their personal, family or business matters. It is expected that he maintains an open office for 1-2 hours a day during majority of the days for people to have a free and easy access to his private advice. For matters requiring any further interventions, for one reason or another, he makes recommendations for appropriate professional help. In case of any suspected illegal or criminal activity, including any possibility of child, elderly or women abuse, following the prevailing legal standards, he promptly refers the situation to appropriate professional or legal authorities and the Board.
  14. It is imperative that Imam maintains a close relationship with the Board of the ISWM and especially the President and the Executive Committee. He keeps the Board aware of any significant change in his schedule and any issues that may require the Board’s attention, especially in case of a conflict or suspected unethical, illegal or criminal activity.
  15. This outline of duties does not restrict Imam to design or implement any other activity that may help to cultivate and foster Islam in the local Muslim or non-Muslim community.

 

Clause F: Duties of the Trustees of the ISWM

  1. Trustees are granted an extremely important and sacred role. They provide the long term vision for the society, help preserve its principles and goals, resolve conflicts and take active part in fund raising and asset management.
  2. Trustees are not responsible for the day to day affairs of the Society.
  3. In its advisory role, the Board of Trustees provides its advice, input, and recommendations, at least once a year, for the overall present outlook and long term ideological, functional, physical, and fiscal future of the Society. The Board of Trustees may also provide an advice, in any matter, if requested by the Board of the ISWM.
  4. In its Conflict Resolution role, the Board of Trustees is available to provide an opinion in case of a dispute within and pertaining to the ISWM, as rules set forth for this purpose.
  5. The Board of Trustees also helps and provides a trustee candidate, if requested by the Board, to undertake the termination process for a member of the Board of the ISWM or the Board of Trustees.
  6. Assets and Endowment Committee of the ISWM is chaired by a trustee and all trustees are members of this committee.
  7. At least one trustee serves on the Fund Raising Committee of the ISWM.
  8. A formal opinion or a recommendation from the Board of Trustees requires an agreement of at least 2/3rd of its members.
  9. The Board of Trustees meets quarterly but at least twice a year. It documents these proceedings and forwards them to the record-keeper of the ISWM.
  10. The Board of Trustees elects a chairman and secretary within the Board of Trustees to help conduct its duties.


Chapter 4

BOARD MEETINGS

Clause A: Conduct of Meetings

  1. Regular meetings of the Board of the ISWM are called once a month at a pre-determined day and time of each month.
  2. Special meetings of the Board of the ISWM may be called on any date or more frequently according to the needs and circumstances.
  3. The agenda of the meeting is set by the President. Any member of the Board may suggest an item to be included in the agenda.
  4. The Secretary of the Board emails the main agenda, date, location and timing of the meeting at least 72 hours before the meeting.
  5. The Secretary of the Board records and keeps the Minutes of each meeting for the Board’s approval.
  6. The Secretary of the Board emails the Minutes of the previous meeting at least 72 hours before the next meeting and brings a paper copy at the meeting for Board’s approval.
  7. Board meetings are open to the members of the community but as observers only and not as active participants. They may provide their input and suggestions to any of the Board members outside of the Board meeting. The presiding officer may ask any or all non-Board members to leave the meeting, without providing any reason.
  8. The quorum comprised of at least 5 out of 9 board members.
  9. The meeting starts with a brief prayer.
  10. As much as possible, the agenda is followed.  Any remaining items of discussion are addressed after the agenda items or are put in the agenda for the next meeting.
  11. The president of the Board presides the meeting. In his absence, this privilege is given to one of these persons following this order: a. the vice-president, b. the secretary, c: the treasurer. In case no member of the Executive Committee is present in the meeting, the members attending the meeting select one person as the presiding officer and another as secretary to keep the minutes of the meeting.
  12. The presiding officer keeps the authority to make any changes in the agenda, change its order, or bring any new item for discussion.
  13. A brief overview of the finances of the society is provided by the treasurer in the Regular Meetings.
  14. The presiding officer of the meeting brings agenda items into discussion, one by one.
  15. The presiding officer describes the agenda item and provides a brief overview of the issue to be discussed or decided, in not more than a few minutes.
  16. The presiding officer gives ample time to the attendees for a discussion. If needed, the same item is brought back to discussion in a different meeting.
  17. The presiding officer leads the meeting in a way that the discussion and comments are relevant to the point being discussed and time is not wasted on unrelated matters. To make this possible, the presiding officer keeps the authority to curtail a discussion or a speaker. At the same time, the presiding officer encourages every member to share in the discussion and provide an opinion.
  18. After a reasonably appropriate amount of time, the presiding officer closes the discussion and provides an overview of the point being discussed including different views on the subject. The presiding officer can close the discussion, postpone it, cancel it, or formulate a question, based upon the previous discussion, to ask each Board member about his/her opinion on the matter.
  19. Each member of the Board registers an opinion, especially if asked to do so. If no opinion is given, it is recorded as it is. During this phase of the process, the members avoid re-discussing the issue.
  20. The presiding officer also gives his/her opinion.
  21. The presiding officer tries to reach consensus after the detailed discussion and input from all attending Board members. In case consensus is not reached, the voting process outlined in the guidelines may be used to make the final decision.
  22. A decision on the matter or item being discussed is made and announced by the presiding officer and noted by the secretary.
  23. All Regular and special meetings preferably take place at the Headquarter of the society. Alternate venue may be selected due to special circumstances (Level II decision.)
  24. The president or any other three members of the Board can request a Special meeting. 

Clause B: Decision Making in the Board Meetings 

As much as possible, the decision making process in the Board is based upon consensus among the members. In case a consensus for a decision is not reached, the following rules provide a guide to make such decisions.

Any action required or permitted to be taken at any meeting of the Board, Board of Trustees, or of any other ISWM committee may be taken without a meeting if the Directors who could otherwise approve such action consent thereto in writing or electronically, and the writing or writings are filed with the minutes of proceedings of the appropriate Board or committee. 

As outlined in the Constitution of the ISWM, the decisions in the Board of the ISWM are divided into four categories: 

  1. Level I (Straightforward)
  2. Level II (Significant)
  3. Level III (Very Significant)
  4. Level IV (Critical) 

Requirements to make each type of decisions are: 

Level I: Approval of a majority of Board members present in a duly convened meeting where quorum is met.

Level II: Approval of at least 6 or 2/3rd of existing Board members even if they are not present in the meeting. 

Level III: Approval of 6 or 2/3rd of existing Board members even if they are not present in the meeting and an approval of the Board of Trustees.

Level IV: Approval of 6 or 2/3rd of existing Board members, even if they are not present in the meeting, an approval of the Board of Trustees and ratification by a simple majority of the Electoral Body of the ISWM present in the meeting. 

The following is a partial list of different category of decisions. It is expected that for any new subject matter or a decision the Board allocates an appropriate level and adds it into the list (Level II decision.)  

The President has the authority to make any time sensitive Level I decision without a formal consultation with the Board members. 

Level IV Decisions:

  • Any change in the Constitution of the ISWM.
  • Change in location of the ISWM. 
  • Any use of 50% or more of Endowment Fund of the ISWM in one calendar year.

Level III Decisions: 

  • Any change in the by-laws of the ISWM.
  • Hiring and termination of the Imam of the society.
  • Any use of less than 50% of Endowment Fund of the ISWM in one calendar year.
  • Granting and termination of an Honorary Membership.
  • Termination of a Regular Membership.
  • Any change in the relationship between the ISWM and Iqra Academy.

Level II Decision:

  • Nomination of a Trustee of the ISWM
  • Any fiscal decision involving more than 25,000 USD in a single transaction. This number is kept approximately equal to 1/4th of annual running expenses of the ISWM and is adjusted accordingly.
  • Granting and terminating an Associate Membership.
  • Granting a Regular Membership.
  • Any change in the duties and benefits of the designated Imam of the ISWM.
  • Employee management of the ISWM, other than the Imam.
  • Designation of Imam to lead Jumah, Tarawih and Eid prayers.
  • Interfaith activities: A formal decision is needed for any new type of activity or an activity requiring significant resources.
  • Approval of the society’s annual budget. 

Level I Decisions:

  • Any fiscal decision involving up to 25,000 USD in a single transaction. This number is kept approximately equal to 20% of annual running expenses of the ISWM and is adjusted accordingly.
  • Management and maintenance of the facilities of the ISWM.
  • Defining the dates for any important religious days such as Ramadan, Eid ul Fitr and Eid ul Adha.
  • Matters related to the management of Sunday school.
  • Designation of Mauzzin(s) for daily Adhan.
  • Setting rules for the use of Community Hall.
  • Management of Friday Lunch Program
  • Granting permission for fund raising through the ISWM
  • Funeral management

Chapter 5

Miscellaneous Matters

Clause A: Management of the Endowment Fund of the ISWM

  1. Endowment fund is managed by the Assets and Endowment Committee.
  2. Any transaction out of Endowment Fund requires written consent of the President and the chair of the Assets and Endowment Committee.
  3. Any investment of the endowment fund and assets of the ISWM is accomplished according to the Islamic principles of finance using the Islamic financial tools and institutions. 

Clause B: Local Residency

  1. The Local Residency defines the residence of a person and thus physical relationship of a member to the ISWM.
  2. It includes the Greater Springfield area including the northern part of the State of Connecticut, eastern part of the State of New York, and the southern part of the State of Vermont and New Hampshire. Its outer limits are defined by a geographic circle with a radius of 50 miles around the Headquarter (377 Amostown Road, West Springfield, MA).

Clause C: Conflict Resolution

  1. The Board of the ISWM is the primary forum to address any conflict arising within and about the ISWM affairs. It is important to clarify that the Board of the ISWM and this process of conflict resolution do not address any personal conflict within or outside the membership of the ISWM that is not related to the business of the ISWM. For such matters, if they choose to do so, members may seek the opinion of the designated Imam or a senior member of the society.
  2. Any member of the Electoral Body of the ISWM may formally request the Board to settle a disputed matter. The request may be forwarded in a written or a digital format to any board member or the Imam. Verbal request may not be enough and is discouraged.
  3. After getting the formal request, the Board includes the matter in the agenda of its regular or special meeting, as soon as possible.
  4. Being the managerial authority of the ISWM, the Board of the ISWM has the primary authority to settle all such disputes or affairs (Level II decision.)
  5. In case of a conflict within the Board or a disagreement with the Board’s decision, an appeal process is in place. In such cases, a formal written request is made to the Board of Trustees to resolve the conflict.
  6. The Board of Trustees, upon the request of the President or the Board of the ISWM, provides an advice in any matter directly or indirectly related to the ISWM. The advice given by the Board of Trustees in this fashion is non-binding to the Board of the ISWM.
  7. The Board of Trustees, upon the request of the President or the Board of the ISWM, provides an opinion to resolve any dispute within the Society that is unsolvable or unresolved, for one reason or another, by the Board of the ISWM.
  8. In case of a disagreement within the Board or with the President, any other 5 or a simple majority of the Board members may request the Board of Trustees for an opinion to resolve any dispute within the Board or the society that is unsolvable or unresolved, for one reason or another.
  9. The designated Imam of the ISWM may request an opinion from the Board of Trustees of ISWM, in case of a disagreement with the Board of the ISWM.
  10. In case of a disagreement with the Board of the ISWM, the Electoral Body of the ISWM may also request an opinion from the Board of Trustees of the ISWM. This request requires signatures of at least 20% or 20 members, whichever number is larger, of the Electoral Body of the ISWM. 
  11. In case of any dispute in the Society, if the Board of Trustees of the ISWM is requested to intervene or give an opinion, its decision or opinion remains binding to the all parties and dictates the final outcome of the dispute. 

Clause D: Amendments to the Constitution of the ISWM

The constitution of the ISWM, depending upon the needs and wishes of its members, may require further clarification, adjustment, or a conceptual alteration. While a formal procedure is outlined to achieve any of such goals, it is expected that a proposed or adapted amendment always conforms to the prevailing pertinent local, State and Federal regulations and the basic tenets and spirit of Islam .

  1. Any member of the Board of the ISWM, the designated Imam, or a Trustee may propose an amendment to the Constitution of the ISWM.
  2. Any proposed amendment and its justification are presented in writing to the Constitution Committee, or the President.
  3. The proposal for amendment and its justification are discussed within the Board of the ISWM.
  4. The first step in the amendment process is the approval of the 2/3rd of the Board members, a Level II decision.
  5. Once the proposal is passed by the Board, it is forwarded to the Board of Trustees.
  6. The second step in the amendment process is the approval of the 2/3rd members of the Board of Trustees.
  7. Once the Board of Trustees approves the proposed amendment, it is sent back to the Board of the ISWM for presentation to the Electoral Body of the ISWM. The President or a member of the Executive Committee presents the proposal and its justification to this body.
  8. The third and final step in the amendment process is the approval of a simple majority of the Electoral Body of the ISWM present in the meeting called for this purpose. 

Clause E: Finances of the ISWM

  1. The fiscal year for the ISWM commences on January 1st of each calendar year and concludes on the December 31st of the same year.
  2. The Board establishes a Financial Committee, which manages all financial matters of the society except the investments such as real estate and endowment fund. This committee comprised of at least 3 to 5 members: 1. the treasurer, 2. the president or the vice-president, 3. Another Board member. If needed, two more members may be added to this committee. These two members may come from the Board, the Board of Trustees, or the Electoral Body of the ISWM.
  3. The Board of Trustees establishes an Assets and Endowment Committee, which manages investments or assets and endowment fund. The president of the Board is a member of this committee. One other person from the General Body of Membership is selected for this committee. 
  4. Funds or assets donated or collected for a specific purpose or cause are used, as much as possible, for that purpose or cause, unless, for some reason or another, the cause or the purpose cease to exist. If the donation or the delivery of funds to the specified purpose or the cause is not possible, the donors are contacted, if possible, and the funds may be refunded or used for a different or similar purpose with agreement of the donors.
  5. All of the ISWM funds are deposited with a reputable financial institution such as a Bank in non-interest bearing account(s). If, for some reason, an interest accrues, it is disbursed in charitable causes.
  6. The treasurer may disburse or write a check for an amount no larger than $5000 in a single transaction and $25,000 in a month (the former amount is about 10% and later 50% in value of average monthly balance of the society’s bank account.) Any larger amount of transaction requires signature or documented agreement of the president or his representative. 
  7. The endowment funds are invested and managed according to the Islamic principles of finance. 
  8. The Assets and Endowment Committee provides a brief report and a balance sheet of all assets under its jurisdiction to the Board at least twice a year, in the month of January and July.
  9. All form of donation to the ISWM and their use, including disbursement for charitable causes or investments, are accepted or undertaken according to the prevailing local, State and Federal rules, regulations and restrictions. This may include maintenance of a detailed donation records including donor’s demographic information, which may be checked against any State or Federal government’s watch list. 

Clause F: Employment for the Imam

  1. The Board of the ISWM, with the help and guidance of the Board of Trustees, employs the designated Imam (Level III decision.)
  2. Each term of the Imam’s employment contract is for a period of 1 year for the initial contract and 2 years for a renewal. The employment contract is to be reviewed and renegotiated 90 days prior to its expiration.
  3. The salary and benefit package for the Imam is determined based upon the qualifications and duties of the Imam, the available resources and the prevailing comparative standards applicable to this area.
  4. The Board has the authority to amend the salary structure or the benefit package with a 90 days’ notice (Level II decision.)
  5. The Board and the Imam have the authority to terminate the employment contract with a 90 days’ notice (Level III decision.)

Clause G: List of Members of the ISWM

  1. The society maintains a list of its members including their demographic and some private information such as residential addresses, telephone numbers and email addresses.
  2. Privacy of the members is maintained and their personal information including residential addresses, telephone numbers and email addresses are not shared unless authorized by the President or the Board. 
  3. Private information of the members is used by the Imam, the Communication Committee, the Board, or the President for communication or any other business of the Board including the election process.
  4. In case of security crises, if required by law, the private information of the members may be shared with the local, State or Federal law enforcement offices. 

Clause H: Management Committees of the ISWM

1: Following committees are established to accomplish the functions and tasks of the society. More can be established if needed: 

  1. The Education & Religion Committee
  2. The Facility Management Committee
  3. The Communication Committee
  4. The Interfaith and Outreach Committee
  5. The Constitution Committee
  6. The Election Committee
  7. The Financial Committee
  8. The Assets and Endowment Management and Fund Raising Committee
  9. The Special Activities Committee
  10. The Youth Committee
  11. The Funeral Management Committee
  1.  The President or the Board may establish a committee to undertake a task or to take over a certain function of the society.
  2. Each Committee has at least one Board member.
  3. Each committee requires a minimum of 3 and maximum of 15 members.
  4. Each committee selects a Committee Chair and informs the Board. The chair for the Assets and Endowment Committee is one of the trustees. 
  5. All members on the Management Committees, except the Assets and Endowment Committee, need an approval of the Board (Level I decision.)
  6. Each committee chair periodically provides an update of activities to the Board.
  7. All Management Committees serve and function under the authority of the Board of the ISWM, except the Assets and Endowment Committee. 
  8. It is encouraged to include people outside of the Board of the ISWM and the Board of Trustees to these committees. 

Clause I: The Website(s) of the Society

  1. The website of the society is used and maintained primarily for education and communication purposes. It may also be used for other purposes approved by the Board.
  2. The website of the society is not used for any political, illegal, or clearly un-Islamic purpose.
  3. Up-keep, hosting and maintenance of the website is performed only by people approved by the Board.
  4. The Communication Committee monitors the website for its contents, links, and security. 

Clause J: Use of the ISWM Facilities

Facilities including the Community Hall of the ISWM may be used by the members of the community for a social and/or private use such as Nikah, Walimah, Aqeeqah, Iftar etc., following the set forth rules. The Facility Management Committee or the Board has the authority to change any rules or deny the use of the facility without providing any reason. The following is the list of rules:  

  1. The nature, purpose, and attendance of the activity, gathering or the function are clearly defined.
  2. The person(s) requesting the use of the facility is clearly defined and consent to take responsibility for the event and signs a contract with the ISWM, if requested to do so.
  3. A formal, preferably written, request is made to the Facility Management Committee or the Board of the ISWM well in advance for due consideration.
  4. Charges or the fee set for the use of the facility is paid in advance. This may include a security deposit to cover for any damage or cleaning required afterwards.
  5. Islamic etiquettes are required to be followed, including but not limited to appropriate dress code, gender separation, noise control, and avoidance of activities like music and dancing, which could be objectionable from Islamic perspective.
  6. Take full responsibility for parking management, crowd control, cleanliness inside and outside of the used facility and any damage to the furniture or the property.
  7. The organizers of the activity understand that the Board and the ISWM shall not be responsible for any type of damage to the persons or their belongings from any cause whatsoever.  This may require signing appropriate documents.
  8. Respect of the time for Salat or any other scheduled or regular program of the society is required. 

Clause K: Conflict of Interest

  1.  It is the responsibility of each Director or Trustee to advise the Board or Board of Trustees of any perceived or potential conflict of interest such Director or Trustee believes may exist with respect to his or her obligations as a Director or Trustee as soon as it arises. Such potential conflicts of interest include, but are not limited to, the situation of a Director or Trustee or the immediate family of a Director or Trustee, proposing to enter into a financial or business relationship with the ISWM. After revealing the potential conflict of interest, the Board or Board of Trustees, as applicable, shall refer to the ISWM’s Conflicts of Interest Policy.
  2. All members of the Board and the trustees may be required to sign a document to commit their lack of any fiscal or business conflict of interest with the ISWM. 

Clause L: Relationship of the ISWM and the Iqra Academy Boards

  1. There may not be more than 3 members on the Board of the ISWM who also are office bearers of Iqra Academy.
  2. There may not be more than 1 member on the Board of Trustees who also is an office bearer of Iqra Academy.  

Clause M: Indemnification of Directors, Trustees, Officers and Employees

The ISWM has the power to indemnify all officers, Directors and Trustees of the ISWM to the full extent permitted by the non-profit corporation law of the State of Massachusetts, and as further elaborated below. The ISWM may purchase insurance for such indemnification of Officers, Directors and Trustees to the full extent as determined from time to time by the Board (Level II Decision.)

Any person made or threatened with being made a party to any action, suit or proceeding (civil, criminal or administrative) by reason of the fact that he or she is or was a Director, Trustee, Officer or employee of the ISWM, or of any member of the ISWM which he or she served in any such capacity at the request of the ISWM, shall be indemnified by the ISWM against judgments, fines and other liabilities (including amounts paid in settlement) sustained as result of, and investigation, defense or the compromise or settlement of, any such action, suit or proceeding or threat thereof; provided, however, that:

  1. In the event of final adjudication of such action, suit or proceeding, such person shall not be indemnified hereunder with respect to any matter as to which he or she shall be adjudged liable for material negligence or material misconduct in the performance of his or her duties to the ISWM, or
  2. In the event that such action, suit or proceeding or threat thereof is compromised or settled before final adjudication thereof, such person shall not be indemnified hereunder unless it shall be determined that he or she acted without material negligence and that his or her action did not constitute material misconduct in the performance of his or her duties to the ISWM. 

In connection with the defense of judicial proceeding, under Chapter 42 of the Internal Revenue Code of 1986, such person shall not under any circumstances be indemnified for taxes, penalties or expenses or correction and further shall not be indemnified for other expenses in connection with such judicial proceeding unless: (a) such other expenses are reasonably incurred by him or her in connection with such proceeding; or (b) such person is successful in such defense, or such proceeding is terminated by settlement and he or she has not acted willfully or without reasonable cause with respect to the act or failure to act which led to the liability for tax under said Chapter 42.

A Judgment or conviction in a criminal action, suit or proceeding or termination of such proceeding by a plea of nolo contendere or its equivalent shall not be deemed an adjudication that the Director, Trustee, Officer or employee is liable for negligence or misconduct in his or her performance of his or her duties to the ISWM if it shall be determined that the action complained of on the part of the Director, Trustee, Officer or employee was taken in good faith in what he or she considered to be the best interests of the ISWM and on the reasonable assumption of its legality.

 

As used the Clause M, the words “it shall be determined” mean that the matter in question shall be determined either (i) by a court order, or (ii) a Level II Decision as set forth in these by-laws, or (iii) by independent counsel selected by (x) a Level II Decision or (y) a judge of the U.S.  District Court located in or near the principal office of the ISWM.

The foregoing rights of indemnification shall not be exclusive of any other rights which any Director, Trustee, Officer or employee may have as a matter of law. The foregoing rights of indemnification shall, in the case of the death of a Director, Trustee, Officer or employee, inure to the benefit of his or her estate, heirs, or successors.

Notwithstanding the foregoing, the ISWM shall not indemnify any Director, Trustee, Officer or employee of the ISWM if such indemnification shall constitute any act of self dealing under Section 4941 of the Internal Revenue Code of 1986, or corresponding provisions of any subsequent federal tax law. 

ISWM

Fulfillment of religious needs of local Muslims is the primary mission of ISWM. Its mission also includes presenting Islam and representing the local Muslims to the society et large. It strives to build constructive relationships with non-Muslims in general and other religious (faith) communities in particular.

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THE TRUSTEES OF ISWM

Demo The organization is called the Islamic Society of Western Massachusetts, hereafter referred to as “the Society”, or “ISWM.

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The Governance of iswm

Demo The organization is called the Islamic Society of Western Massachusetts, hereafter referred to as “the Society”, or “ISWM.”

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