ByLaws 

Article I. Name

The name of the organization shall be the Nepali Community of Greater Richmond Virginia (hereinafter referred to as “the Association” or “NCRVA”).

Article II. Mission Statement

The mission of “NCRVA” is to:

1. Unify Nepali individuals or Nepali descent living in the Greater Richmond, Virginia area.

2. Preserve and promote Nepali art, culture, language, and heritage through community activities and events.

3. Build connections among community members and establish a strong community presence.

Article III. Non-Profit Status and Exempt Activities Limitation

1.  Non-Profit Legal Status: NCRVA is a tax-exempt organization under Section 501 (c) (3) of the United States Internal Revenue Code.

2.  Exempt Activities Limitation: The organization is organized exclusively for charitable, religious, education, and/or scientific purposes under section 501 (c) (3) of the Internal Revenue Code. No substantial part of the activities of the organization shall participate in, or intervene in (including the publishing or distribution of statements) any political campaign on behalf of any candidate for public office. 

Notwithstanding any other provision of this document, the organization shall not carry on any other activities not permitted to be carried on (a) by an organization exempt from federal income tax under section 501 (c) (3) of the Internal Revenue Code, or corresponding section of any future federal tax code, or (b) by an organization, contributions to which are deductible under section 170 (c) (2) of the Internal Revenue Code, or corresponding section of any future federal tax code. This organization will rely upon Virginia state law to be in compliance with Section 508(e) as required.

3.  Distribution Upon Dissolution: The dissolution of the Association shall be approved by a two-thirds (2/3) majority vote of the Board members, in consultation with the Founding Members. Upon the termination or dissolution of the "NCRVA," any assets remaining and available for distribution shall be distributed to one or more organizations that are exempt under Section 501(c)(3) of the Internal Revenue Code of 1986 (or any corresponding provision of any successor statute), and which have a charitable purpose substantially similar to that of the dissolving organization.

Article IV. FOUNDING MEMBERS 

Rights and Considerations:

1. Founding Members shall not be entitled to voting rights.

2. Founding Members may be eligible for appointments to the NCRVA Advisory Board, at the discretion of the incumbent Board Members.

3. Founding Members may recommend bylaw provisions to ensure the organization’s mission and vision remain aligned with its original intent.

4. Founding Members may retain access to key organizational documents (e.g., financial reports, strategic plans) as approved by the Board.

5. Founding Members shall participate in the dissolution process of the nonprofit organization in accordance with these bylaws and applicable laws of the Commonwealth of Virginia. Their input may be sought regarding the distribution of remaining assets, provided such distribution complies with state law and all relevant provisions of the organization’s governing documents.

Article V. ADVISORY BOARD MEMBERS 

Rights and Considerations:

1. Advisory Board Member nominations may be solicited internally (within NCRVA) or externally (through community or industry networks). 

2. Existing Board Members may nominate or recommend Advisory Board Members.

3. Term limits shall be two (2) years, with the possibility of reappointment.

4. Advisory Board Members shall be appointed in alignment with the Board’s election cycle.

5. Appointment shall require a majority vote of the Board Members.

6. The incumbent Board may remove or replace Advisory Board Members at any time if their service no longer meets organizational needs.

Article VI. BOARD OF DIRECTORS

1. NCRVA shall have between three (3) and eleven (11) Board of Directors/Members.

2. The Board may adjust the number of members as needed during a meeting called by the President in consultation with the Board.

Article VII. NCRVA  BOARD

1. Positions:

NCRVA Board members shall be appointed by election or unanimous recommendation from the NCRVA community. The association shall have the following positions:

1. President (1)

2. Vice President (1)

3. Administration / Secretary (1)

4. Treasurer / Financial Operations (1)

5. Public Relations and Networking (1)

6. Art and Culture (1)

7. Event Planning and Management (1)

8. Communication/Technology and Media Marketing (1)

9. Board Members (3)

"The Board may add, modify, or remove positions as deemed necessary for the effective governance of the organization."

2. Meetings:

• The Board shall hold its meetings regularly as deemed necessary to conduct the business of the Association in a most effective manner. The President shall preside over the Board meetings.

• Special meetings: If for any reason, a meeting of the Board is deemed necessary by the members and a representation of that effect is received by the Board, such a meeting shall be called by the Secretary within 30 days of receipt of such a request. The President, with the consent of the Board, shall specify the location, date and time of year, special, and other meetings of the Board.

• Extraordinary/Emergency meetings: Emergency meetings may be convened by the President when urgent matters require immediate action.

• Notice of Meetings: A minimum of fourteen (14) days’ written notice shall be provided for all regular and special meetings unless an emergency requires shorter notice.

• Venue: Meetings shall be scheduled at times and locations determined by the President with the advice and consent of the Board. Meetings may be conducted in person or through virtual platforms such as telephone, FaceTime, Skype, WebEx, Zoom, Google Meet, or other approved online tools.

• Conduct of Meetings: The order of business at Board meetings shall be determined by the President. Attendance is limited to Board Members, with the exception of Advisors and Founding Members who may be invited at the Board’s discretion for consultation on specific matters. Only Board Members shall have the authority to speak on agenda items, participate in discussions, and make decisions. Extraordinary or emergency meetings may be closed if deemed necessary by the President.

• Agenda for Meetings: The agenda for each regular Board meeting shall be assembled by the President or Secretary as designated. Any member may transmit material and recommend guests for inclusion on the agenda. Such material shall be submitted no later than 10 calendar days prior to the meeting. The President shall distribute the agenda to the members or the officers no later than 5 calendar days prior to the date of the meeting. Additional items may be placed on the agenda at a regular meeting by a majority vote of the members present.

• Meeting Minutes: Meeting minutes shall be recorded by the Secretary and approved by the Board.

• Decision: The decisions of the Board shall be made by a majority (one more than half the Board members) except when otherwise designated in these by-laws.

• Motion to Reconsider: A motion to reconsider may be made at the same meeting at which the vote was taken or a subsequent meeting by any member who cast a vote.

3. Terms and Renewal

Newly elected or appointed Board Members shall assume office in January or July following the month of election or appointment. Board Members, including the President, may serve no more than two consecutive terms. If no qualified candidates are available to fill a position, the current officeholder may continue to serve for an additional term until a successor is elected or appointed.

To ensure continuity of leadership, Executive Board Members shall serve two-year terms, while all other Board Members shall serve eighteen-month terms. Elections shall be held every eighteen (18) months for non-executive Board positions and every twenty-four (24) months for Executive Board positions, as outlined in Article VII, Section 5.

4. Eligibility 

To be eligible for Board member, individuals must;

1. Reside in the Greater Richmond Area, Virginia.

2. Be at least 18 years old and associated with Nepali culture or heritage.

3. Be in good legal standing with no active criminal charges or convictions for crimes involving moral turpitude.

4. Agree to support NCRVA’s mission and act in its best interests.

5. Notwithstanding any other provision of these bylaws, no more than two (2) Board Members may be classified as “interested persons.” For the purposes of this section, an “interested person” is defined as:

• A brother, sister, parent, child, or spouse of any current Board Member; or

• A Board Member who serves on another board or holds business interests that present a potential conflict of interest.

5. Process And Eligibility for Nomination of Board Members

   1. 1. Purpose and Authority 

The purpose of this section is to establish a fair, transparent, and consistent process for the nomination and selection of Board Members, ensuring compliance with applicable laws and alignment with the organization’s mission.

2. Board Member Terms 

Each Board Member shall serve a term of eighteen (18) months. Newly elected or appointed Board Members shall assume office in January or July following the month of election or appointment.

3. Election and Frequency

Elections shall be held in the first week of December or June, depending on the term cycle.

• Board Members whose terms begin in January shall be elected in December.

• Board Members whose terms begin in July shall be elected in June.

4. Nomination Criteria and Eligibility

To be eligible for nomination, an individual must:

• Meet all requirements set forth in Article VII, Section 4, prior to nomination.

• Submit a completed nomination form and affirm willingness to serve if elected.

Nomination Process:

• Nomination notices shall be distributed to all Board Members and relevant stakeholders through official communication channels (e.g., email, meeting announcements).

• Nominations shall open twenty-eight (28) calendar days prior to the scheduled election meeting.

• Nominations shall close fourteen (14) calendar days before the election meeting.

• Current Board Members may nominate themselves or recommend other eligible individuals.

• The final list of candidates shall be circulated to the Board no later than fourteen (14) calendar days before the election.

6. Vacancies

In the event a Board position becomes vacant, the opening shall be announced in accordance with the notification procedures outlined in Article VII, Section 5. Candidates must submit their nominations in compliance with the nomination guidelines specified in Article VII, Section 5..

7. Prorated Terms

If a new Board Member is elected or appointed following a vacancy announcement, their term shall run until the next scheduled election cycle for that position, based on the original eighteen (18) month term of the prior officeholder. If the Board Member wishes to continue serving beyond that period, they must participate in the standard election process outlined in Article VII, Section 5.

8. Board Members Election Voting Procedure

   1. • • Only current Board Members are eligible to vote in Board elections.

        • Elections shall be held during the designated board meeting.

        • Each Board Member may vote for up to eleven (11) open positions from the list of nominees.

Nominees receiving a majority of votes shall be elected to the Board. In the event of a tie, the outcome shall be decided through a runoff election as described below.

Runoff Election

• If two or more candidates receive an equal number of votes for the same position, a runoff election shall be held between the tied candidates.

• The runoff election shall follow the same procedures as the original vote, with clear notification provided to all Board Members regarding the date, voting method, and other relevant details.

• In the event of a tie in the runoff election, the Executive Board shall have the authority to cast the deciding vote.

• The Executive Board shall be granted the authority to cast a deciding vote in the event of a tie from the runoff election.

Quorum for Elections

A quorum for Board elections shall consist of at least eight (8) eligible voting Board Members participating either in person or virtually.

9. Board Member Benefits
   
   

Service on the NCRVA Board offers meaningful, non-monetary benefits that enhance both personal and professional growth. Key benefits include:

• Access to NCRVA resources and equipment for official use, provided such items are returned in good condition.

• Access to NCRVA subscriptions for official purposes.

• The opportunity to actively support and advance a cause of personal and community importance.

• The ability to influence positive social impact through leadership and strategic decision-making.

• Opportunities to build relationships with fellow professionals, community leaders, and influencers.

• Expansion of professional and social networks across multiple sectors.

• Development of leadership, governance, budgeting, fundraising, and strategic planning skills.

• Enhancement of abilities in public speaking, negotiation, and policy-making.

• Eligibility for reimbursement of meals, travel, lodging, and professional development or training expenses, subject to prior approval by a majority of the Board.

10. Termination Criteria for Board Members

Committee member shall be terminated under the following criteria:

• Resignation – A Board Member may resign by submitting a written notice to the President.

• Legal Ineligibility – Loss of legal standing or other conditions that make the individual ineligible to serve.

• Death – Automatic termination upon death.

• Excessive Absences – More than two (2) unexcused absences from Board meetings within a twelve-month period.

• Relocation – Moving outside the Greater Richmond Area.

• Removal for Cause – Removal for conduct inconsistent with the organization’s mission, ethics, or best interests, by a two-thirds (2/3) vote of the Board of Directors.

11. Roles and Responsibilities of Officers and Board Members

Board Members are responsible for the overall governance and strategic direction of NCRVA. Core responsibilities include:

• Approving the annual budget.

• Approving programs and organizational initiatives.

• Proposing and approving amendments to the bylaws.

• Authorizing the purchase or sale of real estate.

• Overseeing and ensuring the effective operation of NCRVA.

• Performing routine management and administrative activities as required.

• Attending Board meetings regularly and actively participating in discussions.

• Voting on the suspension or removal of a Board Member when necessary.

• Approving the dissolution of NCRVA in accordance with applicable laws and these bylaws.
  
  

Once elected or appointed, a Board Member shall serve for the full duration of their term unless their service ends due to death, resignation, removal, or legal ineligibility.

1. President / Vice President

• Chair regular NCRVA Board meetings.

• Provide overall leadership for NCRVA activities and initiatives.

• Present progress reports to the Board during the annual review meeting.

• Ensure all documents and records required by law are properly maintained.

2. Administration/General Secretary:

• In the absence of the President and Vice President, assume the President’s responsibilities.

• Organize and manage Board meetings.

• Record and maintain meeting minutes, and track action items.

• Prepare and file applications, forms, and other required documentation with state and federal agencies.

• Ensure that all NCRVA activities comply with applicable state and federal laws.

• Act as custodian of the official records and seal of NCRVA.

• Manage official correspondence and distribute information to the Board and advisors as needed.

3. Financial Operations/Treasurer:

• Pay all authorized expenses on behalf of NCRVA.

• Maintain accurate books and records of all financial transactions.

• Prepare and present an annual financial report to the Board.

• Maintain an up-to-date record of NCRVA’s financial accounts and assets.

• Ensure NCRVA funds are deposited promptly in approved financial institutions.

• Co-sign NCRVA checks as required.

• File taxes and submit all necessary financial documentation to the IRS and other relevant agencies.

• Provide official donation acknowledgments to donors.

4. Public Relations and Networking

• Serve as a brand ambassador for NCRVA and promote the organization among local social and cultural organizations.
  Act as Editor-in-Chief and oversee the publication of the NCRVA Newsletter.
  Identify and request potential sponsors for NCRVA social events and activities.

5. Art and Culture:

• Identify and encourage cultural talent within the Nepali community.

• Provide guidance and support to help individuals develop their skills.

• Collaborate with other organizations to create performance opportunities for NCRVA talent.

6. Event Planning and Management

• Identify and secure venues for NCRVA events.

• Negotiate contracts and secure favorable terms with vendors and suppliers.

• Develop event plans and strategies to generate funds for NCRVA. 

7. Communication/Technology and Media Marketing

• Maintain and regularly update NCRVA’s website and social media platforms with news, photos, videos, and public information.

• Manage NCRVA’s digital collaboration tools and software licenses.

• Communicate with sponsors, advisors, and supporters via email and other approved channels.

• Design and oversee the layout of NCRVA’s communication materials, newsletters, and public correspondence.

Article VIII. SUB-COMMITTEE

• • • The Board Members may establish sub-committees as needed to support NCRVA’s mission and objectives.

    • Each sub-committee shall operate under the oversight of the Board Members and in alignment with NCRVA’s mission, vision, and organizational structure.

    • Sub-committee members shall not have voting rights in Board elections or on matters requiring Board approval.

    • The Board Members may dissolve or disassociate any sub-committee at any time by majority vote.

Article IX. AMENDMENTS

Any proposed amendment to these bylaws must be submitted in writing to the Board with the signatures of at least three (3) Board Members.

• The President shall circulate the proposed amendment to all Board Members. If at least seven (7) calendar days’ notice is provided, the amendment shall be placed on the agenda for the next duly scheduled Board meeting.

• An amendment shall take effect upon approval by a two-thirds (2/3) vote of the Board Members present.

Article X. GENERAL ASSEMBLY

For the purposes of these bylaws, the term “General Assembly” shall refer to a meeting of the full Board of Members. The General Assembly shall be held at least once annually to review NCRVA’s activities, assess progress toward organizational goals, and address strategic matters. Attendance is limited to Board Members, with Advisors and Founding Members invited at the Board’s discretion. All communication regarding the General Assembly shall be distributed through official NCRVA communication channels. 

Article XI. ASSOCIATION FINANCES

All financial activities shall be conducted in a transparent manner and fully documented. Financial matters shall be reviewed and discussed during regular Board meetings. Board Members shall not be personally liable for the debts, liabilities, or other obligations of NCRVA, except in cases involving criminal conduct or legal violations. Board Members shall serve without compensation.

Article XII. ASSOCIATION STATUS

NCRVA is a non-profit organization. All earnings shall be used exclusively for the organization’s non-profit purposes and shall never be distributed for the personal benefit of any individual. 

Article XIII. RULE OF ORDER

The rules of order shall govern all applicable circumstances, provided they do not conflict with these bylaws or the laws of the Commonwealth of Virginia. 

Article XIV. QUORUM

A quorum for Board meetings shall consist of at least fifty-one percent (51%) of the Board Members. Participation may be in person or through virtual conferencing tools that allow all participants to hear and communicate with one another in real time. Attendance via such means shall be considered presence in person for quorum purposes. 

Article XV. ELECTION AND OATH OF OFFICE

1. Election

Board Member elections shall be conducted in accordance with the nomination, eligibility, and voting procedures outlined in Article VII, Section 7.6 - Nomination and Election of these bylaws. Elections shall be scheduled by the Board and held during a duly convened Board meeting.

2. Election Results and Notification

The final results of the election shall be certified by the President and recorded in the official meeting minutes. Written notification of the results shall be distributed to all Board Members, Advisors, and Founding Members within seven (7) calendar days following the election.

3. Oath Of Office

Newly elected or appointed Board Members shall take the following oath, administered by the President and/or a designated Board Member:

“I, ________________________, do solemnly swear that I will support the Constitution of the United States, the laws of the Commonwealth of Virginia, and the Bylaws of the Nepali Community of Greater Richmond Virginia (NCRVA), and that I will faithfully perform the duties of my position to the best of my knowledge, skill, and ability.”

Article XVI. FISCAL POLICY AND FINANCE

1. The fiscal year of the Board shall run from January 1 through December 31.

2. All Board and Committee Members shall serve without compensation.

Financial duties and responsibilities of the Board/Committee include:

• Developing and reviewing fiscal policies and procedures.

• Advising on financial matters to ensure transparency and accountability.

• Reviewing the organization’s financial records and findings at least once annually, and promptly posting approved reports on the NCRVA website, as appropriate.

Article XVII. CERTIFICATION

These bylaws were approved by a majority vote of the Board Members at a duly convened meeting on  8/13/2025

Article XVIII. NOTICES AND CORRESPONDENCE

The signature of the President or Vice President shall be required for:

• All official decisions resulting from regular or special Board meetings.

• Certification of all final election results approved by the Board.

Article XIX. NOTICES AND WAIVERS

Notices
Any notice required under these Bylaws shall be considered sufficient if provided in writing to each Board Member at the email address listed in the organization’s official records or posted on the NCRVA website.

Waivers
Any Board Member may waive the requirement for notice of a Board meeting. Such waiver shall be in writing and may be delivered by signed statement, mailed card, fax, or email, either before or after the meeting. Attendance at any meeting shall constitute a waiver of notice, and no written waiver shall be required in such cases.

Article XX. DEFINITION

Inappropriate Conduct or Legal Ineligibility (Referenced in Article IV, Section 3(c), and Article VII, Section 11)
Includes, but is not limited to:

• Malfeasance in office.

• Conviction of a felony in a court of law.

• Conviction of a misdemeanor.

• Any act detrimental to the reputation or image of the Association.

Founding Members (Referenced in Article IV)
Individuals who played a pivotal role in the establishment of the organization.

Advisory Board Members (Referenced in Article V)
A group of individuals appointed by the Executive Board to provide advice, recommendations, and expert guidance to the organization.

Executive Board (Referenced in Article VI)
Comprises the following positions:

• President

• Vice President

• Administration/Secretary

• Treasurer/Financial Operations

Article XXI. Appendix

Current Board Composition

• President (1)

• Vice President (1)

• Administration/Secretary (1)

• Treasurer/Financial Operations (1)

• Public Relations and Networking (1)

• Art and Culture (1)

• Event Planning and Management (1)

• Communication/Technology and Media Marketing (1)

• Board Members (3)
  
  

Committee Assignments 

The NCRVA Board may assign volunteers to organize and chair various committees, including but not limited to: cultural programs, music festivals, food festivals, sports events, religious events, and other programs as needed before or during events, or at any time deemed necessary.

Founding Members 

 Ashim Rajbhandari
Chandra Malla
Dilli Bhurtel
Helen Rai
Indra Khanal
Nabin Bhandari
Pashupati Ghimire
Pratap Paudel
Rajendra Dhakal
Rukesh Pokharel
Suman Kandel

Current Board Members

 Amit Jwarchan
Ashim Rajbhandari
Chandra Malla
Helen Rai
Indra Khanal
Nabin Bhandari
Niru Tiwari
Pashupati Ghimire
Pratap Paudel
Rukesh Pokharel
Suman Kandel