Nice Social Bookmark

Facebook IMSAGoogle BookmarksIMSA TVPinterest

Article I: Name and Nature

The name of the organization is the “Indonesian Muslim Society in America” hereafter referred to as “IMSA”. It shall be a religious, charitable, scientific, literary, educational and not-for-profit organization.


Article II: Mission Statement and Objectives

The mission of IMSA is to assist Indonesian Muslim community in North America in its quest to advance its intellectual and spiritual capacity for the benefit of Indonesian society at large both in North America and Indonesia. Toward this end IMSA shall:

· Organize discussion groups on educational, religious, and scientific topics,
· Undertake and engage in social, charitable and cultural activities,
· Coordinate human and material resources of Indonesian Muslim community,
· Establish cooperative relationship with similar organizations in North America that have common mission and objectives, and
· Promote understanding and friendly relations between Muslims and non-Muslims.


Article III: Membership and General Body
Section I: Membership

The membership of IMSA shall consist of Associate Members, Regular Members and Honorary Members. The General Body shall consist of Regular Members only, who shall be eligible to vote for and hold any office(s) of IMSA.


Section II: Associate Members

An Associate Members shall be anyone who is interested in participating in IMSA events and programs, and IMSA mailing list. An Associate Member shall be ineligible to vote in the election and hold any office of IMSA.


Section III: Regular Members

A Regular Member shall be a Muslim of at least eighteen (18) years of age, who completes an application, pays either annual due or lifetime due, as may time to time be set by the Representative Council, and agrees to abide by the Articles of Incorporation and Bylaws of IMSA. All applications are subject to the approval of the Representative Council. A Regular Member shall be eligible to vote in the election and hold any offices of IMSA.


Section IV: Honorary Members

An Honorary Member shall be any person who is deemed to have rendered distinguished service to the Muslim community in general and service to IMSA in particular. An Honorary Membership shall be an honor bestowed by the Representative Council at the recommendation of Officer and shall not be by application. An Honorary Member shall be ineligible to vote in the election and hold any office of IMSA.


Section V: Membership Dues and Fees

The membership dues of IMSA may be decided and revised by the Representative Council from time to time. Dues for family membership shall be less than double those for an individual membership. A family membership shall be defined here as husband and wife. An individual member shall have one vote; family members shall have one vote per spouse. Children above the age of eighteen and living with the family can become individual voting members by paying dues at half the rate set for individual members. The annual dues shall become payable on the first day of each calendar year. At the time of first application, dues for the following year shall be reduced by one-half (fifty percent) for membership application submitted during the months of November and December. A payment for the appropriate amount must accompany the application. Associate and Honorary Members shall not be required to pay any dues. The Executive Committee may prescribe charges or fees for special events and activities as it seen fit.


Section VI: Termination of Membership

Membership may be terminated upon:

A. Failure to comply with the membership qualifications as set forth in Article III, Section II, III and IV above, or
B. Conducting actions considered detrimental against IMSA, or
C. Request to cancel his/her IMSA membership.

For termination due to membership rule compliance failure, member involved shall be given adequate notice of the charges against him or her in the form of a statement of such charges by the Executive Committee. The member shall have the right to respond to these charges. The Executive Committee with approval of Representative Council then shall act on the basis of reasonable and consistent criteria, always with the objective of advancing the best interest of IMSA.


Section VII: Annual General Body Meeting

The Annual General Body Meeting of the members shall be held once each year in the month of December. The purpose of the meeting shall be:

A. To evaluate the Annual Progress Report delivered by the Executive Committee,
B. To amend IMSA Bylaws,
C. To elect the members of Representative Council, and
D. To propose annual programs,
E. To arbitrate grievances or disputes as needed.

Organizer of this meeting shall be appointed from members of Representative Council. The organizer shall propose meeting agenda and prepare all papers to fulfill the agenda of the meeting, the place and its facilities. The organizer shall neither be candidate in the upcoming election of Representative Council nor members of the Arbitration Panel.


Section VIII: Place of General Body Meeting

Annual General Body Meeting shall be held during IMSA Annual Gathering or known as “Muktamar”.


Section IX: Quorum

At the Annual General Body Meeting, a quorum constitutes of at least 20% of total voting members including participation through telephone or cyber conferences to the extent permitted by law.


Section X: Vote

Each Regular Member shall have one vote. Whenever any action is to be taken by vote of the members, except as otherwise required by the Bylaws or by the Articles of Incorporation, it shall prevail by a majority of the votes.


Section XI: Appeal

Any members whose membership was revoked may arbitrate the matter to the General Body Meeting. The member involved shall write petition to Representative Council to form Arbitration Panel.


Article IV: Representative Council

The Representative Council is the highest governing body of IMSA.

Section I: Duties and Responsibilities of Representative Council

The duties and responsibilities of the Representative Council of IMSA shall be the following:

A. To supervise and control the business and affairs of IMSA,
B. To determine the policies of IMSA,
C. To develop yearly program objectives as well as long term plan for IMSA,
D. To make decision on the affairs of IMSA as proposed by Executive Committee,
E. To review, amend or approve the annual budget proposed by the Executive Committee,
F. To adopt rules and regulations for the conduct of its business, and to delegate the responsibility and authority as shall be 
deemed advisable, insofar as such delegation of authority is not inconsistent with or repugnant to the Articles of
Incorporation or Bylaws of IMSA, and
G. To provide guidance for Executive Committee for the execution of the IMSA program and plan.


Section II: Chairperson of the Representative Council

The Representative Council shall meet immediately after the election to elect a Chairperson of the Representative Council from its members. Representative Council Chairperson shall not be eligible for President and IMSA Sister Coordinator position. Representative Council Chairperson is responsible to assure duties and responsibilities of Representative Council are fulfilled. In the absence of the Chairperson, Representative Council shall elect an acting chairperson for Representative Council meeting.


Section III: Election and Term of Representative Council

Members of Representative Council are elected by the General Body Meeting. The Council member shall be elected for a terms of two years, and shall eligible to be re-elected for consecutive terms. The Council members shall have overlapping term between them.

The Representative Council shall be composed of five members, in which at least one of the Representative Council shall be female, and at the conclusion of General Body Meeting, there shall be five Representative Council members including incumbents and newly elected members.


Section IV: Qualification

To be eligible for election as a member of Representative Council, a person must: (1) have been a Regular Member in good standing for the past twelve months; (2) have experience in serving as a department coordinator or an activity coordinator, (3) never be convicted for a criminal offense, and (4) be at least 20 years old.


Section V: Vacancy

Any vacancy occurring in the Representative Council may be filled from the pool of members qualified under Article IV, Section IV above by the affirmative vote of the majority of the Council member then in office, though less than a quorum of the Council is present. The vacancy must be filled within thirty days after it becomes vacant. The Council member elected to fill a vacancy will serve until the following General Body Meeting, in which successor will be elected.


Section VII: Removal of Representative Council

Any Council member may be removed from the office by a two-thirds vote of the members of the Representative Council at any regular meeting of the Representative Council at which a quorum is present, with cause for:

A. Violation of these Bylaws,
B. Failing to attend three meetings of the Representative Council in a calendar year without justifiable reason for which
Representative Council is timely informed,
C. Performing acts repugnant to the Articles of Incorporation or Bylaws of IMSA, or
D. Becoming disqualified under Article IV, Section IV.

Such removal may occur only if the Council involved is first provided with adequate notice of the charges against him or her in the form of a statement of such charges by the Representative Council. The Council member involved shall have the right to respond to these charges. Each member of the Council shall review any response independently. The Council then shall act on the basis of reasonable and consistent criteria, always with the objective of advancing the best interest of IMSA.


Section VIII: Resignation

Any Council member may resign at any time by giving written notice to the Representative Council Chairperson or in his/her absence to any member of the Council. Such resignation shall take effect at the time specified therein, or, if no time is specified, at the time of acceptance thereof as determined by the Council. The successor to a resigning Council shall be selected in accordance with Article IV, Section V.


Section IX: Arbitration

Any Council member, who has been removed from the Representative Council, may arbitrate the matter to the Annual General Body Meeting.


Section X: Meetings

A regular meeting of the Representative Council of IMSA shall be held at least one every quarter, at such time, day and month as shall be designated by the Representative Council Chairperson.


Section XI: Quorum

Two-thirds of Representative Council member shall constitute a quorum.


Section XII: Manner of Acting

The act of a majority of the total members of the Council shall be the act of the Representative Council.

Each Council member shall have one vote.

Meetings may be held by telephone or cyber conferences to the extent permitted by law.

Voting by proxy shall not be permitted.

In the absence of a quorum, any action taken shall be recommendatory only, but may become valid if sub sequentially confirmed by a majority vote, in conformance with the quorum requirements, of the Representative Council.

The Representative Council may adopt rules and regulations for the conduct of its business in accordance with these Bylaws.


Article V: Executive Committee

The Executive Committee shall be composed of Officers, Department Coordinators and Ad-Hoc Committee Coordinators. The Officers shall be composed of an IMSA President, IMSA-Sister Coordinator, Secretary General(s) and a Treasurer.

IMSA President is appointed by Representative Council from its members. IMSA-Sister Coordinator is elected from IMSA Regular female members and shall be also member of Representative Council. The rest of the Officers, Secretary General(s) and Treasurer are appointed by the IMSA President. Department Coordinators are appointed by the IMSA President after consultation with the other Officers.

IMSA President and IMSA-Sister Coordinator shall hold office for two consecutive years.
The day-to-day affairs of IMSA shall be organized and managed by the Executive Committee in accordance to the program, the decisions and policies made in the Representative Council. The duties and responsibilities of the Executive Committee are outlined in Article VI and VII.


Article VI: Officer

Section I: Power and Responsibility of Officer

The IMSA President shall serve as the Chairperson of the Executive Committee and shall preside at all meetings of the Executive Committee, shall perform all duties customary to that office and shall supervise and control day to day affairs of IMSA, in accordance with policies and directives of the Representative Council. The annual budget and yearly working plan shall be prepared under the direction of the IMSA President within two months after taking over the office and shall be submitted to the Representative Council for approval. Notwithstanding the foregoing, the President of IMSA shall have the following specific duties. (1) The President shall review the agenda (prepared by the Secretary General) for the meetings of the Executive Committee. (2) The President shall appoint such standing or special committees, or subcommittees, as may be required by these laws or as may be necessary, and shall be an observing member without vote, as the appointment shall state, of all such committees of IMSA. The Representative Council shall approve all such committees. (3) The President shall also perform such other duties as the Representative Council may designate from time to time.

The IMSA-Sister Coordinator shall supervise and control day-to-day affairs of IMSA Sisters, in accordance with policies and directives of the Representative Council. The annual budget and working plan for day to day operation as well as long term plan shall be prepared under the direction of the IMSA Sister Coordinator within two months after taking over the office and shall be submitted to the Representative Council for approval. Notwithstanding the foregoing, the IMSA-Sister Coordinator shall have the following specific duties. (1) The IMSA-Sister Coordinator shall appoint such standing or special committees, or subcommittees, as may be required by these laws or as may be necessary, and shall be an observing member without vote, as the appointment shall state, of all such committees of IMSA-Sister. The Representative Council shall approve all such committees. (2) The IMSA-Sister Coordinator shall also perform such other duties as the Representative Council may designate from time to time.

The Secretary General powers and duties include the following duties and responsibility: (1) The Secretary General shall serves as an acting president in the absence of the President or during such time as the President is unable to carry out the duties of that office. (2) The Secretary General shall attend all meetings of the Executive Committee, and prepare and distribute minutes of all such meetings to the Executive Committee. (3) The Secretary General shall prepare agenda for the meeting of the Executive Committee. (4) The Secretary General shall process the applications of new members, the resignations, and the suspension and revocation of memberships, for the approval of the Representative Council. He/she shall maintain a current list of members of IMSA. (5) The Secretary General shall help in preparing the annual report describing the achievements, present status, future plans, proposed budget and other matters of interests. (6) The Secretary General may appoint Assistant(s) to help performing his/her duties. (7) The Secretary General shall exercise such other powers and perform such other duties as the Representative Council or the President may assign from time to time.

The Treasurer shall have all powers and perform all duties commonly incident to and vested in the office of the treasures of a corporation, including the following duties and responsibilities: (1) The Treasurer shall be responsible for developing and reviewing the fiscal policies of IMSA for the approval of the Representative Council. (2) The Treasurer shall keep the complete and accurate accounts of receipts and disbursements of all amounts. He/she shall deposit all monies and other valuable property of IMSA in IMSA name to the credit of IMSA in such banks or depositories as the Representative Council may designate. (3) Besides maintaining the monthly accounts and annual reports, whenever required by the Representative Council, the Treasurer shall prepare a financial report, which shall include the balance sheet, detail statements of income and expenses for the auditors. The Treasurer shall be able to exhibit the books and accounts to any members of IMSA at any reasonable time. (4) The Treasurer shall render a report of the finances of IMSA at the General Body Meeting or whenever requested by the Representative Council showing all receipts and expenditures for the current fiscal year. (5) The Treasurer shall provide assistance for filing all tax returns. (6) The Treasurer shall also perform such other duties as the President or Representative Council may, from time to time, designate.


Section II: Election and Term of Officers

President shall be installed after a decision is made by Representative Council. Other Officers, except IMSA-Sister Coordinator, shall be appointed by the President with approval from Representative council within a month after President Appointment. Officers shall hold their respective offices for a two-year term. No Officers shall serve for more than two consecutives in the same position. However, Officers may serve another office consequently.


Section III: Qualification

To be eligible as Officers, a person must: (1) have been a Regular Member for the past twelve months; (2) never be convicted for a criminal offense, and (3) be at least 20 years old.


Section IV: Vacancy

In case of resignation or for any other reason including ineligibility or removal, the President is unable to complete his or her term; the Representative Council shall elect a successor from its members or from pool of members qualified under Article IV, Section IV to complete the unexpired term, within thirty days after the office becomes vacant. The successor shall serve the remaining term thereof until the following General Body Meeting.

In case of resignation or for any other reason including ineligibility or removal, the IMSA-Sister Coordinator is unable to complete her term; the Representative Council shall elect a successor from its female members or from pool of female members qualified under Article IV, Section IV to complete the unexpired term, within thirty days after the office becomes vacant. The successor shall serve the remaining term thereof until the following General Body Meeting.

For other Officer positions, the President shall appoint successor from pool of members qualified under Article VI, Section III within thirty days after the office becomes vacant. The successor shall serve the remaining term.


Section V: Removal of Officer

Any Officers, except IMSA-Sister Coordinator, may be removed from his/her position by the President after consulting with Representative Council with cause for:

A. Violation of these Bylaws,
B. Failing to attend three meetings of the Executive Committee in a calendar year without justifiable reason for which
Executive Committee is timely informed,
C. Performing acts repugnant to the Articles of Incorporation or Bylaws of IMSA, or
D. Failing to perform repeatedly their responsibilities on timely and satisfactory manner, or
E. Becoming disqualified under Article VI, Section III above.

Such removal may occur only if he/she involved is first provided with adequate notice of the charges against him or her in the form of a statement of such charges by the President. The accused Officer involved shall have the right to respond to these charges. The President shall review any response independently.

The President then shall act on the basis of reasonable and consistent criteria, always with the objective of advancing the best interests of IMSA. Any Officer who has been removed may arbitrate the matter to the General Body Meeting.


Section VI: Resignation

Any Officers, except President and IMSA-Sister Coordinator, may resign at any time by giving written notice to the President. Such resignation shall take effect at the time specified therein, or, if no time is specified, at the time of acceptance thereof as determined by the President. The successor to a resigning Officer shall be selected in accordance with Article VI, Section III.


Article VII: Department and Ad-Hoc Committee Coordinator

Section I: Department and Committee Coordinator

President within four weeks of their appointment shall appoint following coordinators, but not limited to, who shall chair the following department:

A. Department of Da’wah and Tarbiyyah,
B. Department of Knowledge and Professionalism,
C. Department of Social Affairs,
D. Department of Research and Development,
E. Department of Information and Publications,
F. Summer Training Camp Committee,
G. IMSA Annual Gathering Committee,
H. Fundraising Committee, and
I. Ad-Hoc Committee(s).

These coordinators shall appoint, within four weeks of their appointment, members of their respective department in consultation with the President and IMSA-Sister Coordinator.


Section II: Duties and Responsibilities of Coordinator

The Coordinators shall have the responsibilities and duties needed for proper functioning of IMSA. The duties and responsibilities of Coordinators shall include the following:

A. Develop a plan of work for their respective Committees in accordance with the guidelines laid down by the President.
B. Submit the plan of work to the President for its approval within four weeks of their appointment.
C. Implement the approved plan of work and furnish the quarterly progress report to the President.
D. Plan and implement other activities consistent with the objectives of IMSA, and prepare status reports for the President.


Section III: Term of Coordinators

Department coordinators shall hold their respective offices for a one-year term until their successors shall be appointed and shall have qualified. The coordinators can be appointed for consecutive terms in the same position.


Section IV: Qualification

To be eligible for appointment as a Department Coordinator or Ad-Hoc Committee Coordinator, a person must: (1) have been a Regular Member for at least twelve months; (2) never convicted for a criminal offense, and (3) be at least 20 years old.


Section V: Vacancy

In case of vacancy created as results of resignation or for any other reason including ineligibility or removal, President shall appoint, within thirty days after it becomes vacant, a successor to complete the unexpired term.


Section VI: Executive Committee Meetings

The Executive Committee shall meet on at least a quarterly basis to evaluate the progress of different departments, and resolve the problems, if any. A simple majority of the members shall determine the quorum for such meeting.


Section VII: Resignation

Any Coordinators may resign at any time by giving written notice to the President. Such resignation shall take effect at the time specified therein, or, if time is not specified, then at the time of acceptance thereof as determined by President.


Section VIII: Removal

Any Coordinators, except IMSA-Sister Coordinator, may be removed by the President for either:

A. Engaging in conduct prejudicial to the best interests of IMSA, or
B. Failing to attend three meetings of Executive Committee or their respective committee without justifiable reasons in a
financial year, or
C. Becoming disqualified under Article VII, Section IV or
D. Failing to perform repeatedly their responsibilities on timely and satisfactory manner.


Article VIII: Finances

IMSA will be financed by contributions, donations and other sources consistent with the purpose of IMSA.

The finances of IMSA will be budgeted and approved by the Representative Council before the thirty-first day of January.

The fiscal year of IMSA will begin on the first of January and end on the thirty first of December.


Article IX: Dissolution

The dissolution of IMSA shall only occur through a decision made in the organization’s special meeting. The special meeting can only be proposed by majority of the Representative Council.

Two-thirds of all IMSA voting members shall be present in person in the meeting for the decision to dissolve the organization.

A two-thirds vote of all members present in person in the meeting shall be necessary for the decision to dissolve the organization.

All assets of IMSA shall be donated to prospective Institutions either in North America or in Indonesia, proposed by Representative Council and approved by the special meeting, upon the dissolution of the organization.


Article X: Amendments

Bylaws may be amended by the voting members provided that:

A. The proposed amendment is presented to the President thirty days prior to the next meeting of the General Body.
B. It is approved by the Representative Council by a simple majority.
C. The proposed amendment shall then be presented to the voting members during General Body Meeting and shall be
adopted if it receives affirmative votes from two-thirds of the voting members.


Article XI: Operational Limitations

IMSA shall operate under law and regulation of the USA.

Notwithstanding any other provisions of these articles, the organization is organized exclusively for religious, charitable, scientific, literary, and educational purposes as specified in Section 501(c) (3) of the Internal Revenue Code of 1986 and shall not carry on any activities not permitted to be carried on by an organization exempt from federal income tax under Section 501(c) (3) of the Internal Revenue Code of 1986.

No substantial part of the activities of the organization shall be the carrying on of propaganda or otherwise attempting to influence legislation and the organization shall not participate in or intervene in (including the publishing or distribution of statements) any political campaign on behalf of any candidate for public office.


Article XII: Inurnment of Income

No part of the net earnings of the organization shall inure to the benefit of, or be distributable to the members, Representative Council members, Executive Committee members, or other private persons, except that the Representative Council shall be authorized and empowered to pay reasonable compensation for services rendered.