By Laws

AMENDMENTS TO NaFFAA BYLAWS (6EC)

(The Proposed Amendments below were unanimously approved on September 11, 2004. The motion to “roll back” the integration of the Youth Sector into the NaFFAA mainstream was unanimously approved on September 12, 2004. The details of the “roll back” are being processed. The Bylaws incorporating both amendments will be published as soon as completed. Meanwhile, the provisions of the Proposed Amendments are in effect, except for those sections applicable to the Youth Sector.)

CURRENT PROVISIONS

PROPOSED AMENDMENTS

NOTES

ARTICLE I – OFFICES

Section 1. National Office – The national and principal office of the National Federation of Filipino American Associations, otherwise referred to as "NaFFAA" or the “Federation”, is hereby fixed and located in Washington , DC . The NaFFAA Board of Directors may change the location upon the recommendation of the National Chair.

No Change.

Section 2. Additional Office(s) – Additional office(s) may be established and maintained at other place(s), either within or without the District of Columbia as the NaFFAA Board of Directors may designate, upon the recommendation of the National Chair.

Section 2. Additional Office(s) – Additional office(s) may be established and maintained at other place(s) in the US , either within or without the District of Columbia as the NaFFAA Board of Directors may designate, upon the recommendation of the National Chair.

ARTICLE II – THE TERRITORIAL REGIONS OF NaFFAA AND ITS MEMBERSHIP

Section 1. Organizational Affiliation and Membership – The NaFFAA is a Federation of Filipino American Associations in the United States . Any organization or affiliation that subscribes to the purposes of NaFFAA may be invited to participate in NaFFAA’s empowerment effort. As such, all chapters of the Federation shall exert every effort to reach out to these associations and secure their affiliation and membership with NaFFAA. Accordingly, the Executive Committee shall devise a comprehensive organizational Affiliation Campaign. It shall include an in-depth portrayal, delineation and explanation of the NaFFAA's dual goals of national unification of our numerous organizations and the attainment of Filipino American empowerment in all aspects of American life.

ARTICLE II –MEMBERSHIP

Section 1. Organizational Affiliation and Membership. The NaFFAA is primarily a federation of Filipino American organizations associations in the United States . Any organization or affiliation that subscribes to the NaFFAA purpose of Filipino American unity and empowerment may be invited to participate in NaFFAA’s empowerment effort. As such, all chapters of the Federation shall exert every effort to reach out to these associations and secure their affiliation and membership with NaFFAA. Accordingly, the Executive Committee shall devise a comprehensive organizational Affiliation Campaign. It shall include an in-depth portrayal, delineation and explanation of the NaFFAA's dual goals of national unification of our numerous organizations and the attainment of Filipino American empowerment in all aspects of American life.

Membership of not-for-profit organizations, associations, foundations or entities in the Federation shall be conferred by the Regional Board, subject to confirmation by the NaFFAA Board.

NaFFAA seeks to consolidate Filipino American organizations, hence, it is an aggrupation of organizations, not a mass organization of individuals.

Conferment of membership allows the member to exercise the rights and enjoy the benefits of membership.

The NaFFAA Board confirmation of membership is a mere formality that does not affect the rights, obligations and benefits of the members.

Section 2. Membership of Heads of Umbrella Organizations and National Associations – All heads of umbrella organizations or national associations, both incumbent or former occupants of the office, shall be accorded ex-officio membership after the payment of the applicable fees as provided for in these Bylaws.

Section 2. Membership of Heads of Umbrella Organizations and National Associations – All heads of umbrella organizations or national associations, both incumbent or former occupants of the office, shall be accorded ex-officio membership after the payment of the applicable fees as provided for in these Bylaws.

Section 2. Classes of MembersThere shall be three (3) classes of Federation members, namely; the Charter Members, Regular Members and Associate Members. All members shall be subject to the same membership duties and entitled to the same membership rights, except that Associate Members shall not have the right to vote and be voted to positions of responsibility in the Federation.

There are three (3) classes of NaFFAA members who are subject to the same rights and duties, except for Associate Members.

Section 3. Charter Members. There shall be two (2) subclasses of Charter Members, specifically:

A. Not-for-profit associations, organizations, foundations or entities that registered at the First National Filipino American Empowerment Conference in Washington, D.C. on August 22-24, 1997 (hereafter the “First Empowerment Conference,”), which shall hereafter be known as Organizational Charter Members; and

B. As a special privilege, individuals who registered at the First Empowerment Conference, which shall hereafter be known as Individual Charter Members.

Charter members are organizations and, as special privilege, individuals.

Section 4. Regular Members.

A Regular Member Organization is a not- for-profit association, organization, foundation or entity involved in Filipino American affairs with at least ten (10) individual members whose NaFFAA membership is conferred by a Regional Board after complying with the following requirements:

A. Filing with the NaFFAA Board and the Regional Board concerned a copy of its Articles of Incorporation and/or Bylaws, which should not contravene the goals, objectives or principles of NaFFAA;

B. Submitting a list of the names and addresses of its members and officers; and

C. Payment of the membership admission fee of $100.00 to the National Treasurer.

Business organizations such as partnerships and stock corporations are excluded from this definition.

Reduced requirements to 10 individual members of the organization from 25.

Regular members are those who joined after the First Empowerment Conference.

Section 5. Associate Members. An Associate Member is a member who had previously been a member of a NaFFAA-affiliated organization but who no longer is a member of that organization either because he/she moved to another location, or the organization disaffiliated with NaFFAA, or the organization no longer exists or the member dropped out of his/her membership in the NaFFAA-affiliated organization.

Associate Members are individuals who are allowed to participate in NaFFAA’s conferences, activities and projects but do not have the right to vote nor can they be voted into official positions. .Like Individual Charter Members, they are obligated to pay the applicable annual dues and conference fees.

Section 3. Territorial Regions – The territorial regions of NaFFAA shall be according to the following geographical delineations, which divides the Filipino American population into twelve (12) regions based on the 2000 census.

A. Region I - The Eastern Region - The following States shall comprise the Eastern Region:

1. Connecticut

2. Maine

3. Massachusetts

4. New Hampshire

5. New Jersey

6. New York

7. Pennsylvania

8. Rhode Island

9. Vermont

B. Region II - The Capital Region - The following States shall comprise the Capital Region:

1. Delaware

2. District of Columbia

3. Maryland

4. Virginia

5. West Virginia

C. Region III - The Midwest Region - The following States shall comprise the Midwest Region:

1. Illinois

2. Indiana

3. Iowa

4. Kentucky

5. Michigan

6. Minnesota

7. Missouri

8. Ohio

9. Wisconsin

D. Region IV - The Southern Region - The following States shall comprise the Southern Region:

1. Alabama

2. Florida

3. Georgia

4. Mississippi

5. North Carolina

6. South Carolina

E. Region V - The Central Region - The following States shall comprise the Central  Region:

1. Colorado

2. Kansas

3. Montana

4. Nebraska

5. North Dakota

6. South Dakota

7. Wyoming

F. Region VI - The Southwest Region – The following States shall comprise the Southwest Region:

1. Arkansas

2. Louisiana

3. New Mexico

4. Oklahoma

5. Texas

G. Region VII - The Pacific Northwest Region - The following States shall comprise the Pacific Northwest Region:

1. Alaska

2. Idaho

3. Oregon

4. Washington

H. Region VIII - The Northern California Region - The following Counties shall comprise the Northern California Region:

1. Counties north of San Luis Obispo and Kern Counties

I. Region IX- The Los Angeles Region - The following Counties shall comprise the Los Angeles Region:

1. San Luis Obispo and Kern Counties south through the northern boundary of the San Diego Region

J. Region X.  The San Diego Region - The following Counties shall comprise the San Diego Region:

1. San Diego , Riverside and Imperial Counties

K Region XI- The Nevada Region - The following states shall comprise the Nevada Region:

1. Arizona

2. Nevada

3. Utah

L Region XII - The Pacific Islands Region - The following State and Territories shall comprise the Pacific Islands Region:

1. Hawaii

2. Guam

3. The Marianas

Article III—Territorial

Regions of NaFFAA

Section 1. Territorial Regions --The NaFFAA shall be organized into twelve (12) territorial regions of NaFFAA shall be according to the following geographical delineations, which divides the Filipino American population into twelve (12) regions based on the 2000 census and the following geographical delineations:

A. Region I - The Eastern Region - The following States shall comprise the Eastern Region:

1. Connecticut

2. Maine

3. Massachusetts

4. New Hampshire

5. New Jersey

6. New York

7. Pennsylvania

8. Rhode Island

9. Vermont

B. Region II - The Capital Region - The following States shall comprise the Capital Region:

1. Delaware

2. District of Columbia

3. Maryland

4. Virginia

5. West Virginia

C. Region III - The Midwest Region - The following States shall comprise the Midwest Region:

1. Illinois

2. Indiana

3. Iowa

4. Kentucky

5. Michigan

6. Minnesota

7. Missouri

8. Ohio

9. Wisconsin

D. Region IV - The Southern Region - The following States, Commonwealth, and Territory shall comprise the Southern Region:

1. Alabama

2. Florida

3. Georgia

4. Mississippi

5. North Carolina

6. South Carolina

7. Commonwealth

of Puerto Rico

8. The U.S. Virgin Islands

E. Region V - The Central Region - The following States shall comprise the Central Region:

1. Colorado

2. Kansas

3. Montana

4. Nebraska

5. North Dakota

6. South Dakota

7. Wyoming

F. Region VI - The Southwest Region - The following States shall comprise the Southwest Region:

1. Arkansas

2. Louisiana

3. New Mexico

4. Oklahoma

5. Texas

G. Region VII - The Pacific Northwest Region - The following States shall comprise the Pacific Northwest Region:

1. Alaska

2. Idaho

3. Oregon

4. Washington

H. Region VIII - The Northern California Region - The Counties north of San Luis Obispo and Kern following Counties shall comprise the Northern California Region.

1. Counties north of San Luis Obispo and Kern Counties

I. Region IX- The Greater Los Angeles Region – The San Luis Obispo and Kern Counties south through the northern boundary of the San Diego Region following Counties shall comprise the Greater Los Angeles Region.

1. San Luis Obispo and Kern Counties south through the northern boundary of the San Diego Region

J. Region X.- The Greater San Diego Region - The counties of San Diego , Riverside , and Imperial following Counties shall comprise the Greater San Diego Region.

1. San Diego , Riverside and Imperial Counties

K. Region XI- The Greater Nevada Region – The states of Arizona , Nevada and Utah following states shall comprise the Greater Nevada Region.

1. Arizona 2. Nevada 3. Utah

L Region XII - The Pacific Islands Region - The following State, Commonwealth and Territories shall comprise the Pacific Islands Region:

1. Hawaii

2. Guam

3. Commonwealth of the Mariana Islands

4. American Samoa

5. Republic of the Marshall Islands

6. Federated States of Micronesia

7. Republic of Palau .

Add Puerto Rico and Virgin Islands to R4

Changed R9 to Greater Los Angeles Region; R10 to Greater San Diego Region; and R11 to Greater Nevada

because there are other counties or states in each.

Add U.S. territories in the Pacific to R12.

Section 4. Organizational Chapters – Each Territorial Region in Section 3 above are composed of State, County, City, and Districts or its equivalent Chapters. These Regional, State, County, City and District Chapters of NaFFAA shall serve as its organizational arm in establishing the nationwide network for national unification and empowerment.

Section 2 6. Organizational Local Chapters - Each Territorial Region in Section 1 above are is composed of State, County, City, and District or its equivalent Chapters. The These Regional, State, County, City and District Chapters of NaFFAA, shall hereafter be collectively referred to as Local Chapters. shall serve as its organizational arm in establishing the nationwide network for national unification and empowerment.

Local Chapters shall cooperate with each other and with the NaFFAA Board in fulfilling the primary purposes of NaFFAA as set forth in the Constitution.

ARTICLE III – THE NaFFAA BOARD OF DIRECTORS

Section 1. Composition The policy-making body to conduct the business of NaFFAA shall be the Board of Directors. The Board shall be composed of the elected National Executive Officers of NaFFAA as defined in these Bylaws and the incumbent Regional Chairs and Youth Representatives of the Twelve (12) Regions as designated under Article II, above.

ARTICLE IV – THE NaFFAA BOARD OF DIRECTORS

Section 1. Composition The principal policy-making body to conduct the business of the Federation shall be the NaFFAA Board of Directors (hereafter, the “NaFFAA Board”). It The Board shall be composed of the elected National Executive Officers of NaFFAA as defined in these By laws and the incumbent Regional Chairs and Youth Representatives of the Twelve (12) Regions as designated under Article III above. The appointed National Executive Officers shall be ex-officio members of the NaFFAA Board without the right to vote.

Section 2 - Youth Sector Members Under the leadership of the National Youth Chair, the Youth Sector shall adopt its own rules not inconsistent with these Constitution and By laws in selecting the Board Member for each of the Twelve (12) Regional areas to be represented. The National Chair shall be properly informed of the composition of the Youth Representatives and the method of their selection. For purposes of this Section, the term "Youth" shall be construed to mean any person not older than thirty-five (35) years, unless later defined by the Youth Sector.

Section 2 - Youth Sector Members Under the leadership of the National Youth Chair, the Youth Sector shall adopt its own rules not inconsistent with these Constitution and By laws in selecting the Board Member for each of the Twelve (12) Regional areas to be represented. The National Chair shall be properly informed of the composition of the Youth Representatives and the method of their selection. For purposes of this Section, The Youth Sector shall be represented in the NaFFAA Board as well as in the Regional and Local Chapter Boards. The term "Youth" shall be construed to mean any person not older than thirty-five (35) years., unless later defined by the Youth Sector.

Inserted to operationalize Youth Sector’s integration into the NaFFAA mainstream.

Section 3. Duties and Responsibilities The Board of Directors shall have the duties and responsibilities defined in these Bylaws and those that are designated by the NaFFAA Empowerment Conference. The Board of Directors, through the National Chair, in his or her capacity as Chair and Chief Executive Officer of NaFFAA, shall report to the NaFFAA Empowerment Conference.

Section 3. Duties and Responsibilities The Federation Board shall have the duties and responsibilities defined in these Bylaws and those that are designated by the NaFFAA Empowerment Conference. The Federation Board, through the National Chair, in his or her capacity as Chair and Chief Executive Officer of NaFFAA, shall report to the NaFFAA Empowerment Conference.

Section 4. Duties of the NaFFAA Board of Directors – The Board of Directors shall perform the following duties:

A. Exercise corporate responsibilities and fiduciary duties of NaFFAA consistent with applicable law;

B. Implement NaFFAA policies and positions approved by the NaFFAA Empowerment Conference;

C. Establish guidelines for the creation and/or dissolution of Regional, State, County, City, and District organizations and their memberships;

D. Establish policies and procedures for the transaction of business, coordination of NaFFAA activities, operation and maintenance of a national headquarters and other offices;

E. Establish policies and guidelines for the publication of press releases covering the activities of NaFFAA;

F. Establish policies and guidelines for collection, analysis, and dissemination of information;

G. Establish policies and procedures for nominations and elections of the officers of the Board;

H. Create standing and special committees of the Board and of the NaFFAA memberships as deemed necessary;

I. Appoint and fill vacancies as delegated to the Board under these Bylaws;

J.Establish polices and procedures for appropriate action against members for violation(s) of the NaFFAA Constitution and Bylaws and the laws of the United States or any State;

K. Provide qualifications for appointive office unless provided for under these Bylaws;

L. Define the authority and responsibility of, and review annually the performance of the Chief of Staff and the National Director for External Affairs of NaFFAA;

M. Accord membership on qualified associations;

N.Consult with Regional, State, County, City, and District Chairs and Vice Chairs and the different Committee Chairs on issues affecting the members and determine appropriate actions;

O. Establish fees for organizational membership, conference and other fees including, but not limited to, fees of voting Delegates;

P. Ensure the collection, preservation and maintenance of documents and other materials that contribute to the historical and cultural development of NaFFAA;

Q. Provide for NaFFAA representation or networking at meetings of voluntary organizations and of public or governmental agencies;

R. Establish mechanisms to advocate for and protect the rights and concerns of its members.

Section 3 4. Duties and Responsibilities of the NaFFAA Board of Directors The NaFFAA Board of Directors shall perform the following duties enumerated below as well as those designated by the NaFFAA Empowerment Conference:

A. Exercise corporate responsibilities and fiduciary duties of NaFFAAconsistent with applicable law;

B. Implement NaFFAApolicies and carry out objectives positions defined and approved at by the NaFFAA Empowerment Conference;

C. Establish guidelines for the creation and/or dissolution of Regional, Regions, and Local Chapters organizations and their memberships;

D. Establish policies and procedures for the transaction of business, coordination of NaFFAA activities, operation and maintenance of a national headquarters and other offices;

E. Establish policies and guidelines for the publication of press releases covering the activities of NaFFAA;

F. Establish policies and guidelines for collection, analysis, and dissemination of information;

G. Establish policies and guidelines for nominations and elections of the National Executive Officers officers of the Board;

H. Create standing and special committees of the Board and of the NaFFAA memberships as deemed necessary;

I. Appoint and fill vacancies as delegated to the Board under these Bylaws;

E J.Establish polices and procedures for Take appropriate action against Members for violation(s) of the NaFFAA Constitution and Bylaws and the laws of the United States or any State;

K. Provide qualifications for appointive office unless provided for under these Bylaws;

F. L. Define the authority and responsibility of, and review annually the performance of the Chief of Staff and the National Director for External Affairs of NaFFAA;

G. M. Accord Formally confirm the membership status on of qualified organizations and associations admitted by the Regional Boards;

N. Consult with Regional, State, County, City, and District Chairs and Vice Chairs and the different Committee Chairs on issues affecting the members and determine appropriate actions;

H. O. Establish Prescribe fees and dues to be paid by NaFFAA Members in accordance with the Bylaws. for organizational membership, conference and other fees including, but not limited to, fees of voting Delegates; and

I. Convene as the Electoral Board at the National Empowerment Conference and carry out the duties provided in Article VII, Section 4 hereof.

P. Ensure the collection, preservation and maintenance of documents and other materials that contribute to the historical and cultural development of NaFFAA;

Q. Provide for NaFFAA representation or networking at meetings of voluntary organizations and of public or governmental agencies;

R. Establish mechanisms to advocate for and protect the rights and concerns of its members.

Harmonized this provision with Art. II, Sec. 1

Section 5. Meetings – The regular meetings of the NaFFAA Board of Directors shall be held at least twice annually at a time and place determined by the National Chair. The National Chair and/or National Vice Chair may call special meetings. Board meetings may be conducted in person, teleconference, e-mail, or by facsimile. Likewise, votes on particular motions or resolutions may be cast in person, in writing, or by telephone, e-mail, or facsimile.

Section 4 5. NaFFAA Board Meetings – The regular meetings of the NaFFAA Board of Directors shall be held at least twice annually at a time and place determined by the National Chair. The National Chair and/or National Vice Chair may call special meetings. NaFFAA Board meetings may be conducted in person or by teleconference. , e-mail, or by facsimile. Likewise, Votes on particular motions or resolutions may be cast in person, in writing, or by telephone, e-mail, or facsimile within three (3) days after the meeting.

Notice of any regular or special meeting of the NaFFAA Board shall be issued by the Chief of Staff by facsimile, email or in any other written form not later than 24 hours before the intended meeting.

Section 6. Termination of Directors – It is the duty of themembers of the Board to attend meetings. Absence bya Board member for two consecutive regular meetings of the Board of Directors without prior written notice and justifiable circumstance(s) shall be a cause for declaring a vacancy in the Board after the Director concerned has been warned in writing and has been given a hearing. Such vacancy shall be determined by a majority vote of the Board after such hearing.

Section 5 6. Termination of Directors It is the duty of the members of the Board to attend meetings. Absence bya NaFFAA Board member for two consecutive regular meetings of the Board of Directors without prior written notice or and justifiable circumstance(s) shall be a cause for declaring a vacancy in the NaFFAA Board after the NaFFAA Board Member Director concerned has been warned in writing and has been given a hearing. Such vacancy shall be determined by a majority vote of the NaFFAA Board after such hearing. The National Chair shall appoint the replacement in the manner provided herein, provided that a Regional Chair or Youth Representative who shall be declared to have vacated his or her seat in the NaFFAA Board shall be replaced by the Regional Board concerned.

Section 7. Quorum – A majority of the members of the Board shall constitute a quorum to transact business at any meeting.

Section 6 7. Quorum – A majority of the voting members of the NaFFAA Board shall constitute a quorum to transact business at any meeting.

Section 8. Networking – Networking among the members of the NaFFAA Board of Directors shall be encouraged and may be done through teleconferences, e-mails, telephone calls, facsimiles, or personal meetings. The National Chair and the Chief of Staff shall beprovided with reports covering the subject(s) discussed not later than thirty (30) days after the networking.

Section 8. Networking – Networking among the members of the NaFFAA Board of Directors shall be encouraged and may be done through teleconferences, e-mails, telephone calls, facsimiles, or personal meetings. The National Chair and the Chief of Staff shall be provided with reports covering the subject(s) discussed not later than thirty (30) days after the networking.

Section 9. National Executive Committee – The National Executive Officers shall constitute the Executive Committee of NaFFAA to assist the National Chair in the exercise of the Chair's duties and functions. The Executive Committee shall be empowered to transact business between Board meetings in accordance with rules established by the Board. Such transactions shall be ratified at the next regular meeting of the Board of Directors. The National Chair shall serve as Chair and Presiding Officer of the Executive Committee.

Section 9. National Executive Committee – The National Executive Officers shall constitute the Executive Committee of NaFFAA to assist the National Chair in the exercise of the Chair's duties and functions. The Executive Committee shall be empowered to transact business between Board meetings in accordance with rules established by the Board. Such transactions shall be ratified at the next regular meeting of the Board of Directors. The National Chair shall serve as Chair and Presiding Officer of the Executive Committee.

Moved to proposed Sec. 2 of next Article.

Section 10. Vacancy on the Board Vacancy on the Board of Directors may exist due to resignation, removal, incapacityor death. Vacancies shall be filled by appointment or succession in the manner provided for in these Bylaws.

Section 10. Vacancy on the Board Vacancy on the Board of Directors may exist due to resignation, removal, incapacity or death. Vacancies shall be filled by appointment or succession in the manner provided for in these Bylaws.

Moved to the last section of next Article.

ARTICLE IV – THE NATIONAL EXECUTIVE OFFICERS

Section 1. The NaFFAA Executive Officers – The following are the National Executive Officers of NaFFAA: The National Chair, National Vice Chair, National Youth Chair, Adviser to the National Chair for Eastern States, Adviser to the National Chair for Middle States, Adviser to the National Chair for Western States, Chief of Staff, National Director for External Affairs, National Director for Programs and Development, National Treasurer, National Auditor, National Public Relations Director, General Counsel and National Technology Director. The method of election of the National Chair and the elected National Executive Officers is set forth in these Bylaws. The Advisers to the National Chair, the Chief of Staff, the National Director for External Affairs, and any other officers appointed by the National Chair shall serve at the discretion of the National Chair.

ARTICLE V – THE NATIONAL EXECUTIVE OFFICERS

Section 1. The NaFFAA Executive Officers – The following are the National Executive Officers of NaFFAA:

(1) National Chair

(2) National Vice Chair

(3) National Youth Chair

(4) Adviser to the National Chair for Eastern States

(5) Adviser to the National Chair for Middle States

(6) Adviser to the National Chair for Western States

(7) Chief of Staff

(8) National Director for External Affairs

(9) National Director for Programs and Development

(10) National Treasurer

(11) National Internal Auditor

(12) National Public Relations Communications Director

(13) General Counsel and

(14) National Technology Director.

The method of election of the National Chair and the elected National Executive Officers is set forth in these Bylaws. The Advisers to the National Chair, the Chief of Staff, the National Director for External Affairs, and any other officers appointed by the National Chair, , shall serve at the discretion of the National Chair. provided that except for the Advisers to the National Chair, their term of office shall not be less than one (1) year.

The National Chair, the National Vice Chair, the National Youth Chair and the National Treasurer shall be elected by the Electoral Board at the National Empowerment Conference.

The other National Executive Officers shall be appointed by the National Chair, who may appoint Members or volunteers. An officer appointed by the National Chair shall serve at the discretion of the National Chair.

Only National Chair, Vice Chair, Youth Chair and Treasurer are elected.

Section 2 9. National Executive Committee –The National Executive Committee (hereafter, the “National Execom”) shall be empowered to transact business between NaFFAA Board meetings in accordance with rules established by the NaFFAA Board. Such transactions shall be subject to ratification ratified at the next regular meeting of the NaFFAA Board of Directors. The National Executive Officers enumerated in Section 1 above shall constitute the National Execom. of NaFFAA to assist the National Chair in the exercise of the Chair's duties and functions. The National Chair shall serve as Chair and Presiding Officer of the National Execom.

Section 2. The NaFFAA Board of Advisers – The founding members of NaFFAA, Alex Esclamado, Loida Nicolas Lewis, Rodel Rodis and Michael Dadap, shall compose the NaFFAA Board of Advisers. The NaFFAA Board of Directors may also invite previous National Chairs and American Citizens and/or permanent residents with extraordinary involvement in Filipino American affairs to join the NaFFAA Board of Advisers. The members of the NaFFAA Board of Advisers are ex-officio members of the NaFFAA Executive Committee and the Board of Directors without the right to vote.

Section 3 2. The NaFFAA Board of Advisers – The founding members of NaFFAA, Alex Esclamado, Loida Nicolas Lewis, Rodel Rodis and Michael Dadap, shall compose comprise the NaFFAA Board of Advisers. The NaFFAA Board of Directors may also invite persons who have made previous National Chairs and American Citizens and/or permanent residents with extraordinary contributions to the welfare of the Filipino American community involvement in Filipino American affairs to join the NaFFAA Board of Advisers. The members of the NaFFAA Board of Advisers are ex-officio members of the NaFFAA Executive Committee and the Board. of Directors without the right to vote.

Section 3. National Chair – The National Chair of NaFFAA shall serve as the Chief Executive Officer of the Federation and the Chair of the NaFFAA Board of Directors. He or she is an ex-officio member of all Regional and Local Chapters, Standing Commissions and Committees except that of the Commissions on Elections. The National Chair shall be responsible for the implementation of the goals and programs of activities of NaFFAA, particularly in pursuing its fundamental tasks of effecting the national unification of Filipino American associations and the empowerment of Filipinos and Filipino Americans in all aspects of American society. The National Chair shall have all the rights and duties appurtenant to his or her office under these Bylaws and those as may be delegated to him or her by the Board of Directors.

Section 4 3. National Chair – The National Chair of NaFFAA shall serve as the Chief Executive Officer of the Federation and the Chair of the NaFFAA Board of Directors for a term of four (4) years or until his or her successor shall have been elected. He or she is an ex-officio member of all Regional and Local Chapter Boards Chapters, the Commission on Constitution and Bylaws and the National Committees except that of the Commission on Elections. The National Chair shall be responsible for the implementation of the goals and programs of activities of NaFFAA, particularly in pursuing its fundamental tasks of effecting toward the national unification of Filipino American associations and the empowerment of Filipinos and Filipino Americans in all aspects of American society. The National Chair shall have all the rights and duties appurtenant to his or her office herein under these Bylaws and

those as may be delegated to him or her by the NaFFAA Board of Directors.

Section 4. National Vice Chair – The National Vice Chair shall assume the office of the National Chair in the latter's prolonged absence, incapacity or death. The National Vice Chair shall be the primary associate of the National Chair in the administration of the business of NaFFAA.

Section 4 5. National Vice Chair – The National Vice Chair shall serve for a term of four (4) years or until his or her successor shall have been elected or appointed. shall assume the office of the National Chair in the latter's prolonged absence, incapacity or death. The National Vice Chair shall perform such functions as may be delegated by the National Chair or the NaFFAA Board. be the primary associate of the National Chair in the administration of the business of NaFFAA.

Section 5. National Youth Chair – The National Youth Chair shall act as the direct link between the National Chair and the Youth Sector of NaFFAA. He or she shall oversee the process of appointments of the regional and chapter Youth Representatives. He or she shall serve as the primary adviser to the National Chair and the Board on matters affecting the Youth Sector. He or she shall exercise such other duties as may be designated to him or her by the National Chair.

Section 5 6. National Youth Chair – The National Youth Chair shall ensure the participation of the Youth Sector of the Filipino American community in the projects and activities of NaFFAA. act as the direct link between the National Chair and the Youth Sector of NaFFAA. He or she shall oversee the process of appointments of the regional and chapter Youth Representatives. He or she shall submit to the National Chair, the Chief of Staff, and the Regional Chairs a quarterly report on all matters affecting the NaFFAA Youth Sector. He or she shall serve as the primary adviser to the National Chair and the NaFFAA Board on matters affecting the Youth Sector. He or she shall exercise such other duties as may be designated to him or her by the National Chair or the NaFFAA Board.

Section 6. Adviser to the National Chair for Eastern States –The Adviser to the National Chair for Eastern States shall be the primary adviser of the National Chair in the administration of the business of NaFFAA for the Eastern Regions, consisting of Region I – the Eastern Region, Region II – the Capital Region, and Region IV – the Southern Region and shall serve at the discretion of the National Chair.

Section 6 7. Adviser to the National Chair for Eastern Regions States The Adviser to the National Chair for Eastern Regions States shall advise be the primary adviser of the National Chair on any NaFFAA matter in the administration of the business of NaFFAA for the Eastern Regions, consisting of Regions I, – the Eastern Region, Region II – the Capital Region, and Region IV – the Southern Region , and shall serve at the discretion of the National Chair.

Section 7. Adviser to the National Chair for Middle States –The Adviser to the National Chair for Middle States shall be the primary adviser of the National Chair in the administration of the business of NaFFAA for the Middle Regions, consisting of Region III – the Midwest Region, Region V – the Central Region, and Region VI –the Southwest Region and shall serve at the discretion of the National Chair.

Section 7 8. Adviser to the National Chair for Middle Regions States The Adviser to the National Chair for Middle Regions States shall advise be the primary adviser of the National Chair on any NaFFAA matter in the administration of the business of NaFFAA for the Middle Regions, consisting of Regions III – the Midwest Region, Region V – the Central Region, and Region VI –the Southwest Region , and shall serve at the discretion of the National Chair.

Section 8. Adviser to the National Chair for Western States –The Adviser to the National Chair for Western States shall be the primary adviser of the National Chair in the administration of the business of NaFFAA for the Western Regions, consisting of Region VII – the Pacific Northwest Region, Region VIII – the Northern California Region, Region IX – the Los Angeles Region, Region X – the San Diego Region, Region XI – the Nevada Region, and Region XII – the Pacific Islands Region and shall serve at the discretion of the National Chair.

Section 8 9. Adviser to the National Chair for Western Regions States The Adviser to the National Chair for Western Regions States shall advise be the primary adviser of the National Chair on any NaFFAA matter in the administration of the business of NaFFAA for the Western Regions, consisting of Regions VII the Pacific Northwest Region, Region VIII – the Northern California Region, Region IX – the Los Angeles Region, Region X – the San Diego Region, Region XI – the Nevada Region, and Region XII – the Pacific Islands Region , and shall serve at the discretion of the National Chair.

Section 9. Chief of Staff The Chief of Staff is the Chief Operating Officer. He or she shall serve as the principal assistant to the National Chair in the performance of the National Chair’s administrative and operating responsibilities. He or she shall oversee the full administrative operation of the National Headquarters of NaFFAA, as well as its Regional, State, County, City and District Chapters. He or she shall also perform such duties as the National Chair may delegate to him or her. The Board shall ratify the employment contract entered into between the National Chair and the Chief of Staff. The term of office of the Chief of Staff shall be at the discretion of the National Chair, but shall be no less than one year from the date of appointment. The Chief of Staff shall be an ex-officio member of the NaFFAA Executive Committee and Board of Directors without the right to vote.

Section 9 10. Chief of Staff The Chief of Staff is the Chief Operating Officer. He or she shall serve as the principal assistant to assist the National Chair in the performance of the National Chair’s fulfilling the latter’s administrative and operating responsibilities. He or she shall oversee the full administrative operation of the National Headquarters of NaFFAA, as well as its Regional, Regions, and Local Chapters. He or she shall also perform such duties as the National Chair may delegate. to him or her. The Federation Board shall ratify the employment contract entered into between the National Chair and the Chief of Staff. The term of office of the Chief of Staff shall be at the discretion of the National Chair, but shall be no less than one year from the date of appointment. The Chief of Staff shall be an ex-officio member of the NaFFAA Executive Committee and Board of Directors without the right to vote.

Section 10. National Director for External Affairs – The National Director for External Affairs shall be responsible for outreach and coalition building of NaFFAA. He or she shall coordinate and oversee the national legislative agenda of NaFFAA. He or she shall be responsible for ensuring the promotion and maintenance of productive relationship and interaction with other national associations, particularly of Asian Americans. He or she shall develop an effective link with the youth community. . He or she shall also perform such duties as the National Chair may delegate to him or her. The Board shall ratify the employment contract entered into between the National Chair and the National Director for External Affairs. The term of office of the National Director for External Affairs shall be at the discretion of the National Chair, but shall be no less than one year from the date of appointment. The National Director for External Affairs shall be an ex-officio member of the NaFFAA Executive Committee and the Board of Directors without the right to vote.

Section 10 11. National Director for External Affairs – The National Director for External Affairs shall be responsible for outreach and coalition-building of NaFFAA. He or she shall assist the National Chair and the Chief of Staff in establishing contacts and/or official representation with government and private entities. He or she shall He or she shall coordinate and oversee the national legislative agenda of NaFFAA. He or she shall be responsible for ensuring the promotion and maintenance of productive relationship and interaction with other national associations, particularly of Asian Americans. He or she shall develop an effective link with the youth community. . He or she shall also perform such duties as the National Chair or NaFFAA Board may delegate. to him or her. The Board shall ratify the employment contract entered into between the National Chair and the National Director for External Affairs. The term of office of the National Director for External Affairs shall be at the discretion of the National Chair, but shall be no less than one year from the date of appointment. The National Director for External Affairs shall be an ex-officio member of the NaFFAA Executive Committee and the Board of Directors without the right to vote.

Section 11. National Director for Programs and DevelopmentThe National Director for Programs and Development shall develop programs and projects consistent with the mission and goals of NaFFAA. He or she shall supervise research and identify funding sources to support NaFFAA's programs and projects. He or she shall coordinate the preparation, writing, and submission of grant proposals which shall be presented to prospective donors with the approval of the National Chair. He or she shall, likewise, develop information and promotional materials related to NaFFAA's programs and projects.

Section 11 12. National Director for Programs and Development–The National Director for Programs and Development shall develop programs and projects consistent with the mission and goals of NaFFAA. He or she shall supervise research and identify funding sources to support NaFFAA's programs and projects. He or she shall coordinate the preparation, writing, and submission of grant proposals which shall be presented to prospective donors with the approval of the National Chair. He or she shall, likewise, develop information and promotional materials related to NaFFAA's programs and projects.

Section 12. National Treasurer – The National Treasurer shall be responsible for the fiscal management of NaFFAA. He or she shall be responsible for keeping financial records and shall collect and disburse funds and assets of NaFFAA based on the guidelines set forth in the Annual Budget as approved by the Board of Directors. He or she shall file all required reports to the Internal Revenue Service and other government bodies in a timely manner. He or she shall keep the finances of NaFFAA in accurate and proper order and shall balance the budget. He or she shall provide the financial reports to the NaFFAA Empowerment Conference and the Board of Directors. The National Treasurer shall recommend to the National Chair and to the Board of Directors such plans and/or actions that may be taken to protect the financial interest and promote the financial health of NaFFAA. The National Treasurer may appoint as many Assistant Treasurers as may be deemed necessary to perform his or her function. These Assistant Treasurers shall not be members of the Board of Directors.

Section 12 13. National Treasurer – The National Treasurer shall be responsible for the fiscal management of NaFFAA. He or she shall be responsible for keeping financial records and shall collect and disburse funds and assets of NaFFAA based on the guidelines set forth in the Annual Budget as approved by the NaFFAA Board of Directors. He or she shall file all required reports to the Internal Revenue Service and other government bodies in a timely manner. He or she shall keep the finances of NaFFAA in accurate and proper order and shall balance the budget. He or she shall provide the financial reports to the NaFFAA Empowerment Conference and the NaFFAA Board of Directors. The National Treasurer shall recommend to the National Chair and to the NaFFAA Board of Directors such plans and/or actions that may be taken to protect the financial interest and promote the financial health of NaFFAA. The National Treasurer may appoint as many Assistant Treasurers as may be deemed necessary to perform his or her function. These Assistant Treasurers shall not be members of the NaFFAA Board of Directors.

Section 13. National Internal Auditor – The National Internal Auditor shall conduct an annual audit of the books of accounts and other financial statements of NaFFAA. He or she shall ensure that there shall be an annual audit of Financial Reports of NaFFAA by an independent external auditor. Together with the National Treasurer, he or she shall recommend to the National Chair and to the Board of Directors such plans and/or actions that may be taken to protect the financial interest and promote the financial health of NaFFAA.

Section 13 14. National Internal Auditor The National Internal Auditor shall conduct an annual audit of the books of accounts and other financial statements of NaFFAA. He or she shall ensure that there shall be an annual audit of Financial Reports of NaFFAA by an independent external auditor. Together with the National Treasurer, he or she shall recommend to the National Chair and to the NaFFAA Board of Directors such plans and/or actions that may be taken to protect the financial interest and promote the financial health of NaFFAA.

Section 14. National Public Relations Director – The National Public Relations Director shall be the official liaison of the National Chair, the Board of Directors and of NaFFAA on matters specifically assigned to him or her. He or she shall also serve as Media Relations Officer. However, he or she shall adopt the official position of NaFFAA, as previously determined by the National Chair or the Board. He or she shall also assist the National Chair and the Chief of Staff in establishing contacts and/or official representation with government and private entities in the process of networking. The National Public Relations Director shall be responsible also for press relations and related matters. He or she shall perform such other duties as may be assigned to him or her by the National Chair.

Section 14 15. National Communications Public Relations Director – The National Public Relations Director shall be the official liaison of the National Chair, the Board of Directors and of NaFFAA on matters specifically assigned to him or her. He or she shall also serve as Media Relations Officer. However, he or she shall adopt the official position of NaFFAA, as previously determined by the National Chair or the Board. He or she shall also assist the National Chair and the Chief of Staff in establishing contacts and/or official representation with government and private entities in the process of networking. The National Public Relations Director shall be responsible also for press relations and related matters. He or she shall perform such other duties as may be assigned to him or her by the National Chair.

The National Communications Director shall serve as Media Relations Officer and shall be responsible for press relations and related matters. He or she shall adopt the official position of NaFFAA as previously determined by the National Chair or the NaFFAA Board. Working closely with the National Technology Director, he or she shall be responsible for the expedient dissemination of information. He or she shall perform such other duties as may be assigned by the National Chair.

Section 15. General Counsel – The General Counsel shall act as the lawyer of NaFFAA. He or she shall provide advice and opinion and shall review all legal matters for NaFFAA upon request of the National Chair or the Board of Directors or other officers of NaFFAA upon written consent of the National Chair.

Section 15 16. General Counsel – The General Counsel shall act as the lawyer of NaFFAA. He or she shall provide advice on and opinion and shall review all legal matters for NaFFAA upon request of the National Chair or the NaFFAA Board, of Directors or other officers of NaFFAA upon written consent of the National Chair.

Section 16. National Technology Director –The National Technology Director shall be the principal adviser to the National Chair on Technology matters and concerns. In this capacity, he or she shall be responsible for the expedient dissemination of information through communication technology networks that link NaFFAA within itself and with other agencies. He or she shall perform such other duties as may be assigned to him or her from time to time by the National Chair.

Section 17 16. National Technology Director –The National Technology Director shall be the principal adviser to the National Chair on Technology matters and concerns. Working closely with the National Communications Director, he or she shall be responsible for the expedient dissemination of information through communication technology networks that link NaFFAA within itself and with other agencies. He or she shall be responsible for the planning, acquisition, and utilization of information technology, computer and communications systems. He or she shall perform such other duties as may be assigned to him or her from time to time by the National Chair.

Section 17. Other Officers – The National Chair may increase or decrease the number of executive officers by adding new ones or by incorporating them to existing offices of NaFFAA to meet operational or policy exigencies, not to exceed fifteen (15) officers. These would include highly-trained executives to help in the establishment of infrastructure projects like Philippine Centers, a Leadership Academy , Institute for Entrepreneurial Training, a National Talent Bank, a Center for Political Participation, a database of all Filipino American associations and businesses, and assistance to the Philippines . These other officers shall be ex-officio members of the NaFFAA Executive Committee and the Board of Directors without the right to vote.

Section 18 17. Other Executive Officers – The National Chair may increase or decrease the number of executive officers by adding new ones or by incorporating them to existing offices of NaFFAA appoint a maximum of seven (7) other executive officers to meet the operational needs of the NaFFAA. or policy exigencies, not to exceed fifteen (15) officers. These would include highly-trained executives to help in the establishment of infrastructure projects like Philippine Centers, a Leadership Academy , Institute for Entrepreneurial Training, a National Talent Bank, a Center for Political Participation, a database of all Filipino American associations and businesses, and assistance to the Philippines . These other officers shall be ex-officio members of the NaFFAA Executive Committee and the Board of Directors without the right to vote.

Section 18. Vacancies – In the event of vacancies in any of the national positions, the National Chair shall appoint their respective replacements with the approval of the Board. The appointed person shall immediately serve in order to avoid any disruptions in the affairs of NaFFAA. If the position of National Chair becomes vacant by incapacity, prolonged absence, death, resignation or removal, the National Vice Chair shall take over the remainder of his or her term and shall serve as such until his or her successor is installed in office.

Section 19 18. Vacancies and Succession – In the event of a vacancy in any of the elected national positions, the National Chair shall appoint their respective replacements with the approval of the NaFFAA Board. The newly-appointed officer person shall immediately serve for the remainder of the term of the office vacated. in order to avoid any disruptions in the affairs of NaFFAA.

If the position of National Chair becomes vacant by incapacity, prolonged absence, death, resignation or removal, the National Vice Chair shall take over the remainder of his or her term. and shall serve as such until his or her successor is installed in office.

In case vacancy occurs in both the National Chair and Vice Chair positions, the NaFFAA Board shall immediately elect the replacements from among themselves. The replacement National Chair and Vice Chair shall serve for the remainder of the terms vacated.

ARTICLE V – REGIONAL, STATE, COUNTY, CITY AND DISTRICT BOARD AND OFFICERS

Section 1. NaFFAA Regional Boards – The policy-making body to conduct the business of each Territorial Region as defined in Article II shall be the Regional Board, which shall have between 3 to 25 members, with at least one representative from each of the component state or county making up the region. The Regional Board shall have a Regional Chair, Regional Vice Chair, Regional Youth Representative and other regional officers as may be deemed necessary. The members of the Board are elected directly during the Regional Conference in the manner prescribed in these Bylaws. The Regional Chair shall serve as Chair of the Regional Board.

ARTICLE VI – REGIONAL, STATE, COUNTY, CITY AND DISTRICT BOARD AND OFFICERS

Section 1. NaFFAA Regional Boards – The Regional Board of Directors (the “Regional Board”) shall be the principal policy-making body to conduct the business of each Territorial Region as defined in Article II shall be the Regional Board, which shall have between 3 to 25 members, with at least one representative from each of the component state or county making up the region. It shall consist of the The Regional Board shall have a Regional Chair, who shall preside over the Regional Board; Regional Vice Chair; Regional Youth Representative, Regional Executive Director, Regional Secretary, Regional Treasurer, Regional Auditor, and the State or County chairs and State or County youth representatives.

and other regional officers as may be deemed necessary. The members of the Regional Board are elected directly during the Regional Conference in the manner prescribed in these Bylaws. The Regional Chair shall serve as Chair of the Regional Board.

This section focuses primarily on the Regional Board, its powers and composition.

Section 2. Regional Officers. -- The Regional Chair, the Regional Vice Chair, the Regional Youth Representative and the Regional Treasurer shall be elected by the Regional Electoral Board at the Regional Conference in accordance with Article VIII, Section 4.

Regional Executive Director, Secretary, Auditor and other additional officers shall be appointed by the Regional Chair from among Members and volunteers alike. An officer appointed by the Regional Chair shall serve at the discretion of the Regional Chair. The appointed Regional Officers shall be ex-officio members of the Regional Board without the right to vote.

This section distinguishes elected and appointed regional officers in terms of how they come into office and their right to vote.

Section 2. NaFFAA Regional Officers – The region shall be headed by an elected Regional Chair; provided, however, that the interim Regional Chair appointed by the National Chair shall continue to serve as Regional Chair in the interim period until proper elections shall have been held. The procedure for election of the Regional Chair, Vice Chair, Treasurer, Public Relations Officer, and other regional officers, such as administrative, internal audit, legal, and technology assistants as may be deemed necessary, is provided for in these Bylaws. The Youth Sector shall select the Regional Youth Representative. The term of the Regional Chair and other Regional Officers shall be two (2) years or until their successors shall have been appointed.

Section 3 2. NaFFAA Term of Elected Regional and Local Chapter Officers – The region shall be headed by an elected Regional Chair; provided, however, that the interim Regional Chair appointed by the National Chair shall continue to serve as Regional Chair in the interim period until proper elections shall have been held. The procedure for election of the Regional Chair, Vice Chair, Treasurer, Public Relations Officer, and other regional officers, such as administrative, internal audit, legal, and technology assistants as may be deemed necessary, is provided for in these Bylaws. The Youth Sector shall select the Regional Youth Representative. The term of the Regional and other Regional Officers Chair and all the other elected officers of each Regional and Local Chapter shall be two (2) years or until their respective successors shall have been elected or appointed .

Section 3. State, County, City, and District Boards – The policy-making body to conduct the business of each component state, county, city, or district shall be the State, County, City or District Board. The State, County, City or District Board shall be composed of the State, County, City or District Chairs, Vice Chairs, Youth Representatives and other officers as may be deemed necessary. The members of the Board are elected directly during the respective Regional Conference or special election in the manner prescribed in these Bylaws. The State, County, City, or District Chair shall serve as Chair of the respective State, County, City, or District Board.

Section 4 3. Local Chapter Boards The principal policy-making body to conduct the business of each component state, county, city, or district shall be the State, County, City or District Board. The State, County, City or District Board (hereafter, the “Local Chapter Board”) shall be composed of the State, County, City or District Chairs, Vice Chairs, Youth Representatives, and other officers Secretaries, Treasurers and Auditors. as may be deemed necessary. The members of the Board are elected directly during the respective Regional Conference or special election in the manner prescribed in these Bylaws. The State, County, City, or District Chair shall serve as Chair of preside over their respective Local Chapter Boards.


This and the following section have been adjusted to focus on the particular topic stated in the section descriptions.

Section 4. State, County, City, and District Officers – The component state, county, city, or district shall be headed by an elected State, County, City, or District Chair; provided, however, that the interim Chair appointed by the Regional Chair shall continue to serve as Chair in the interim period until proper elections shall have been held. The procedure for election of the State, County, City, or District Chair is provided for in these Bylaws. The State, County, City, or District Chair shall appoint the other state, county, city or district officers as may be deemed necessary, with the confirmation of the respective State, County, City, or District Board, except for the Youth Representative who shall be selected by the Youth Sector.

Section 5 4. State, County, City, and District Officers – The component state, county, city, or district shall be headed by an elected State, County, City, or District Chair; provided, however, that the interim Chair appointed by the Regional Chair shall continue to serve as Chair in the interim period until proper elections shall have been held. The procedure for election of the State, County, City, or District Chair is provided for in these Bylaws. The State, County, City, or District Chair shall appoint the other state, county, city or district officers as may be deemed necessary, with the confirmation of the respective State, County, City, or District Board, except for the Youth Representative who shall be selected by the Youth Sector.

Local Chapter Officers. - The State, County, City or District Chair, the Vice Chair, and the Youth Representative shall be elected by the Local Chapter Board concerned at the Regional Conference in accordance with Article VIII, Section 4. The Local Chapter Secretary, Treasurer, Auditor and other additional Local Chapter officers shall be appointed by the State, County, City or District Chair, respectively, from among NaFFAA Members only. An officer appointed by the Local Chapter Chair concerned shall serve at the discretion of such Local Chapter Chair. The appointed State, County, City or District officers shall be ex-officio members of their respective Local Chapter Boards without the right to vote.

This section distinguishes elected and appointed Local Chapter officers.

It also gives the Local Chapter chair the authority to appoint the Local Chapter Secretary, Treasurer, Auditor and other officers deemed necessary.

Section 5. Appointment of Heads of Umbrella Organization – The National Chair, or the Regional Chair, during an interim period until an election is held, shall appoint whenever possible to the position of Regional Chairs, or the State, County, City, or District Chairs, respectively, individuals who are incumbent heads of existing umbrella organizations within their respective jurisdictions. Only individuals who are in good standing within their respective organizations shall be extended such appointments.

Section 5. Appointment of Heads of Umbrella Organization – The National Chair, or the Regional Chair, during an interim period until an election is held, shall appoint whenever possible to the position of Regional Chairs, or the State, County, City, or District Chairs, respectively, individuals who are incumbent heads of existing umbrella organizations within their respective jurisdictions. Only individuals who are in good standing within their respective organizations shall be extended such appointments.

Section 6. Duties of the Regional Chair The duties of the Regional Chair are:

A. To consult with the NaFFAA National Chair on issues affecting NaFFAA and/or the constituent members of NaFFAA in the region;

B. To recommend to the National Chair and/or report to the Board of Directors statements of positions concerning issues affecting NaFFAA and/or regional concerns;

C. To implement NaFFAA policies and positions within the regional membership;

D. To assist in the formation, organization, development and maintenance of NaFFAA State , County, City, or District chapters in the region;

E. To actively recruit the affiliation of non-member organizations within its region;

F. To hold regional conferences and other forums or consultative bodies on a regional level for discussion, understanding and dissemination of issues or formation of concerns to the region or NaFFAA; and,

G. To perform other duties as may be delegated by the National Chair.

Section 6. Duties of the Regional Chair The duties of the Regional Chair are:

A. To consult with the NaFFAA National Chair on issues affecting NaFFAA and/or the constituent members of NaFFAA in the Region;

B. To submit to the National Chair and the Chief of Staff a quarterly report on any matter affecting his or her Region, unless there are urgent matters requiring the Executive Committee’s action, in which case, a report on such urgent matter shall be sent to the aforecited officers immediately;

C. To recommend to the National Chair and/or report to the National Execom Board of Directors statements of positions concerning issues affecting NaFFAA or the Region and/or regional concerns. ;

D. To implement NaFFAA policies and positions within the Region regional membership;

E. To assist in the formation, organization, development and maintenance of NaFFAA State , County, City, or District Chapters in the Region;

F. To actively recruit the affiliation of non-member organizations within its Region for membership;

G. To hold regional conferences and other forums or consultative bodies on a regional level for discussion, understanding and dissemination of issues or formation of concerns to the region or NaFFAA; and,

H. To perform other duties as may be delegated by the National Chair or the NaFFAA Board.

Section 7. Duties of the State, County, City, and District Chairs The duties of the State, County, City, or District Chair are:

A. To consult with the NaFFAA members within the State, County, City, or District concerning issues of importance to them and/or to NaFFAA;

B. To recommend to the Regional Chair statements of positions relative to issues of concern to them and/or to NaFFAA;

C. To implement NaFFAA policies and positions within the State, County, City, or District membership;

D. To assist in the formation, organization, development and maintenance of NaFFAA County, City or District chapters within the State, County, City or District;

E. To actively recruit the affiliation of non-member organizations within the State, County, City, or District;

F. To actively participate, with the Regional Chair in the holding of regional conferences and to provide forums or consultative bodies on a local level for dissemination of issues or any matter of concern to the State, Region, or NaFFAA; and,

G. To perform such other duties and functions as may be delegated to him or her by the Regional Chair.

Section 7. Duties of the Local Chapter Chairs The duties of the State, County, City, or District Chair are:

A. To consult with the NaFFAA members within the State, County, City, or District concerning issues of importance to them and/or to NaFFAA;

B. To recommend to the Regional Chair statements of positions relative to issues of concern to them and/or to NaFFAA;

C. To implement NaFFAA policies and positions within the State, County, City or District Local Chapters’ membership;

D. To assist in the formation, organization, development and maintenance of their respective NaFFAA County , City or District Chapters within the State, County, City or District;

E. To actively recruit the affiliation of non-member organizations within the State, County, City, or District for membership;

F. To actively participate, with the Regional Chair in the holding of regional conferences and to organize provide forums or consultative bodies on a local level for dissemination of issues or any matter of concern to the State, Region, or NaFFAA; and,

G. To perform such other duties and functions as may be delegated to him or her by the Regional Chair.

Section 8. Duties of Regional, State, County, City, and District Vice Chairs – The duties of the Vice Chairs for each Region, State, County, City, and District shall be as follows:

A.To perform all the duties of the Regional, State, County, City, or District Chair, as the case may be, in the absence or incapacity of the Chair;

B. To perform such other duties as may be delegated or assigned by the Chair.

Section 8. Duties of Regional and Local Chapter , State, County, City, and District Vice Chairs – The duties of the Vice Chairs for each Region, State, County, City, and District shall be as follows: A. to perform all the duties of the Regional, State, County, City, or District Chair, as the case may be, in the absence or incapacity of the Chair and B. to perform such other duties as may be delegated or assigned by the Chair of the Regional or Local Chapter concerned.

Section 9. Duties of Other Regional and Local Chapter Officers The duties of the Executive Director, Secretary, Treasurer, Auditor and other non-voting officers of each Region or Local Chapter shall be defined by their respective Regional or Local Chapter Boards.

Section 9. Vacancy and Succession – In the event of vacancies in any of the regional, state, county, city, or district positions, the Regional Chair having jurisdiction shall appoint their respective replacements upon consultation, advice and recommendation of leaders in the areas affected by the vacancy. In the case where a regional structure is not yet in place, the National Chair shall make the appointment. All appointees or successors to positions resulting from vacancies shall immediately serve upon their appointments in order to avoid any disruptions in the affairs of NaFFAA.

Section 9 10. Vacancy and Succession – In the event of vacancies in any of the Regional or Local Chapter State, County, City, or District positions, the Regional Chair having jurisdiction shall appoint their respective replacements upon the consultation, advice and recommendation of the remaining officers of the Regional or Local Chapter concerned. leaders in the areas affected by the vacancy. In the case where a regional State, County, City, or District structure is not yet in place, the National Regional Chair shall make the appointment from representatives of Member -Organizations or from suitable volunteers. Such All appointees or successors to positions resulting from vacancies shall immediately serve for the unexpired portion of the term of the vacated position. upon their appointments in order to avoid any disruptions in the affairs of NaFFAA.

In the event vacancy occurs in both the Chair and Vice-Chair positions of a Regional or Local Chapter, the Board of the Chapter concerned shall elect replacements from among themselves, who shall serve for the remainder of the term of the said positions.

ARTICLE VI – NaFFAA EMPOWERMENT CONFERENCE (FORMERLY NaFFAA CONGRESS)

Section 1. The NaFFAA Empowerment Conference – The legislative forum for the national discussion of the issues and concerns affecting the life, progress, programs, problems and the national welfare and well-being of the Filipino American community shall be the periodic NaFFAA Empowerment Conference.

ARTICLE VII – NaFFAA EMPOWERMENT CONFERENCE (FORMERLY NaFFAA CONGRESS)

Section 1. The NaFFAA Empowerment Conference – The legislative national forum for the discussion of the issues and concerns affecting the life, progress, programs, problems and the national welfare and well-being of the Filipino American community shall be the periodic NaFFAA Empowerment Conference.

Section 2. Legislative Forum – The NaFFAA Empowerment Conferenceshall serve as the legislative forum of the numerous Filipino American organizations and of the millions of Filipinos and Filipino Americans residing in the United States .

Section 2. Legislative Forum – The NaFFAA Empowerment Conference shall serve as the legislative forum of the numerous Filipino American organizations and of the millions of Filipinos and Filipino Americans residing in the United States .

Section 3. Meetings – The NaFFAA Empowerment Conferenceshall regularly meet every even year at the time, date and place designated by the Board of Directors.

Section 2 3. Meetings – The NaFFAA Empowerment Conference shall be held regularly meet every even year at the time, date and place designated by the NaFFAA Board of Directors.

Section 4. Agenda – The National Executive Committee in conjunction with the Board of Directors shall formulate the Agenda of the NaFFAA Empowerment Conference. The Committee and the Board may initiate on its own to include items in the Agenda and/or to endorse proposed Resolutions or Motions submitted to NaFFAA or by the Regional Chairs, or by Standing and Special Committees. All matters recommended to be included in the Agenda of the NaFFAA Empowerment Conference shall be submitted to the National Chair not later than thirty (30) days before the opening of the NaFFAA Empowerment Conference. The National Chair shall have the power to veto any item submitted. However, two-thirds (2/3) vote of all the members of the Board shall override the veto. All facts and issues should be properly and completely defined and delineated so that they may be transformed into appropriate Resolutions or Motions for submission and proper approval of the Board of Directors for corresponding action. The Board, by a two-thirds vote, may allow the submission of late resolutions or matters to the Agenda of the NaFFAA Empowerment Conference.

Section 3 4. Agenda – The National Execom in conjunction with the Board of Directors shall formulate the Agenda of the NaFFAA Empowerment Conference upon consultation with the Regional Chairs as well as the heads of Standing Commissions and National Special Committees, and submit the Agenda to the NaFFAA Board for approval The Committee and the Board may initiate on its own to include items in the Agenda and/or to endorse proposed Resolutions or Motions submitted to NaFFAA or by the Regional Chairs, or by Standing and Special Committees. All matters recommended to be included in the Agenda of the NaFFAA Empowerment Conference shall be submitted to the National Chair not later than thirty (30) days before the opening of the NaFFAA Empowerment Conference.

The National Chair shall have the power to veto any item submitted. However, two-thirds (2/3) vote of all the members of the Board shall override the veto. All facts and issues should be properly and completely defined and delineated so that they may be transformed into appropriate Resolutions or Motions for submission and proper approval of the Board of Directors for corresponding action. The Federation Board, by a two-thirds vote, may allow the submission of late resolutions or matters to the Agenda of the NaFFAA Empowerment Conference.

Section 5. Election of National Chair, National Vice Chair and National Youth Chair – The election of the National Chair, National Vice Chair and National Youth Chair shall be held during the NaFFAA Empowerment Conference. The procedures for election are provided for in these Bylaws.

Section 4 5. Election of National Chair, National Vice Chair, National Youth Chair and National Treasurer – The election of the National Chair, National Vice Chair, National Youth Chair and National Treasurer shall be held during the NaFFAA Empowerment Conference according to the following procedure: The procedures for election are provided for in these Bylaws.

A. Candidates for the position of National Chair, Vice Chair, National Youth Chair and National Treasurer shall submit their letters of intent to the Chair of the National Commission on Election (“National Comelec”) fifteen (15) days before the NaFFAA Empowerment Conference. The letter of intent shall be accompanied by written endorsements of at least five incumbent (5) NaFFAA Board members;

B. The National Comelec Chair shall declare the NaFFAA Board as the Electoral Board during the NaFFAA Empowerment Conference;

C. The National Comelec shall examine and make a final determination on the qualifications of the candidates. It shall submit the list of qualified candidates to the Electoral Board;

D. The National Chair, Vice Chair, National Youth Chair and National Treasurer shall be elected by the Electoral Board from such list by a majority vote, subject to confirmation by a majority vote of the Federation members present at the National Empowerment Conference; and

E. If the candidate elected by the Electoral Board is not confirmed by the Federation members, the Electoral Board shall continue to elect another candidate until the elected candidate obtains the Federation member’s confirmation. The candidate who obtains confirmation first for the position sought shall be declared the National Chair, Vice Chair or National Youth Chair, accordingly.

Section 6. Qualification of Candidates for National Chair and National Vice Chair – Any candidate for National Chair must be a member in good standing of NaFFAA and must have:

A. Attained national prominence in Filipino American affairs, or national recognition for achievement in his or her field of endeavor;

B. The ability to devote adequate or sufficient time to perform the duties of National Chair;

C. Demonstrated his or her leadership and management abilities in his or her involvement in Filipino American affairs; and,

D. Actively served in leadership positions in NaFFAA for a minimum of two (2) years, one (1) year of which must have been spent as a Member of the NaFFAA Board of Directors, and one (1) year as Chair of a national commission or standing committee or Member of a regional board.

Section 5 6. Qualification of Candidates for National Chair, National Vice Chair and National Treasurer – Any candidate for National Chair and Vice Chair must:

A. Either be a representative of an Organizational Charter Member or Regular Member Organization in good standing or must be an Individual Charter Member in good standing of NaFFAA

B. Have been a member of the NaFFAA Board for at least two (2) years and/or chair for at least two (2) years of a Standing Commission or National Committee;

C. Hold Attained national prominence in Filipino American affairs, or national recognition for achievement in his or her field of endeavor;

D. Possess the ability to devote adequate or sufficient time to perform the duties of the office sought National Chair;

E. Have demonstrated his or her leadership and management abilities in his or her involvement in as well as commitment to the empowerment of the Filipino American community. affairs

D. Actively served in leadership positions in NaFFAA for a minimum of two (2) years, one (1) year of which must have been spent as a Member of the NaFFAA Board of Directors, and one (1) year as Chair of a national commission or standing committee or Member of a regional board.

The Member-Organization must be in good standing in order to have its representative voted into office.

Section 7. Qualification of Candidates for National Youth Chair – Any candidate for National Youth Chair must be a member in good standing of NaFFAA and must have:

A. The ability to devote adequate or sufficient time to perform the duties of National Youth Chair;

B. Demonstrated his or her leadership and management abilities in his or her involvement in Filipino American affairs; and,

C. Actively served in leadership positions in NaFFAA for a minimum of two (2) years, one (1) year of which must have been spent as a Member of the NaFFAA Board of Directors, and one (1) year as Chair of a national commission or standing committee or as Member of a regional board.

Section 6 7. Qualification of Candidates for National Youth Chair – Any candidate for National Youth Chair must:

A. Represent a NaFFAA regular or organizational charter member or is an individual charter member in good standing of NaFFAA;

B. Be no more than 35 years old at the date of the election;

C. Have been a member of the NaFFAA Board for at least one (1) year and/or a chair for at least one (1) year of a standing commission or national committee; as member Regional Board;

D. Possess the ability to devote adequate or sufficient time to perform the duties of National Youth Chair; and

E. Have demonstrated his or her leadership and management abilities as well as commitment to the empowerment of the in his or her involvement in Filipino American community affairs. and,

C. Actively served in leadership positions in NaFFAA for a minimum of two (2) years, one (1) year of which must have been spent as a Member of the NaFFAA Board of Directors, and one (1) year as Chair of a national commission or standing committee or as Member of a regional board.

Section 8. Voting Delegates – The Delegates to the NaFFAA Empowerment Conference who are allowed to vote are the following persons who, at the time of the NaFFAA Empowerment Conference, are in good standing both with NaFFAA and with their respective affiliated organizations:

A. Individual Charter Delegates, who, in their individual capacities, attended the First National Filipino American Empowerment Conference held on August 22-24,1997 , in Washington , D. C., who have paid their annual dues, and who pay the required conference fees;

B. Duly-accredited Constituent Charter Delegates who are members in good standing of those associations, organizations, foundations or entities who registered at the First National Filipino American Empowerment Conference held on August 22-24,1997, in Washington, D.C. who have paid their annual dues, and who pay the required conference fees;

C.Duly-accredited Constituent Delegates who are members in good standing of those associations, organizations, foundations or entities whose Articles of Incorporation or Bylaws do not contravene the goals, objectives or principles of NaFFAA and which are duly affiliated with NaFFAA and who pay the required conference fees; and,

D. Incumbent or past National Presidents, Chairs or Heads of existing umbrella organizations or national associations of Filipino Americans who pay the required conference fees. They shall vote as delegates of the region, state, county, city, or district of their residence.

Section 7 8. Voting Rights Delegates Only members in good standing shall be allowed to vote in the NaFFAA Empowerment Conference, and in the Regional Conferences and Local Meetings.

The Delegates to the NaFFAA Empowerment Conference who are allowed to vote are the following persons who, at the time of the NaFFAA Empowerment Conference, are in good standing both with NaFFAA and with their respective affiliated organizations:

A Member in good standing for the purpose of this section shall mean a Member that has paid its annual dues and the conference fee.

A. Individual Charter Delegates, who, in their individual capacities, attended the First National Filipino American Empowerment Conference held on August 22-24,1997, in Washington , D. C., who have paid their annual dues, and who pay the required conference fees;

B. Duly-accredited Constituent Charter Delegates who are members in good standing of those associations, organizations, foundations or entities who registered at the First National Filipino American Empowerment Conference held on August 22-24,1997, in Washington, D. C. who have paid their annual dues, and who pay the required conference fees;

C. Duly-accredited Constituent Delegates who are members in good standing of those associations, organizations, foundations or entities whose Articles of Incorporation or Bylaws do not contravene the goals, objectives or principles of NaFFAA and which are duly affiliated with NaFFAA and who pay the required conference fees; and,

D. Incumbent or past National Presidents, Chairs or Heads of existing umbrella organizations or national associations of Filipino Americans who pay the required conference fees. They shall vote as delegates of the region, state, county, city, or district of their residence.

Section 9. Organizational Representation – The Constituent Charter Delegates shall be limited to no more than ten (10) voting delegates from each chartered organization. The Constituent Delegates shall be limited to no more than five (5) voting delegates from each affiliated organization.

Section 8 9. Voting by Members Organizational Representation Organizational Charter Members and Regular Member Organizations (collectively, “Member-Organizations”) shall be entitled to five (5) delegates each with the right to vote and be voted on behalf of such Member-Organization at the NaFFAA Empowerment Conference. Such Member-Organizations shall be entitled to the same representation in the Regional or Local Chapter conference where their principal office is located or where their activities are principally conducted.

Individual Charter Members shall have the right to vote in the National Empowerment Conference as well as in the Regional or Local Chapter conference of the locality where he or she resides.

The Constituent Charter Delegates shall be limited to no more than ten (10) voting delegates from each chartered organization. The Constituent Delegates shall be limited to no more than five (5) voting delegates from each affiliated organization.

Voting rights are exercised both in the National Empowerment Conference and in the Regional or Local Chapter conferences of the members’ home locality.

Section 10. One Vote - No Proxy Policy – Noperson shall exercise more than one (1) vote even if he or she is a member of several organizations. No proxy vote shall be allowed.

Section 9 10. One Vote - No Proxy Policy There shall be one (1) vote for each voting delegate. Noperson shall exercise more than one (1) vote even if he or she is a member of several NaFFAA member-organizations. No proxy vote shall be allowed.

Section 11. Non-Voting Honorary Delegates – Any United States citizen or Permanent Resident or any other person who has made significant contribution to the Filipino American community or to the propagation of a multi-cultural society or in the formation and empowerment of the Filipino American community, may be accredited by the Board of Directors as an Honorary Delegate.

Section 10 11. Non-Voting Honorary Delegates– Any United States citizen or Permanent resident or any other person who has made a significant contribution to the Filipino American community or to the propagation of a multi-cultural society or in the formation and empowerment of the Filipino American community, may be accredited by the Board of Directors Conference Committee as an non-voting Honorary Delegate.

ARTICLE VII – REGIONAL CONFERENCES AND STATE, COUNTY, CITY, AND DISTRICT MEETINGS

Section 1. Coordinated Regional Conferences and Local Meetings – The forum for the discussion of the issues and concerns affecting the Filipino American community shall be the coordinated Regional Conferences and the State, County, City, or District Meetings which shall be held every odd year.

ARTICLE VIII – REGIONAL CONFERENCES AND STATE, COUNTY, CITY, AND DISTRICT MEETINGS

Section 1. Coordinated Regional Conferences and Local Meetings – The forum for the discussion of the issues and concerns affecting the Filipino American community shall be the coordinated Regional Conferences and the State, County, City, or District meetings which shall be held every odd year to discuss the issues and concerns affecting the Filipino American community in their respective territories and to conduct the elections for the Regional and Local Chapter levels of NaFFAA.

Section 2. Agenda – The respective Boards shall formulate the Agenda of the Regional Conferences, and State, County, City and District Meetings.

Section 2. Agenda – The respective Boards shall formulate the Agenda of the Regional Conferences and Local Chapter State , County, City and District Meetings.

Section 3. Election of Regional, State, County, City, and District Chairs, Vice Chairs and Youth Representatives – The election of the Regional Chair and Vice Chair, the State, County, City or District Chair, and the Regional, State, County, City, or District Youth Representative shall be held during the Regional conference. However, the Regional Board may approve special election for State, County, City, or District Chair or State, County, City, or District Youth Representative. The procedures for election are provided for in these Bylaws.

Section 3. Election of Regional, State, County, City, and District Chairs, Vice Chairs and Youth Representatives Officers – The election of the Regional Chair and Vice Chair, the State, County, City or District Chair officers and the Regional, State, County, City, or District Youth Representative shall be held during the Regional conference. However, the Regional Board may approve special election for the State, County, City, or District Chair or State, County, City, or District Youth Representative. The procedures for election are provided for in these Bylaws.

Integrated with Section 4 Article VIII.

Section 4. Qualification of Candidates for Regional, State, County, City, and District Chair and Youth Representative – Candidates for Regional, State, County, City, or District Chair, or Regional, State, County, City, or District Youth Representative must represent a NaFFAA affiliated organization in good standing. Each candidate for State, County, City, and District Chair or Youth Representative must have demonstrated his or her leadership and management ability in his or her involvement in Filipino American affairs. Each candidate for Regional Chair, Vice Chair, or Regional Youth Representative must also have actively served for at least one (1) year in leadership positions in NaFFAA in at least the state, county, city,

Section 3 4. Qualification of Candidates for Regional, State, County, City, and District Chair and Youth Representative – Candidates for Regional or Local Chapter State , County, City, or District Chair, Vice Chair, and Youth Representative and Regional Treasurer must represent a Member-Organization in good standing or must be an Individual Charter Member in good standing. Each candidate for Regional, State, County, City, and District Chair, Vice Chair or Youth Representative They must have demonstrated his or her leadership, and management ability in his or her involvement in and commitment to the empowerment of the Filipino American community. affairs. They Each candidate for Regional Chair, Vice Chair, or Regional Youth Representative must also have actively served for at least one (1) year in leadership positions in NaFFAA in at least the any Local Chapter State, County, City, or District level of NaFFAA. Candidates for the position of Youth Representative shall be no more than 35 years old at the date of the election.

Section 5. Voting Delegates The Delegates to Regional conferences, or local meetings where elections shall be held,who are allowed to vote are the Individual Charter Delegates, Constituent Charter Delegates, and Constituent Delegates as previously defined in these Bylaws and who, at the time of the conferenceare in good standing both with NaFFAA and with their respective affiliated organizations. Noperson shall cast more than one (1) vote even if he or she is a member of several organizations. The Constituent Charter Delegates shall be limited to not more than ten (10) voting delegates from each chartered organization. The Constituent Delegates shall be limited to not more than five (5) voting delegates from each affiliated organization. Voting shall be based on One Person, One Vote. No proxy vote shall be allowed.

Section 4 5 1. Regional and Local Chapter Election - The Regional and Local Chapter Election shall be held during the Regional Conference. The election process shall start with the direct election of the District Chair, Vice Chair, and the Youth Representative during the Regional Conference. The election for the City and then the State or County officers shall immediately follow in that order. The Regional Commission on Elections shall administer the election for Regional, State, County, City, or District Chapters.

After the Local Chapter officers are elected, the State or County Chair and Youth Representative shall immediately meet, and together with the current Regional Chair, Vice Chair, and Youth Representative, they will constitute the Regional Electoral Board that elects the Regional Chair, Regional Vice Chair, Treasurer, and Youth Representative.

Voting Delegates The Delegates to Regional conferences, or local meetings where elections shall be held, who are allowed to vote are the Individual Charter Delegates, Constituent Charter Delegates, and Constituent Delegates as previously defined in these Bylaws and who, at the time of the conference are in good standing both with NaFFAA and with their respective affiliated organizations. No person shall cast more than one (1) vote even if he or she is a member of several organizations. The Constituent Charter Delegates shall be limited to not more than ten (10) voting delegates from each chartered organization. The Constituent Delegates shall be limited to not more than five (5) voting delegates from each affiliated organization. Voting shall be based on One Person, One Vote. No proxy vote shall be allowed.

Integrated Article VIII, Section 3.

.

ARTICLE VIII – ELECTION PROCEDURES

Section 1. Regional Elections – The election process shall start with the election of the Regional, State, County, City, and District Chairs and Vice Chairs and the Regional, State, County, City, and District Youth Representatives during its Regional conference. The Regional Commission on Elections shall administer the election for Regional, State, County, City, or District Chairs and Vice Chairs and the Regional, State, County, City, and District Youth Representatives.

A. The Chair of the Regional Commission on Elections shall preside over the regional election. He or she shall formally declare and constitute the current Regional Board as the Electoral Board. The Electoral Board shall first determine the number of members that shall be elected to the Regional Board. The voting delegates to the Regional Conference shall then elect the members to the Regional Board. The Regional Board shall immediately meet and elect a Regional Chair from among the Regional Board members. The elected Regional Chair shall be submitted for confirmation by majority vote of the voting delegates. If the name is not confirmed, the Regional Board shall elect another Regional Chair and shall submit the name for confirmation. The process shall be repeated as many times as needed until a Regional Chair is confirmed. The Electoral Board shall formulate appropriate procedures for nomination and election by majority vote of the Board of the other Regional Officers, provided that the newly elected and confirmed Regional Chair shall be permitted to nominate his or her own candidates before other nominations are allowed.

B. The elections for the State, County, City, or District Chairs shall follow the same procedure as that of the election for Regional Chair, except that these Chairs shall not undergo the confirmation process. The State elections, then the County, City, and District elections, in that order, shall immediately follow the Regional elections. The newly elected State, County, City, or District Chair shall appoint the other State, County, City, or District officers as provided for in these Bylaws.

C. The Youth Sector shall adopt its own rules not inconsistent with these Constitution and Bylaws in selecting the Regional, State, County, City, and District Youth Representatives.

Delete Article VIII and Section 1. Superseded by Section 4 above.

Section 2. Term of Office of Regional and Chapter Board Members and Chairs – The term of office of the elected Board Members and the Regional, State, County, City, or District Chairs shall be two (2) years.

Section 5 2. Term of Office of Regional and Local Chapter Board Members and Chairs – The term of office of the elected Board Members and the Regional, State, County, City, or District Chairs officers shall be two (2) years.

Section 3. Special Elections – Upon approval by the Regional Chair, special elections may be held in State, County, City, or District Meetings, for purposes of organization. The procedure for election shall be as prescribed in Section 1 above.

Section 6 3. Special Elections – Upon approval by the Regional Chair, special elections may be held in State, County, City, or District Meetings in accordance with Section 5 hereof. , for purposes of organization. The procedure for election shall be as prescribed in Section 1 above.

Section 4. National Elections The National Election shall take place during the NaFFAA Empowerment Conference. The National Commission on Elections shall administer the election of the National Chair, National Vice Chair, and National Youth Chair.

A. The Chair of the National Commission on Elections shall preside over the national election. He or she shall formally declare and constitute the current NaFFAA Board of Directors as the Electoral Board.

B. Not less than fifteen (15) days before the opening of the NaFFAA Empowerment Conference, qualified members who are interested in running for the position of National Chair, may file their letters of intent with the Chair of the National Commission on Elections after first securing the written endorsements of at least five (5) NaFFAA Board members. The National Commission on Elections shall determine the qualifications of the candidates. The Chair shall then submit to the Electoral Board the list of qualified candidates. The Electoral Board shall then elect the National Chair from the List of Qualified Candidates, by a majority vote of its members.

C. The candidate elected by the Electoral Board shall be submitted for confirmation by a majority vote of the Delegates to the NaFFAA Empowerment Conference. If the first choice of the Electoral Board does not win a majority vote, then the Electoral Board shall continue the process of electing a qualified candidate and submitting the same to a vote by the Delegates until a candidate gains a majority vote. The first candidate to gain a majority vote shall be declared the National Chair.

D. The Electoral Board shall formulate appropriate procedures for the nomination and election by majority vote of the Board of the other National Executive Officers, provided that the newly elected and confirmed National Chair shall be permitted to nominate his or her own candidates before other nominations are allowed.

Delete Section 4. Already covered by Article VI, Sec. 4 above.

Section 5. Assumption of Office of National Chair – The newly elected National Chair shall assume office immediately following his or her election.

Section 5. Assumption of Office of National Chair – The newly elected National Chair shall assume office immediately following his or her election.

Section 6. Term of Office of National Chair – The term of office of the National Chair shall be 4 years or until his or her successor shall have been elected.

Section 6. Term of Office of National Chair – The term of office of the National Chair shall be 4 years or until his or her successor shall have been elected.

Section 7. Election of National Youth Chair – The Youth Sector shall adopt its own rules not inconsistent with these Constitution and Bylaws in selecting the National Youth Chair.

Section 7. Election of National Youth Chair The Youth Sector shall adopt its own rules not inconsistent with these Constitution and Bylaws in selecting the National Youth Chair.

ARTICLE IX – DUES, ASSESSMENTS, AND FUND RAISING

Section 1. Affiliation Fee – The affiliation fee of organizations shall be One Hundred Dollars ($100) paid once for a lifetime membership. Only organizations with a minimum of Twenty-Five (25) dues-paying members shall be accepted for affiliation with NaFFAA. Dues shall be remitted to the National Treasurer and shall form part of the General Fund of NaFFAA. Affiliated organizations shall send together with their remittances their Membership Lists. The lists shall be kept confidential.

ARTICLE IX – DUES, ASSESSMENTS, AND FUND RAISING

Section 1. Annual Dues Affiliation Fee – The affiliation fee of organizations shall be One Hundred Dollars ($100) paid once for a lifetime membership. Only organizations with a minimum of Twenty-Five (25) dues-paying members shall be accepted for affiliation with NaFFAA. Dues shall be remitted to the National Treasurer and shall form part of the General Fund of NaFFAA. Affiliated organizations shall send together with their remittances their Membership Lists. The lists shall be kept confidential.

Annual dues shall be remitted to the National Treasurer every 30th Day of June and shall form part of the NaFFAA General Fund.

Organizational Charter and Regular Member Organizations shall be required to pay annual dues in the amount of One Hundred Dollars ($100.00).

Individual Charter Members and Associate Members shall be required to pay annual dues in the amount of Twenty Dollars ($20.00).

All members must pay annual dues every June 30th.

Section 2. Membership Fee of Heads of Umbrella Organizations and National Associations – The membership fee of heads of umbrella organizations and national associations, both incumbent or former occupants of the office, which shall be accorded Ex-Officio memberships as provided for in these Bylaws shall be Fifty Dollars ($50) paid once for a lifetime membership. Dues shall be remitted to the National Treasurer and shall form part of the General Fund of NaFFAA.

Section 2. Membership Fee of Heads of Umbrella Organizations and National Associations – The membership fee of heads of umbrella organizations and national associations, both incumbent or former occupants of the office, which shall be accorded Ex-Officio memberships as provided for in these Bylaws shall be Fifty Dollars ($50) paid once for a lifetime membership. Dues shall be remitted to the National Treasurer and shall form part of the General Fund of NaFFAA.

Section 3. Annual Dues – The following annual dues shall be remitted to the National Treasurer starting January 1 of each year and shall form part of the General Fund of NaFFAA:

A. The annual dues for Individual Charter Delegates and Heads of Umbrella Organizations and National Associations shall be Twenty-Five Dollars ($25.00).

B. The annual dues for Constituent Charter Organizations shall be at least One-Hundred-Twenty-Five Dollars ($125) and no more than Two-Hundred-Fifty Dollars ($250). Payment of the minimum amount shall entitle the constituent charter organization to send five (5) voting delegates to the National or Regional Conference, or to local meetings where elections shall be held. Each additional Twenty-Five Dollars ($25) paid above the minimum amount shall allow the organization to send an additional voting delegate, but not to exceed a total of ten (10) voting delegate for each organization.

C. The annual dues for Constituent Organizations shall be One-Hundred-Twenty-Five Dollars ($125). Payment of the annual dues shall entitle the affiliated organization to send five (5) voting delegates to the National or Regional Conference, or to local meetings where elections shall be held.

D. The Board of Directors may increase the annual dues as may be deemed necessary.

Section 3 2. Special Assessments Annual Dues – The following annual dues shall be remitted to the National Treasurer starting January 1 of each year and shall form part of the General Fund of NaFFAA:

A. The annual dues for Individual Charter Delegates and Heads of Umbrella Organizations and National Associations shall be Twenty-Five Dollars ($25.00).

B. The annual dues for Constituent Charter Organizations shall be at least One-Hundred-Twenty-Five Dollars ($125) and no more than Two-Hundred-Fifty Dollars ($250). Payment of the minimum amount shall entitle the constituent charter organization to send five (5) voting delegates to the National or Regional Conference, or to local meetings where elections shall be held. Each additional Twenty-Five Dollars ($25) paid above the minimum amount shall allow the organization to send an additional voting delegate, but not to exceed a total of ten (10) voting delegate for each organization.

C. The annual dues for Constituent Organizations shall be One-Hundred-Twenty-Five Dollars ($125). Payment of the annual dues shall entitle the affiliated organization to send five (5) voting delegates to the National or Regional Conference, or to local meetings where elections shall be held.

D. The NaFFAA Board of Directors may, in its discretion, adjust increase the annual dues. as may be deemed necessary. It may levy special assessments upon Members by a two-thirds (2/3) vote.

Section 4. Special Assessments – Special assessments may be levied upon voting Delegates and affiliated organizations by a Two-Thirds (2/3) vote of the Board of Directors. Special assessments may also be passed by a two-thirds (2/3) vote of the Delegates to the NaFFAA Empowerment Conference. The manner of transmittal of the Special Assessments shall be the same as the regular annual dues.

Section 4. Special Assessments – Special assessments may be levied upon voting Delegates and affiliated organizations by a Two-Thirds (2/3) vote of the Board of Directors. Special assessments may also be passed by a two-thirds (2/3) vote of the Delegates to the NaFFAA Empowerment Conference. The manner of transmittal of the Special Assessments shall be the same as the regular annual dues.

Section 5. Sharing of Fund Raising Income and Donations Funds raised and donations received shall be shared in the following manner, subject to applicable laws:

A. Funds raised at the national level, either by special fund raising or as donations, shall belong to the General Fund of NaFFAA.

B. The net proceeds of the funds raised by the Regions, either by special fund raising or donations, shall be shared equally between the region and NaFFAA National.

C. The net proceeds of the funds raised by the States, either by special fund raising or donations, shall be shared as follows:

50% shall be retained by the State Chapter;

25% shall be shared by the Region; and,

25% shall be shared by NaFFAA National.

D. The net proceeds of the funds raised by the Counties, either by special fund raising or donations, shall be shared as follows:

50% shall be retained by the County Chapter ;

20% shall be shared by the State Chapter;

15% shall be shared by the Region; and.

15% shall be shared by NaFFAA National.

E. The net proceeds of the funds raised by the Cities or Districts, either by special fund raising or donations, shall be shared as follows:

50% shall be retained by the City or District Chapter;

15% shall be shared by the County Chapter ;

15% shall be shared by the State Chapter;

10% shall be shared by the Region; and,

10% shall be shared by NaFFAA National.

F. All levels of NaFFAA which undertake fund raising or receive donations shall forward the applicable financial report to the National treasurer not later than sixty (60) days after the event.

Section 5 3. Sharing of Funds Raising Income and Donations Funds raised by and donations received in behalf of the Federation shall belong to the General Fund of NaFFAA, Provided that funds raised by Regional and Local Chapters through their respective activities, or direct donations to such chapters shall be shared by the Federation as follows:

A. Funds raised at the national level, either by special fund raising or as donations, shall belong to the General Fund of NaFFAA.

A. As for donations to or the net proceeds of the funds raised by the Regions, either by special fund raising or donations

50% shall be retained by the Regional Chapter and

50% shall be shared by NaFFAA National.

shall be shared equally between the region and NaFFAA National.

B. As for donations to or the net proceeds of the funds raised by the States--, either by special fund raising or donations, shall be shared as follows:

50% shall be retained by the State Chapter;

25% shall be shared by the Regional Chapter; and,

25% shall be shared by NaFFAA National.

C. As for donations to or the net proceeds of the funds raised by the Counties-- , either by special fund raising or donations, shall be shared as follows:

50% shall be retained by the County Chapter ;

20% shall be shared by the State Chapter;

15% shall be shared by the Region; and

15% shall be shared by NaFFAA National.

D. As for donations to or the net proceeds of the funds raised by the Cities or Districts-- , either by special fund raising or donations, shall be shared as follows:

50% shall be retained by the City or District Chapter;

15% shall be shared by the County Chapter ;

15% shall be shared by the State Chapter;

10% shall be shared by the Region; and,

10% shall be shared by NaFFAA National.

E. All Regional and Local Chapters levels of NaFFAA that undertake fund raising activities or receive donations shall forward the applicable financial report to the National Treasurer not later than sixty (60) days after the event.

Section 6. The Millennium Circle A list of at least one-thousand (1,000) names of individual members or non-members of NaFFAA shall be compiled who commit to raise One Thousand dollars ($1,000) for NaFFAA's Endowment Fund. These individuals shall be recognized as members of the Millennium Circle . The National, Regional, State, County, City, and District Chairs shall assist in the campaign for members to the Millennium Circle . Twenty-five percent (25%) of the funds collected shall be shared by the NaFFAA organizational unit, which enlisted the contributor. Disbursement from and use of the Endowment Fund shall be made only from the interest earned by the fund by 2/3 vote of the NaFFAA Board of Directors.

Section 6 4. The Millennium Circle– The National Director for Programs and Development may prepare a list of at least one-thousand (1,000) persons names of individual members or non-members of NaFFAA shall be compiled who commit to raise One Thousand Dollars ($1,000) for NaFFAA's Endowment Fund. These individuals They shall be recognized as members of the Millennium Circle . The National, Regional, State, County, City, and District Chairs shall assist in the campaign for members to the Millennium Circle . Twenty-five percent (25%) of the funds collected shall belong to shared by the NaFFAA Regional or Local Chapter which enlisted the contributor. Any disbursement from and use of the Endowment Fund shall be drawn only from the accrued interest of such fund and upon authorization made only from the interest earned by the fund by 2/3 vote of the NaFFAA Board. of Directors.

ARTICLE X – THE NaFFAA COMMISSIONS

Section 1. Standing NaFFAA Commissions – The standing NaFFAA Commissions shall be the Commissions on Elections and the Commission on Constitution and Bylaws.

ARTICLE X– THE NaFFAA COMMISSIONS

Sec. 1 - No Change.

Section 2. The Commissions on Elections – The following Commissions on Elections are independent bodies.

A. The National Commission on Elections shall be composed of from Three (3) to Seven (7) members appointed by the National Chair, who designates the Commission Chair and Vice Chair. Any vacancy in this Commission shall be filled by appointment by the National Chair. Each member shall serve for Two (2) years or until their successors shall have been appointed. The National Commission on Elections Chair and Vice Chair cannot hold any other position in NaFFAA.

B. Each region shall have a Regional Commission on Elections composed of from Three (3) to Seven (7) members appointed by the Regional Chair, who designates the Commission Chair and Vice Chair. Any vacancy in these Commissions shall be filled by appointment by the respective Regional Chair. Each member shall serve for Two (2) years or until their successors shall have been appointed.

Section 2. The Commissions on Elections – The following Commissions on Elections are independent bodies.

A. The National Commission on Elections (the “National Comelec”) shall be composed of from Three (3) to Seven (7) members appointed by the National Chair, who designates the Commission Chair and Vice Chair. Any vacancy in the National Comelec shall be filled by appointment by the National Chair. Each member shall serve for Two (2) years or until his or her their successors shall have been appointed. The National Comelec Chair and Vice Chair cannot hold any other position in NaFFAA.

B. Each region shall have a Regional Commission on Elections (the “Regional Comelec”) composed of from Three (3) to Seven (7) members appointed by the Regional Chair, who designates the Regional Comelec Chair and Vice Chair. Any vacancy in the Regional Comelec shall be filled by appointment by the respective Regional Chair. Each member shall serve for Two (2) years or until his or her their successors shall have been appointed.

Section 3. Duties of the Commissions on Elections – The National Commission on Elections shall administer the conduct of the elections on the National level. The Regional Commission on Elections shall administer the conduct of elections in the Regional, State, County, City and District level. The election procedures to be followed are provided for in these Bylaws. Prior to the conduct of elections, the Commissions on Elections shall, by itself or by Subcommittees:

A. Develop specific policies and procedures for nomination and election;

B. Approve the accreditation of voting Delegates;

C. Verify the qualifications of candidates to assure compliance of standards set by these Bylaws;

D. Adopt a procedure to be followed to resolve electoral protests upon its sole responsibility without right of appeal;

E. Supervise the conduct of elections;

F. Issue appropriate Certificates of Election, specifying tenure of all elected officials of NaFFAA; and,

G. Perform such other tasks as may be necessary to carry out its responsibilities specified in these Bylaws.

Section 3. Duties of the Commissions on Elections In addition to administering the elections at their respective organizational levels, the National Comelec and Regional Comelec shall perform the following functions: The election procedures to be followed are provided for in these Bylaws. Prior to the conduct of elections, the The Commissions on Elections shall, by itself or by Subcommittees:

A. Develop and implement specific policies and procedures for nomination and election, subject to the provisions herein;

B. Determine with finality the qualification of voting delegates; Approve the accreditation of voting Delegates;

C. Verify the qualifications of candidates to assure compliance of standards set by these Bylaws;

D. Adopt a procedure to be followed to resolve all electoral protests upon its sole responsibility without right of appeal;

E. Supervise the conduct of elections;

F. Issue appropriate Certificates of Election, specifying tenure of all elected officials of NaFFAA; and,

G. Perform such other tasks as may be necessary to carry out its responsibilities specified in these Bylaws.

Section 4. The Commission on Constitution and Bylaws –The Commission on Constitution and Bylaws shall be from Three (3) to Seven (7) members appointed by the National Chair, who designates the Chair and Vice Chair. Any vacancy in this Commission shall be filled by appointment by the National Chair. Each member shall serve for Two (2) years or until their successors shall have been appointed.

Section 4. The Commission on Constitution and Bylaws –The Commission on Constitution and Bylaws have shall be from three (3) to seven (7) members appointed by the National Chair, who designates the Chair and Vice Chair. Any vacancy in this Commission shall be filled by appointment by the National Chair. Each member shall serve for Two (2) years or until his or her their successors shall have been appointed.

Section 5. Duties of the Commission on Constitution and Bylaws – The primary duty of the Commission shall be to interpret and explain specific provisions of the NaFFAA Constitution and Bylaws. It shall entertain and study any and all proposals for their improvement. It shall recommend to the NaFFAA Empowerment Conference, through the National Chair and the Board of Directors, any amendment to both fundamental documents in order to serve as powerful guidelines to achieve the harmony and unity of all elements of the Filipino American community for their empowerment now and for generations yet unborn.

Section 5. Duties of the Commission on Constitution and Bylaws – The primary duty of the Commission shall be to interpret and explain specific provisions of the NaFFAA Constitution and Bylaws. It shall entertain and study any and all proposals to revise or amend them for their improvement. It shall recommend to the NaFFAA Empowerment Conference, through the National Chair and the Board of Directors, any amendment to both fundamental documents not later than 30 days prior to the National Empowerment Conference. in order to serve as powerful guidelines to achieve the harmony and unity of all elements of the Filipino American community for their empowerment now and for generations yet unborn.

ARTICLE XI – THE NaFFAA COMMITTEES

Section 1. Standing Committees In the attainment of the goals and objectives of NaFFAA, several Committees are necessary to facilitate discussion and develop appropriate positions on issues for submission to the NaFFAA Empowerment Conference. Consequently, the following shall act as the Standing Committees of NaFFAA:

A. Committee on Youth Affairs;

B. Committee on Filipino American Affairs and Issues;

C. Committee on Finance and Economic Development;

D. Committee on Immigration;

E. Committee on Health and Human Resources;

F. Committee on Cultural and Social Affairs;

G. Committee on Scholarship, Education and Research;

H. Committee on Senior Citizens and Veterans Affairs;

I. Committee on Legislative and Legal Affairs;

J.Committee on Community Centers Development;

K. Committee on Women and Gender Issues;

L. Committee on Arts and Sports;

M.Committee on Public, Media Relations and Networking;

N. Committee on Labor and Professional Affairs;

O. Committee on Assistance to the Philippines ;

P. Committee on Membership;

Q. Committee on Amerasians; and,

R. Committee on Fund Development.

ARTICLE XI – THE NaFFAA COMMITTEES

Section 1. Standing Committees In the attainment of the goals and objectives of NaFFAA, several Committees are necessary to facilitate discussion and develop appropriate positions on issues for submission to the NaFFAA Empowerment Conference. Consequently, the following shall act as the Standing Committees of NaFFAA:

A. Committee on Youth Affairs;

B. Committee on Filipino American Affairs and Issues;

C. Committee on Finance and Economic Development;

D. Committee on Immigration;

E. Committee on Health and Human Resources;

F. Committee on Cultural and Social Affairs;

G. Committee on Scholarship, Education and Research;

H. Committee on Senior Citizens and Veterans Affairs;

I. Committee on Legislative and Legal Affairs;

J.Committee on Community Centers Development;

K. Committee on Women and Gender Issues;

L. Committee on Arts and Sports;

M.Committee on Public, Media Relations and Networking;

N. Committee on Labor and Professional Affairs;

O. Committee on Assistance to the Philippines ;

P. Committee on Membership;

Q. Committee on Amerasians; and,

R. Committee on Fund Development, and

S. Committee on Information Technology.

Section 2. Committee Officers and Members – Every committee may have Fifteen (15) members representing the Twelve (12) Regions, a Youth Member and Two (2) members appointed by the National Chair as Committee Chair and Vice Chair. The Regional Chair shall appoint each regional representative. The National Youth Chair shall appoint the Youth Member. Each member shall serve for two (2) years or until his or her successor shall have been appointed.

No Change.

Section 4. Special Committees and Task Forces – The National Chair may designate necessary Special Committees or Task Forces and appoint corresponding Committee Chair and Vice-Chair for each.

Section 4 3. Special Committees and Task Forces – The National Chair may create designate necessary special committees or task forces and appoint corresponding Committee Chair and Vice-Chair for each.

Section 3. Responsibilities of the Committees – The responsibilities of the Committees shall be the following:

A. To develop and recommend policy guidelines essential to the mission of NaFFAA relative to the particular concern and/or functional domain of the Committee, for appropriate action by the NaFFAA Empowerment Conference;

B. To establish a plan of action to carry out its responsibilities;

C. To recommend positions and policies to the National Chair and/or to the NaFFAA Empowerment Conference;

D. To provide for a forum of study, discussion, source of information and its dissemination concerning its area of responsibility;

E. To study, evaluate and deliberate on issues and development in their areas of responsibility;

F. To assist the Regions in the proper understanding and deliberation of issues;

G. To prepare and submit resolutions to the National Chair for deliberation within the NaFFAA Board of Directors prior to submission to the NaFFAA Empowerment Conference; and,

H. To perform such other tasks which the National Chair, the NaFFAA Board of Directors or the NaFFAA Empowerment Conference may delegate.

Section 3 4. Responsibilities of the Committees – The responsibilities of the Committees shall be the following:

A. To develop and recommend policy guidelines essential to the mission of NaFFAA relative to the particular concern and/or functional domain of the Committee, for appropriate action by the NaFFAA Empowerment Conference;

B. To establish a plan of action to carry out their its responsibilities;

C. To recommend positions and policies to the National Chair and/or to the NaFFAA Empowerment Conference;

D. To provide for a forum of study, discussion, source of information and its dissemination concerning their respective its areas of responsibility;

E. To study, evaluate and deliberate on issues and development in their areas of responsibility;

F. To assist the Regions in the proper understanding and deliberation of issues;

F. G. To prepare and submit resolutions to the National Chair for deliberation within the NaFFAA Board of Directors prior to submission to the NaFFAA Empowerment Conference; and,

G. H. To perform such other tasks which the National Chair, the NaFFAA Board of Directors or the NaFFAA Empowerment Conference may prescribe delegate.

ARTICLE XII – MEMBERSHIP TERMINATION

Section 1. Voluntary Termination – Any member may terminate membership with the Federation, upon delivery of a written notice to the Chief of Staff. The effective date of resignation shall be the one indicated in the letter. In the absence of any designated date, the resignation shall take effect upon receipt of the letter by the Chief of Staff.

ARTICLE XII – MEMBERSHIP TERMINATION

Section 1. Voluntary Termination – Any member may terminate membership with the Federation, upon delivery of a written notice to the Chief of Staff. The effective date of termination resignation shall be the one indicated in the letter. In the absence of any designated date, the termination resignation shall take effect upon receipt of the letter by the Chief of Staff.

Section 2. Termination of Organizational Affiliation – The NaFFAA Board of Directors may terminate the affiliation of any Association that flagrantly dishonors the Constitution and Bylaws of NaFFAA or the laws of the United States or any State. The Board of Directors shall formulate appropriate procedures to give due hearing before any disciplinary action is taken as well as rules for readmission or reinstatement of organizations whose affiliation was terminated.

Section 2. Termination of Membership Organizational Affiliation The NaFFAA Board of Directors may terminate the membership affiliation of any Member who commits any act in violation of that flagrantly dishonors the Constitution and Bylaws of NaFFAA or the laws of the United States or any State.

Section 3. Individual Expulsion – Any member or delegate of the Federation who is found to have violated these Constitution and/or Bylaws, or the laws of the United States or any State, may be expelled by the NaFFAA Board of Directors. The Board of Directors shall formulate appropriate procedures to give due hearing before any disciplinary action is taken as well as rules for readmission or reinstatement of expelled members.

Section 3. Procedures for Termination The NaFFAA Board of Directors shall formulate appropriate procedures to give due hearing before any disciplinary action is taken against a Member as well as rules for readmission or reinstatement of membership. organizations whose affiliation was terminated.

Section 3. Individual Expulsion Any member or delegate of the Federation who is found to have violated these Constitution and/or Bylaws, or the laws of the United States or any State, may be expelled by the NaFFAA Board of Directors. The Board of Directors shall formulate appropriate procedures to give due hearing before any disciplinary action is taken as well as rules for readmission or reinstatement of expelled members.

ARTICLE XIII – PROTEST, COMPLAINTS, AND GRIEVANCE PROCEDURES

Section 1. Requirements Any protest, complaint or grievance regarding the NaFFAA shall be submitted in writing by a petition from a group of at least ten Members of the Board or a combination of Individual Charter Members and Constituent Charter Members. A protest/complaint letter shall be sent by Certified or Registered mail addressed to the NaFFAA Executive Committee,Attention: the National Chair, cc: to the entire NaFFAA Board of Directors. Such letter shall set forth the reasons for the letter and shall specify proposed actions to be considered by the Committees. The NaFFAA Executive Committeeshall exert all efforts to resolve the protest, complaint, or grievance raised in the letter before it is elevated to the Grievance Committee. Whenever necessary, it should seek the advice of those whose expertise include the complex area of torts, individual rights and related codes in recognition of the serious import, the contentiousness, and the potentially divisive nature of such matters.

ARTICLE XIII – PROTEST, COMPLAINTS, AND GRIEVANCE PROCEDURES

Section 1. Requirements Any dispute protest, complaint or grievance among Members, Local Chapters, or Regions regarding the NaFFAA shall be submitted by either party in writing by a petition from a group of at least ten Members of the Board or a combination of Individual Charter Members and Constituent Charter Members. A protest/complaint letter shall be sent by Certified or Registered mail addressed to the NaFFAA Executive Committee,Attention: the National Chair, cc: to the entire NaFFAA Board of Directors. Such letter shall set forth the reasons for the letter and shall specify proposed actions to be considered by the Committees. The NaFFAA Executive Committeeshall exert all efforts to resolve the protest, complaint, or grievance raised in the letter before it is elevated to the Grievance Committee. Whenever necessary, it should seek the advice of those whose expertise include the complex area of torts, individual rights and related codes in recognition of the serious import, the contentiousness, and the potentially divisive nature of such matters.

Section 2. Grievance Committee – In the event that conciliation fails, the National Chair and upon recommendation of the General Counsel, shall appoint a Special Grievance Committee. The Committee shall consist of Three (3) members, Two (2) from the NaFFAA Board of Directors and One (1) from the Regional Division or sector of the complainant. The General Counsel shall serve as an ex-officio member without a vote.

Section 2. Grievance Committee – In the event that conciliation fails, the National Chair and upon recommendation of the General Counsel, shall create appoint a Special Grievance Committee. The Committee shall consist of Three (3) members with at least one (1) member from the NaFFAA Board of Directors and one (1) representative each from the Region of the parties to the dispute, if applicable. The General Counsel shall serve as an ex-officio member without the right to vote.

The previous version allows Grievance Committee representation from the home region of the complainant only. Under the proposed amendment, both parties to the dispute are now represented in the said committee in the interest of impartiality.

Section 3. Hearing – The Grievance Committee shall hold a hearing either orally or via teleconference within thirty days.

Section 3. Hearing – The Grievance Committee shall hold a hearing either orally or via teleconference within thirty (30) days.

Section 4. Notice of Decision – Following the hearing, the Grievance Committee shall make its recommendation in writing to the National Chair. The recommendation of the Committee shall be approved by a two-thirds (2/3) vote of the NaFFAA Board of Directors in a Board meeting specially called for that purpose. The Committee shall notify the party or parties involved of the decision of the Board in writing within thirty (30) days. The decision of the Board of Directors shall be final.

Section 4. Notice of Decision – Following the hearing, the Grievance Committee shall make its recommendation in writing to the National Chair. The recommendation of the Committee shall be approved by a two-thirds (2/3) vote of the NaFFAABoard of Directors in a Board meeting specially called for that purpose. The Committee shall notify the party or parties involved of the Board decision of the Board in writing within thirty (30) days. The decision of the NaFFAA Board of Directors shall be final.

Section 5. Electoral Protests – The appropriate Commission on Elections, whose jurisdiction shall be exclusive, shall handle all electoral protests.

No Change.

ARTICLE XIV – FINANCIAL MANAGEMENT CONSIDERATIONS

Section 1. The Fiscal Year – The Fiscal Year of NaFFAAshall be January 1 through December 31.

ARTICLE XIV – FINANCIAL MANAGEMENT CONSIDERATIONS

No Change.

Section 2. Budget – The National Treasurer shall prepare an Annual Budget to cover the entire operational expenses of NaFFAA every fiscal year. The Budget shall include costs of standard operations and special projects. The Budget shall specify sources of revenues to cover the costs. In preparing the Annual Budget, the National Treasurer shall work closely with the Chief of Staff. The National Treasurer shall make the final recommendation to the National Chair for approval by the NaFFAA Board of Directors.

Section 2. Budget – The National Treasurer shall prepare the an Annual Budget to cover the entire operational expenses of NaFFAA every fiscal year. The Budget shall include costs of standard operations and special projects. The Budget shall specify sources of revenues to cover the costs. In preparing the Annual Budget, the National Treasurer shall work closely with the Chief of Staff. The National Treasurer shall submit the proposed Annual Budget final recommendation to the National Chair for approval by the NaFFAA Board not later than December 31 of the prior fiscal year. of Directors.

The National Treasurer should submit the recommended annual budget within a specified period.

Section 3. Contributions and Donations – Except as restricted by laws governing non-profit tax exempt organizations, gifts, bequests of real or personal property of every nature and description and wherever located, may be accepted. The NaFFAAmay use, hold, manage, deal with and dispose of the same to such extent as may be advisable for fulfilling the purposes of the Federation.

No Change.

Section 4. Endowment Fund The Federation may establish such endowment funds as the NaFFAA Board of Directors deems necessary or advisable which shall be administered pursuant to the Rules and Regulations set forth by the Board of Directors.

Section 4. Other Endowment Funds The NaFFAA Board Federation may establish such other endowment funds as it the NaFFAA Board of Directors deems necessary or advisable which shall be administered pursuant to the rules and regulations it prescribes sets forth by the Board of Directors.

Section 5. Indemnity The Federation may indemnify any Officer, Member of the Board, its agent, or employee as to those liabilities and on those terms and conditions as are specified by Law. In any event, the Federation shall have the right to purchase and maintain insurance on behalf ofany such person(s) whether or not the Federation would have the power to indemnify such person(s) against the liability insured against.

Section 5. Indemnity The NaFFAA Federation may indemnify any Officer, Member of the NaFFAA Board, its agent, or employee for as to those liabilities incurred in the course of performing their functions in good faith under such and on those terms and conditions as are specified by law. In any event, the NaFFAA Federation shall have the right to purchase and maintain insurance on behalf ofany such person(s).

Limitation on the right to indemnification

ARTICLE XV – PARLIAMENTARY AUTHORITY

The rules contained in the current edition of Robert's Rules of Order Newly Revised shall govern NaFFAA in all cases to which they are applicable and in which they are not inconsistent with these Constitution and Bylaws and any special rules of order the Federation may adopt.

ARTICLE XV – PARLIAMENTARY PROCEDURE AUTHORITY

The rules contained in the current edition of Robert's Rules of Order Newly Revised shall govern NaFFAA in all cases to which they are applicable and in which they are not inconsistent with these Constitution and Bylaws and any special rules of order the Federation may adopt.

ARTICLE XVI – MISCELLANEOUS PROVISIONS

Section 1. Enforcement of National Policies – All NaFFAA Members shall comply with all the resolutions and polices adopted by the NaFFAA, the NaFFAA Board of Directors or the NaFFAA Empowerment Conference.

ARTICLE XVI – MISCELLANEOUS PROVISIONS

Section 1. Enforcement of National Policies – All NaFFAA Members shall comply with all the resolutions and polices adopted by the NaFFAA, the NaFFAA Board of Directors or the NaFFAA Empowerment Conference.

Section 2. Liability and Responsibility of Member – Voting or non-voting members or delegates shall not be personally liable for any debts, liabilities or obligations of NaFFAA.

Section 2. Liability and Responsibility of Member Voting or non-voting members or delegates shall not be personally liable for any debts, liabilities or obligations of NaFFAA.

Section 3. Exercise of Citizenship Rights – All members of Constituent Organizations shall be encouraged to participate in the American political process. However, no NaFFAA Member shall make any political contributions, or endorse political candidates in the name of NaFFAA.

Section 3 2. Exercise of Citizenship Rights – All members of Constituent Organizations shall be encouraged to participate in the American political process. However, no NaFFAA Member shall make any political contributions, or endorse political candidates in the name of NaFFAA.

Section 3. Transitory Provision. Officers whose positions have been abolished or otherwise modified pursuant to the amendments herein shall remain in office for the remainder of their term. Such officers may be reappointed, at the discretion of the National Chair or Regional Chair having jurisdiction, to an equivalent or other official position.

Added to facilitate turn over and smooth transition.

Section 4. Refusal of Membership – NaFFAA is open to all members of organizations which support the broad purposes of NaFFAA as stated in Article III of the Constitution. NaFFAA reserves the right to refuse membership to members of organizations that the NaFFAA Board of Directors, by majority vote, deems to have purposes inconsistent with those stated in the NaFFAA Constitution and Bylaws

Section 4. Refusal of Membership – NaFFAA is open to all members of organizations which support the broad purposes of NaFFAA as stated in Article III of the Constitution. NaFFAA reserves the right to refuse membership to members of organizations that the NaFFAA Board of Directors, by majority vote, deems to have purposes inconsistent with those stated in the NaFFAA Constitution and Bylaws

ARTICLE XVII – AMENDMENTS AND EFFECTIVITY

Section 1. Amendment to Articles of Incorporation – The Articles of Incorporation of the Federation may be amended by two-thirds (2/3) vote of the Delegates to the NaFFAA Empowerment Conference.

ARTICLE XVII – AMENDMENTS AND EFFECTIVITY

Section 1. Amendment to Articles of Incorporation or Bylaws The Constitution or the Bylaws Articles of Incorporation of the Federation may be amended by two-thirds (2/3) vote of the voting Delegates to the NaFFAA Empowerment Conference. Members shall be given a copy of the proposed amendment(s) at least thirty (30) days prior to the date of the NaFFAA Empowerment Conference.

Section 2. Amendment to Bylaws – These Bylaws may be amended by two-thirds (2/3) vote of the Delegates to the NaFFAA Empowerment Conference. Members shall be given a copy of the proposed amendment(s) at least Thirty (30) days prior to the date of the NaFFAA Empowerment Conference.

Section 2. Amendment to Bylaws These Bylaws may be amended by two-thirds (2/3) vote of the Delegates to the NaFFAA Empowerment Conference.

Members shall be given a copy of the proposed amendment(s) at least Thirty (30) days prior to the date of the NaFFAA Empowerment Conference.

Section 3. Effective Date These amended Bylaws shall take effect upon the formal adoption and ratification by the Delegates to the Fifth NaFFAA Empowerment Conference of the National Federation of Filipino American Associations to be held on August 28 to August 31, 2002 in San Jose , California .

Section 2 3. Effective Date These amended Bylaws shall take effect upon the formal adoption and ratification by the Delegates to the Fifth Sixth NaFFAA Empowerment Conference of the National Federation of Filipino American Associations to be held on September 10 to September 12, 2004 in Rosemont , Illinois . August 28 to August 31, 2002 in San Jose , California .

********************

CERTIFICATION

This is to certify that these amended Bylaws of the National Federation of Filipino American Associations (NaFFAA) was formally ratified by the Delegates to the Fifth NaFFAA Empowerment Conference on August 28 – 30 at the Doubletree Hotel in San Jose, California.

********************

CERTIFICATION

This is to certify that these amended Bylaws of the National Federation of Filipino American Associations (NaFFAA) was formally ratified by the Delegates to the Sixth Fifth NaFFAA Empowerment Conference on September 10 to September 12, 2004 at the Radisson OHare Hotel in Rosemont (Chicago area), Illinois August 28 – 30 at the Doubletree Hotel in San Jose, California.