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Merger. For purposes of this Article, reference to "the Corporation" shall include, in addition to the surviving or new Corporation, any merging or consolidating corporation absorbed in a merger or consolidation with the Corporation so that any person who is or was a Director, Officer, employee or agent of such merging or consolidating corporation, or is or was serving at the request of such merging or consolidating corporation as a Director, Officer, employee or agent of another corporation, partnership, venture, trust or other enterprise, shall stand in the same position under the provisions of this Article with respect to the Corporation as he or she would if he or she had served the Corporation in the same capacity.
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Charitable purpose. This Corporation shall be organized and all times thereafter operated, exclusively for public charitable uses and purposes. More specifically, the Corporation is organized and will be operated for the purpose of enhancing the ethnic and cultural heritage of the Bengali community. No part of the net earnings of the Corporation shall inure to the benefit of or be distributable to its officers, directors, or other private persons; but the Corporation shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes as set forth in this Article II. Notwithstanding any other provision of these Bylaws, the Corporation shall not carry on any other activities not permitted to be carried on by a corporation exempt from federal income tax under I. R. C. Section 501(c)(3), or by a corporation, contributions to which are deductible for federal income tax purposes under I. R. C.. Section 170 (c)(2). It is intended that the Corporation shall have, and continue to have, the status of an organization, which is exempt from federal income taxation under I. R. C.. Section 501 (c)(3).ative, seeks indemnification from the Corporation against expenses, including attorneys' fees (and in the case of actions other than those by or in the right of the corporation, judgments, fine and amounts paid in settlement), actually and reasonably incurred by him or her in connection with such action, suit, or proceeding by reason of the fact that such person is or was a Director, officer, employee, or agent of the Corporation, or is or was serving at the request of the Corporation as a Director, officer, employee, or agent of another corporation, domestic or foreign, nonprofit or for profit, partnership, joint venture, trust, or other enterprise, then, unless such indemnification is ordered by a court, the Corporation shall determine, or cause to be determined, in the manner provided under Georgia law whether or not indemnification is proper under the circumstances because the person claiming such indemnification has met the applicable standards of conduct set forth in Georgia law; and, to the extent it is so determined that such indemnification is proper, the person claiming such indemnification may be indemnified to the fullest extent now or hereafter permitted by Georgia law.
Circulation of Notice and other Information. The Secretary of the Corporation shall keep and maintain the email address, postal address and phone number of all Member, Director and Officer and the chairman of the committee shall keep and maintain the email address, postal address and phone number of the committee member. All notice and information shall be circulated by email and if appropriate and when possible in the website of the Corporation. It is Member's responsibility to provide the email address the he checks regularly.