A. Purpose of the Organization fully committed to serve community.
The organization, KQII, shall operate without the intent of generating profit for its officers and directors. Any profits or financial surpluses accruing to the organization shall be reinvested solely to further its objectives.
B. Remuneration of Officers and Directors.
All officers and directors shall serve without compensation. No director shall receive, either directly or indirectly, any profit from their position as such. However, a director may be reimbursed for reasonable expenses incurred while performing their duties. Additionally, an officer or director is not prohibited from receiving compensation for services rendered to the organization in a capacity other than their role as a director or officer.
C. Amendments to Corporate Documents.
Amendments to the corporate registration documents or bylaws of the organization require the approval of a two-thirds majority of the existing board members. This approval must be carried out with detailed attention to all necessary changes.
D. Executive officers, Directors and Responsibilities.
The organization’s daily operations, including corporate governance, office administration, finance, accounting, public communication, community networking, and internal coordination, shall be overseen by officials appointed by the Board of Directors (BOD). These officials shall be designated as “Executive Directors” in their respective areas of responsibility.
E. Board of Directors’ Responsibilities and Meetings.
The Board of Directors is responsible for the overall monitoring and evaluation of the organization’s activities. The BOD shall hold a minimum of three meetings per fiscal year. One director will chair each meeting, rotating the role on a term basis. Executive Directors are not eligible to chair BOD meetings. Each director’s term as chair shall last for four years.
F. Fiscal Year
The organization shall follow the Nepali official fiscal year system for all accounting and financial purposes.
Provisions related to Corporate Governance:
Responsibilities of the Board of Directors:
Compliance with Legal Requirements and Corporate Governance
The Board of Directors and officers individually and collectively, is responsible for ensuring that the organization complies with all legal requirements, including applicable laws, bylaws, and internal policies. This includes, but is not limited to:
Annual Filings: The Board must ensure timely submission of required filings, such as annual corporate filings and corporate income tax returns, within the statutory deadlines after receiving Board approval.
Good Corporate Status: The Board is collectively responsible for overseeing the organization’s ongoing operations and maintaining its legal standing.
Corporate Recordkeeping and Financial Oversight
The Board is responsible for the establishment and maintenance of accurate and comprehensive corporate records. These include:
Accounting Records: The Board must ensure the proper documentation of financial transactions, including a complete list of donors, their donations, a list of beneficiaries and the respective amounts they have received, and the organization’s administrative costs.
Financial Documentation: The Board must ensure the compilation and review of monthly banking statements and ensure that all donation receipts are properly printed and issued. This will help guarantee proper tracking of all financial transactions and donations.
Financial Transparency and Accountability:
The Board of Directors must uphold a high standard of financial transparency and accountability to all stakeholders, including donors, the general public, and relevant government bodies. This commitment ensures that:
Donor funds are handled responsibly and transparently.
Financial reporting is clear and accessible, fostering trust with stakeholders.
Compliance with governmental regulations is maintained.