ARTICLE I OFFICES

SECTION 1. PRINCIPAL OFFICE

The principal office of the corporation is in the County of Seminole, State of Florida.

SECTION 2. CHANGE OF ADDRESS

The designation of the county or state of the corporation’s principal office may be changed by amendment of these Bylaws. The Board of Directors may change the principal office from one location to another within the named county by noting the changed address and effective date below, and such changes of address shall not be deemed, nor require, an amendment of these Bylaws:811 Wilma St Longwood, FL 32750

SECTION 3. OTHER OFFICES

The corporation may also have offices at such other places, within or without its state of incorporation, where it is qualified to do business, as its business and activities may require, and as the board of directors may, from time to time, designate.

ARTICLE 2 NONPROFIT PURPOSES

SECTION 1. IRC SECTION 501(C)(3) PURPOSES

This corporation is organized exclusively for one or more of the purposes as specified in Section 501(c)(3) of the Internal Revenue Code, including, for such purposes, the making of distributions to organizations that qualify as exempt organizations under Section 501(c)(3) of the Internal Revenue Code.

SECTION 2. SPECIFIC OBJECTIVES AND PURPOSES

The specific objectives and purposes of this corporation shall be: Public Benefit Corporation – (public & charitable purpose) To establish place(s) of worship, Islamic center(s), and community center(s). The association will strive to create an open and welcoming environment for the entire family including children as well as unmarried adults in its facilities and activities. Youth activities for boys & girls to include youth camps, competitive sports, recreational, and social gathering. Place of meeting for the elderly and retirees. Center for Marriage, Eid festivals, Aqeeqa and Graduation celebrations Promote unity between Muslims of all cultures, races, and nationalities. To revitalize cooperative endeavors with other Muslim organizations. To promote friendly relations and understanding between Muslims and followers of other faiths. Give back to the greater community through charity and community service. Operate as an independent body and not be affiliated with any local or regional organization.

ARTICLE 4 OFFICERS

SECTION 1. DESIGNATION OF OFFICERS

The officers of the corporation shall be a President, a Vice President, a Secretary, and a Treasurer. The corporation may also have a Chairperson of the Board, one or more Vice Presidents, Assistant Secretaries, Assistant Treasurers, Regional Directors, and other such officers with such titles as may be determined from time to time by the Board of Directors.

SECTION 2. QUALIFICATIONS

The role of officer requires a firm commitment with high expectations of active participation in all meetings and events. Officers must be highly motivated to promote unity among Muslims, be willing to discuss basic fundamentals of Islam with people of other faiths, and have a keen desire to help the needy.

SECTION 3. ELECTION AND TERM OF OFFICE

Officers shall be elected by the Board of Directors, at any time, and each officer shall hold office until he or she resigns or is removed or is otherwise disqualified to serve, or until his or her successor shall be elected and qualified, whichever occurs first.

SECTION 4. REMOVAL AND RESIGNATION

Any officer may be removed, either with or without cause, by the Board of Directors, at any time through a 2/3 vote. Any officer may resign at any time by giving written notice to the Board of Directors or to the President or Secretary of the corporation. Any such resignation shall take effect at the date of receipt of such notice or at any later date specified therein, and, unless otherwise specified therein, the acceptance of such resignation shall not be necessary to make it effective. The above provisions of this Section shall be superseded by any conflicting terms of a contract which has been approved or ratified by the Board of Directors relating to the employment of any officer of the corporation.

SECTION 5. VACANCIES

Any vacancy caused by the death, resignation, removal, disqualification, or otherwise, of any officer shall be filled by the Board of Directors. In the event of a vacancy in any office other than that of President, such vacancy may be filled temporarily by appointment by the President until such time as the Board shall fill the vacancy. Vacancies occurring in offices of officers appointed at the discretion of the board may or may not be filled as the board shall determine.

SECTION 6. DUTIES OF PRESIDENT

The President will serve at the pleasure of the board and shall be the chief executive officer of the corporation and shall, subject to the control of the Board of Directors, supervise and control the affairs of the corporation and the activities of the officers. He or she shall perform all duties incident to his or her office and such other duties as may be required by law, by the Articles of Incorporation, or by these Bylaws, or which may be prescribed from time to time by the Board of Directors. Unless another person is specifically appointed as Chairperson of the Board of Directors, the President shall preside at all meetings of the Board of Directors and, if this corporation has members, at all meetings of the members. Except as otherwise expressly provided by law, by the Articles of Incorporation, or by these Bylaws, he or she shall, in the name of the corporation, execute such deeds, mortgages, bonds, contracts, checks, or other instruments which may from time to time be authorized by the Board of Directors.

SECTION 7. DUTIES OF VICE PRESIDENT

In the absence of the President, or in the event of his or her inability or refusal to act, the Vice President shall perform all the duties of the President, and when so acting shall have all the powers of, and be subject to all the restrictions on, the President. The Vice President shall have other powers and perform such other duties as may be prescribed by law, by the Articles of Incorporation, or by these Bylaws, or as may be prescribed by the Board of Directors.

SECTION 8. DUTIES OF SECRETARY

The Secretary shall: Certify and keep at the principal office of the corporation the original, or a copy, of these Bylaws as amended or otherwise altered to date. Keep at the principal office of the corporation or at such other place as the board may determine, a book of minutes of all meetings of the directors, and, if applicable, meetings of committees of directors and of members, recording therein the time and place of holding, whether regular or special, how called, how notice thereof was given, the names of those present or represented at the meeting, and the proceedings thereof. See that all notices are duly given in accordance with the provisions of these Bylaws or as required by law. Be custodian of the records and of the seal of the corporation and affix the seal, as authorized by law or the provisions of these Bylaws, to duly executed documents of the corporation. Keep at the principal office of the corporation a membership book containing the name and address of each and any members, and, in the case where any membership has been terminated, he or she shall record such fact in the membership book together with the date on which such membership ceased. Exhibit at all reasonable times to any director of the corporation, or to his or her agent or attorney, on request therefore, the Bylaws, the membership book, and the minutes of the proceedings of the directors of the corporation. In general, perform all duties incident to the office of Secretary and such other duties as may be required by law, by the Articles of Incorporation, or by these Bylaws, or which may be assigned to him or her from time to time by the Board of Directors.

SECTION 9. DUTIES OF TREASURER

The Treasurer shall: Have charge and custody of, and be responsible for, all funds and securities of the corporation, and deposit all such funds in the name of the corporation in such banks, trust companies, or other depositories as shall be selected by the Board of Directors. Receive, and give receipt for, monies due and payable to the corporation from any source whatsoever. Disburse, or cause to be disbursed, the funds of the corporation as may be directed by the Board of Directors, taking proper vouchers for such disbursements. Keep and maintain adequate and correct accounts of the corporation’s properties and business transactions, including accounts of its assets, liabilities, receipts, disbursements, gains and losses. Exhibit at all reasonable times the books of account and financial records to any director of the corporation, or to his or her agent or attorney, on request therefore. Render to the President and directors, whenever requested, an account of any or all of his or her transactions as Treasurer and of the financial condition of the corporation. Prepare, or cause to be prepared, and certify, or cause to be certified, the financial statements to be included in any required reports. In general, perform all duties incident to the office of Treasurer and such other duties as may be required by law, by the Articles of Incorporation of the corporation, or by these Bylaws, or which may be assigned to him or her from time to time by the Board of Directors.

SECTION 10. COMPENSATION

The salaries of the officers, if any, shall be fixed from time to time by resolution of the Board of Directors. In all cases, any salaries received by officers of this corporation shall be reasonable and given in return for services actually rendered to or for the corporation.

ARTICLE 5 BOARD OF TRUSTEES

SECTION 1. PURPOSE

The purposes of creating a Board of Trustees (hereinafter referred to as BoT) are as follows:- 1. Preserve the overall vision of the Association of building a vibrant community. 2. Protect the assets of the organization. 3. Act as a means of checks and balances to the Board of Directors, and the Officers by holding a veto power on the Board’s major decisions which the BoT deems jeopardizing the core tenets of the organization.

SECTION 2: RESPONSIBILITIES OF BOARD OF TRUSTEES

1. The BoT holds veto power on the following decisions of the Board of Directors 1. Any action involving the purchase, sales, leasing of facilities (other than short team leasing for events) must be done with the approval of the Board of Trustees. 2. In the rare instance when the Board of Directors does not follow the above rules or deviate from the vision and charter of the Association, the Board of Trustees has the right to take the following actions. 1. Declare the action as void, upon written notice and give the board 60 days to correct it. If the board does not correct the decision according to the guidance of the BoT, the BoT has the authority to dismiss the Board of 2. Directors and call for a general election. The chairman of the BoT must communicate the decision to the members of Association along with explanation for the BoT decision within 48 hours. The General Assembly must be called within 30 days for the purpose electing a new BoD. Should the quorum be not present at the general assembly meeting, the election must be completed within 60 days of dismissal.

SECTION 3: COMPOSITION OF BOARD OF TRUSTEES

The Board of Trustees shall consist of a minimum of 3 and a maximum of 5 members. The BoT are appointed by the Board of Directors for a 7-year term. The term of the initial board of directors shall however expire upon the election of the first complete elected class of the Board of Directors, who at which time shall chose to elect the Board of Trustees. All decisions of BoT require approval of a simple majority of the Trustees. The BoT will choose among themselves a Chairman and a Secretary. The BoT members, including the Chairman and the Secretary are not the officers of the Association. The Chairman shall preside over the BoT meetings. He is also the spokesman of the BoT activities. The BoT Secretary shall maintain record of minutes of every meeting and of all correspondence pertaining to the BoT activities. A Trustee can also be part of the board of directors, but will have only one vote in any decisions that needs a vote. The BoT will meet at a minimum on a quarterly basis.

SECTION 4: BOARD OF TRUSTEE QUALIFICATIONS

Qualifications of Board of Trustee shall include the following:- Must be a voting member of the organization for at least 2 years. Be a regular attendee at events and an active participant as a volunteer or a leader of activities of the Association. Be committed to supporting the Association They must meet one of the criteria below: Must be a current member of Board of Directors or must have previously served in the Board of Directors. Current members of the Board of Directors can only join the BoT by appointment and not by election. Must have served in at least one subcommittee under a Board member for a period of at least 1 year and have made significant contribution through such service. There must be documented proof of contribution and participation.

SECTION 5: RESIGNATIONS AND DISMISSALS

A BoT member can be immediately removed from the BoT by unanimous vote of other BoT members. The General Assembly also has the power to remove a member of the BoT for gross misconduct or deliberate violation of the Association Bylaws, or whenever the best interest of the Association warrants it. A two-thirds (2/3rd) majority vote of the General Assembly, where quorum is present, shall be required to adopt a “No Confidence Motion” to remove a BoT member. The Board of Directors may remove a trustee through a unanimous vote. If a BoT member resigns, or is removed or leaves the area prior to the expiration of his term, the following rules are used to fill the vacancy. If the outgoing Trustee (either by resignation or dismissal) is an appointed member from Board of Directors, the Board of Directors will appoint the replacement. All the appointed member must meet the requirements set forth in Section 8.4.

ARTICLE 6 COMMITTEES

SECTION 1. SECTION 1. ADVISORY BOARD

Directors may at their discretion appoint Advisors. Advisors are individuals who the Directors may consult for their expertise. Their name, title and organization may be included on the letterhead of the Corporation. Advisors do not have any powers with respect to the management of the Corporation. Advisors are referred to collectively as the Advisory Board and may include the Imam or religious advisor. The Advisors of the Corporation shall be appointed by the Directors. Each Advisor shall serve until the Advisory Board is dissolved, until the Advisor shall resign or shall have been removed in the manner provided in these Bylaws, or until his or her death. The Directors may decide at any time to dissolve the Advisory Board. Advisors shall be notified in writing of the dissolution of the Advisory Board. Voluntary resignations shall be submitted to one of the Directors. Any Advisor may be removed by the Directors whenever in their judgment the best interests of the Corporation would be served thereby. A Director shall notify the individual in writing of his or her removal from the Advisory Board.

SECTION 2: OTHER COMMITTEES

The corporation shall have such other committees as may from time to time be designated by resolution of the Board of Directors. These committees may consist of persons who are not also members of the board and shall act in an advisory capacity to the board.

SECTION 3. MEETINGS AND ACTION OF COMMITTEES

Meetings and action of committees shall be governed by, noticed, held and taken in accordance with the provisions of these Bylaws concerning meetings of the Board of Directors, with such changes in the context of such Bylaw provisions as are necessary to substitute the committee and its members for the Board of Directors and its members, except that the time for regular and special meetings of committees may be fixed by resolution of the Board of Directors or by the committee. The Board of Directors may also adopt rules and regulations pertaining to the conduct of meetings of committees to the extent that such rules and regulations are not inconsistent with the provisions of these Bylaws.

ARTICLE 7 EXECUTION OF INSTRUMENTS, DEPOSITS AND FUNDS

SECTION 1. EXECUTION OF INSTRUMENTS

The Board of Directors, except as otherwise provided in these Bylaws, may by resolution authorize any officer or agent of the corporation to enter into any contract or execute and deliver any instrument in the name of and on behalf of the corporation, and such authority may be general or confined to specific instances. Unless so authorized, no officer, agent, or employee shall have any power or authority to bind the corporation by any contract or engagement or to pledge its credit or to render it liable monetarily for any purpose or in any amount.

SECTION 2. CHECKS AND NOTES

Except as otherwise specifically determined by resolution of the Board of Directors, or as otherwise required by law, checks, drafts, promissory notes, orders for the payment of money, and other evidence of indebtedness of the corporation shall be signed by the Treasurer and countersigned by a designated Board member/Trustee.

SECTION 3. DEPOSITS

All funds of the corporation shall be deposited from time to time to the credit of the corporation in such banks, trust companies, or other depositories as the Board of Directors may select.

SECTION 4. GIFTS

The Board of Directors may accept on behalf of the corporation any contribution, gift, bequest, or devise for the nonprofit purposes of this corporation.

ARTICLE 8 CORPORATE RECORDS, REPORTS AND SEAL

SECTION 1. MAINTENANCE OF CORPORATE RECORDS

The corporation shall keep at its principal office: 1. Minutes of all meetings of directors, committees of the board and, if this corporation has members, of all meetings of members, indicating the time and place of holding such meetings, whether regular or special, how called, the notice given, and the names of those present and the proceedings thereof; 2. Adequate and correct books and records of account, including accounts of its properties and business transactions and accounts of its assets, liabilities, receipts, disbursements, gains and losses; 3. A record of its members, if any, indicating their names and addresses and, if applicable, the class of membership held by each member and the termination date of any membership; 4. A copy of the corporation’s Articles of Incorporation and Bylaws as amended to date, which shall be open to inspection by the members, if any, of the corporation at all reasonable times during office hours.

SECTION 2. CORPORATE SEAL

The Board of Directors may adopt, use, and at will alter, a corporate seal. Such seal shall be kept at the principal office of the corporation. Failure to affix the seal to corporate instruments, however, shall not affect the validity of any such instrument.

SECTION 3. DIRECTORS’ INSPECTION RIGHTS

Every director shall have the absolute right at any reasonable time to inspect all books. The copying of records and documents will require Board’s clearance. Any Board member can inspect the physical properties of the corporation and shall have such other rights to inspect the books, records and properties of this corporation as may be required under the Articles of Incorporation, other provisions of these Bylaws, and provisions of law.

SECTION 4. MEMBERS’ INSPECTION RIGHTS

If this corporation has any members, then each and every member shall have the following inspection rights, for a purpose reasonably related to such person’s interest as a member: 1. To inspect at any reasonable time the books, records, or minutes of proceedings of the members or of the board or committees of the board, upon written demand on the Secretary of the corporation by the member, for a purpose reasonably related to such person’s interests as a member. Members shall have such other rights to inspect the books, records and properties of this corporation as may be required under the Articles of Incorporation, other provisions of these Bylaws, and provisions of law.

SECTION 5. RIGHT TO INSPECT

Any inspection under the provisions of this Article may be made in person or attorney and the right to inspection shall exclude the right to copy and make extracts.

SECTION 6. PERIODIC REPORT

The board shall cause any annual or periodic report required under law to be prepared and delivered to an office of this state or to the members, if any, of this corporation, to be so prepared and delivered within the time limits set by law.