洛杉磯培正同學會Consitution and Bylaws
Article 1: The name of the Corporation
The name of this Corporation shall be the Los Angeles Pui Ching Alumni Association (“LAPCAA”). The name in Chinese shall be 洛杉磯培正同學會. This Corporation incorporates the existing unincorporated association known as the “Los Angeles Pui Ching Alumni Association.”
Article 2: Office Location
The principal office of this Corporation is to be located in the City of Palos Verdes Estates, County of Los Angeles. The principal office may be changed only by amendment to these Bylaws. The new location must be within the greater Los Angeles area.
Article 3: Purpose and Objectives
A. To provide social, recreational, cultural and educational interchange amongst PuiChing alumni in the Greater Los Angeles Area.
B. To foster the spirit and motto of Pui Ching, which in Chinese is 至善至正.
C. To maintain communication with Pui Ching schools and other alumni associations.
D. To operate as a non-profit organization.
E. Will not engage in any political activities.
Article 4: Limitations
No part of the net earnings of this Corporation shall inure to the benefit of, or be distributable to its members, trustees, officers, or other private persons, except that this Corporation shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes set forth in Article 3 hereof. No substantial part of the activities of this Corporation shall be the carrying on of propaganda, or otherwise attempting to influence legislation, and this Corporation shall not participate in, or intervene in (including the publishing or distribution of statements) any political campaign on behalf of or in opposition to any candidate for public office. Notwithstanding any other provision of these articles, this Corporation shall not, except to an insubstantial degree, engage in any activities or exercise any powers that are not in furtherance of the purposes of this Corporation.
Article 5: Membership
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Section 1:There shall be one class of members. Any person who is an alumnus, former teacher, or former staff person of the Hong Kong, Guangzhou and Macau Pui Ching Schools who is living in the Greater Los Angeles area is eligible for membership upon the approval of a membership application, by the President or the Vice President of this Corporation and on timely payment of such dues as the Board of Directors may fix from time to time
Section 2: Only members who are current in paid dues may vote, be eligible as a candidate for an officer position, be eligible as a candidate for an office on the Board of Directors, or be eligible to serve as an officer of this Corporation or be eligible to serve as a member of the Board of Directors of this Corporation.
Article 6: Organization
Section 1: The organization and operational procedures of this Corporation shall abide by the principles of the Articles of Incorporation and to this Constitution and Bylaws
Section 2: This Corporation is governed by a seven member Board of Directors.
Section 3: This Corporation’s day-to-day operational activities are managed by a slate of elected and appointed officers.
Section 4: Board of Directors A seven member Board of Directors shall comprise of six members elected during the general election plus the current President. The six elected members will be elected in two staggered four year terms. The current President will be the seventh Director. The Board of Directors will elect a member other than the President to be Chair of the Board.
Section 5: Duties of the Board of Directors The Board of Directors shall set the policies and oversee the general operation of this Corporation. The Board of Directors will meet twice each year or as often as necessary. The Board of Director shall act as mediator and arbitrator in case of dispute amongst members or with non-members involving this Corporation
Section 6: Responsibilities of the Board Chair
The Chair of the Board of Directors shall preside at board meetings and shall exercise and perform such other powers and duties as the Board of Directors may assign from time to time. In the absence of the President and the Vice President, the Chair of the Board shall assume the role of the President.
Section 7: Directors may be re-elected to any number of terms.
Section 8: A director may also serve as officers if elected or appointed.
Section 9: Officers: The President and Vice President will be elected by the members in the general election. The remaining officers will be appointed by the President. These include: Treasurer, Secretary, Membership Chair, Social and Programs Chair and other officers as necessary, subject to approval by the Board of Directors.
Section 10: Duties of Officers
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A. The Chair of the Board: The chair of the Board of Directors shall preside at board meetings and shall exercise and perform such other powers and duties as the Board of Directors may assign from time to time. In the absence of the President and the Vice President, the Chair of the Board shall assume the role of the President.
B. The President: The President shall be the chief executive officer who will supervise and control the operational affairs of this Corporation, subject to the control of the Board of Directors. He or she shall perform all the duties incident to his or her office and such other duties as may be required by law or by these Bylaws. Unless otherwise unable or unavailable, the President shall preside at all meetings of the members.
C. The 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.
D. The Treasurer: The Treasurer has charge and custody of and be responsible for all funds of this Corporation, including the deposit of funds in bank accounts. He or she shall present a summary of the financial statement and balance sheet to the members at the annual members Spring Banquet.
E. The Secretary: The Secretary shall keep a copy of these Bylaws as amended or otherwise altered at date. He or she shall keep a book of minutes of all meetings.
F. Membership Chair: The membership chair will be responsible for keeping the directory of membership current and to recruit new members.
G. Social and Programs Chair: This officer will lead in planning annual social events for the members
H. Other officer positions will be created as needed.
Article 7: Election of Board Members
Section 1: Terms of Board of Directors: The term of each director shall be four years. Every two years, three board members will be retired and three new members will be elected. Thus the members will be elected to four year terms in staggered terms. However, on the first year of incorporation, before any Board of Directors existed, three members will be elected to one two year term. Three others will be elected to four year terms. Two years after this initial election, the three directors whose terms were two years will be replaced by three others whose terms are four years. Thus, all succeeding Board members will be on staggered four year terms. The President will be the seventh director.