Bylaws

BYLAWS of USTC ALUMNI FOUNDATION (12/11/95)

Article I Section 1. Name: The name of the organization is the University of Science and Technology of China Alumni Foundation, hereinafter referred to as "the USTCAF". The University of Science and Technology of China will be abbreviated as USTC in this document. Section 2. Nature: The USTCAF is a non-profit organization. All members of the USTCAF work voluntarily. The USTCAF is independent of USTC. The USTCAF is independent of any USTC alumni association. Section 3. Versions: There two two versions, in Chinese and in English, of bylaws for the USTCAF. Whenever there is an inconsistence, the Chinese version will be enforced. Section 4. Address: Registered Office. The registered office of the USTCAF within the State of Delaware shall be at 901 Rahway Drive, Newark, DE 19711. Section 5. Other Offices: The USTCAF may also have offices other than said registered office within the United States and around the world. Article II Section 1. Mission: The foundation is to enhance excellence among the members of USTC, which includes both a highly selective student body and a prestigious faculty. Section 2. Goals and Scholarships: a. Provide a scholarship to the most outstanding high school graduates in China to attend USTC. The scholarship name is "Star of Hope". A qualified scholarship recipient must have USTC as his/her first choice in his/her application and be admitted to USTC. He/she must fulfill at least one of the following two additional requirements: 1) scoring within the top one hundred in his/her province on his/her National High-Education Entrance Examination; or 2) being a winner of national/international high school student competition in math, physics, chemistry, or other major academic field, within the last two years of high school education. b. Assist USTC to draw the best teachers working or giving lectures in USTC. c. Promote scientific exchange programs between USTC and universities in the USA and other countries. In particular, connect USTC alumni to the USTC faculty for joint research projects. d. Provide a scholarship to the best graduates of USTC to assist them going to good graduate schools in the USA and world. e. Provide a scholarship to the best college graduates, excluding ones from USTC, to attend USTC for their graduate studies. ** Comment: Some of the above points b-e may not be put in practice in ** Comment: near future. And some are for USA government to read as the ** Comment: Foundation is to be registered in USA and to apply for ** Comment: deduction. Please consult the Chinese version. Article III Section 1. Organization: The USTCAF shall have a Governing Board (GB) consisting of no less than ten, but no more than 20 members. These members are called directors. The important decisions must be made by the Governing Board meetings. The USTCAF shall have a three-member executive committee (EC), consisting of a chairperson, a vice-chair, and a secretary, and several other standing committees in charge of various functions/areas. Standing Committees include Membership/Alumni Services, Fund-raising, Finance, Publicity, Communication, USTC liaison, and Scholarship. The Chairperson, Vice-chair, and directors of subcommittees are appointed by the Governing Board, and they are usually directors of the Governing Board. Section 2. Executive Committee: a. The EC supervises the manage, represents USTCAF externally, solves urgent problems, and sets agenda for the board (GB) meetings. b. The EC shall follow the bylaws and execute the resolutions of the GB. After vetoing any resolution made by the GB, a written report must be prsented to the GB's next meeting. c. The EC must file a report on daily operations once every two months. d. The EC is responsible to deposit fund raised by the USTCAF into a bank and to co-sign all checks. c. The EC is responsible to record all contributions, member lists, and all expenditures. e. Vice-chair will serve as acting chair at Chairperson's absence. f. Chairperson is the official spokesperson for USTCAF. He/she can authorize any other officer or board member to represent him/her externally. Section 3. Procedures: a. The Governing Board is elected by members of the USTCAF. The procedure is defined by Article III4. The term of the Governing Board is two-year. Only those who have been members of the USTCAF for six months or more are qualified to be the members of the Governing Board. All directors of the Governing Board must have electronic mail access. b. Any member of the Governing Board can send a petition to the EC for a board debate on his/her proposal, usually, by electronic mail. The voting deadline must be at least seventy two hours after the call. A quorum needs two-third of directors. A passing resolution needs two-third votes. Only the Chairperson or three Governing Board members can initiate such debates and votings. c. The Chairperson is elected by the Governing Board. Only those directors of the Governing Board are qualified for the Chairperson. The term for the Chairperson is one year which is understood not less than ten months, but not more then fourteen months. No one is to hold the Chairperson position for two consecutive terms. d. Upon an impeachment of two-third directors of the Governing Board, the President is to step down in fifteen days. e. Any officer can resign from the GB, the EC, or other subcommittees provided a notice of resignation seven days in advance. f. Any officer can be dismissed by 2/3 directors of the Governing Board at anytime. g. Committee chair's term is one-year and there is no term limit. Section 4. Election: A general election for the Governing Board will be conducted between November and February every other year by mail and electronic mail ballot. The election will be conducted by the current Governing Board, or by members appointed by the current Governing Board. A quorum needs one-forth of members. The election needs to be announced thirty days in advance. All nominations must be submitted to the election committee at least seven days before the election. Section 5. Membership: a. Founding members are alumni and teachers of USTC. b. Regular membership expires each year. c. Life-time members are eligible for all future votings. d. Payment of annual dues one hundred days prior to the election is a a prerequisite to being a voting member. e. The amount of dues is set by the GB. It may be changed each year. f. The EC shall be responsible for collecting the dues and keeping membership records up-to-date. The collected dues and records shall be kept by the Governing Board as well. g. Any financial contribution to the Foundation is considered as a membership payment. h. The account summary shall be presented to the GB and public at least once every two months. i. Life-time membership due for 1995 is US one hundred twenty five dollars. Regular membership due for 1995 is US fifteen dollars. j. Unless specified by contributors, those who donate more fund than the membership due will be listed as members automatically. k. The Foundation keep the anonymity of all or part of information of a contributor, if he or she wishes so. Section 7. Member meetings: Only the GB can call the general member meetings. Members can submit proposed agenda items to the Chairperson or the directors of the GB. Announcement of the general member meeting including the agenda will be sent to all members no later than seven days before the meeting. A quorum needs one-third of members in such a case. Any resolution needs two-thirds for-votes. Such meetings are rare. Section 8. Minutes: Minutes of the meeting shall be prepared by the chairperson of the meeting and shall be distributed within two weeks after the meeting. Records of the approved minutes shall be kept by the EC. Article IV Section 1. Fund campaign: All donation forms and campaign letters under the name of the Foundation must be approved by the president. All contributions must be payable directly to "USTC Alumni Foundation". To make checks payable to any fund raising member is illegal. Section 2. Expenditures: Guaranteed eighty five percent of fund will go to the scholarships. Salary or work compensation is forbidden. Expenditures for fund raising parties will never be from the Foundation. Such expenditures must be paid by the party members only, not from the checks payable to the Foundation. Section 3. Regional subcommittees: All members are encouraged to form local subcommittees for the Foundation. A regional subcommittee will be expelled from the Foundation if it collects its own member dues, or its own fund. The President shall make decisions to dismiss any regional subcommittee if its policy disagrees with that of the Foundation. Section 4. Financial reports: At least once a year, the Bookkeeper needs to present a list of all contributions that year and a list of total contributions by each person in the history, which will be sent to every member as a form of receipt. Article V Section 1. Amendments: The Bylaws may be amended by member meetings specified by Article IV7. The Bylaws can also be amended by two-thirds for-votes of the Governing Board. However the new Bylaws can be effective only after fifty days of the amendment. USTC Alumni Foundation