Eastchester Chinese Parents Association Bylaws
Article I
Section 1. Name:
The name of this organization shall be the Eastchester Chinese Parents Association, herein referred to as the "ECPA".
Section2: Nature:
The ECPA is a non-profit organization.
Section3. Registered Office Address:
The registered office of the ECPA shall be located in Eastchester, New York.
Article II
Section 1. Mission:
The mission of the ECPA is to operate as a non-profit, non political organization with below key values:
1. Share the richness of Chinese culture with the students in the Eastchester School District.
2. Bridge the communications between Chinese parents and Eastchester Schools.
3. Promote personal growth and development of Chinese and Chinese American students.
Article III
Section1. Organization:
1. The ECPA shall have a Governing Board, being referred as Board in this document, consisting of no more than fifteen members. These members are called directors. The important decisions must be made by the Board meetings.
2. The ECPA shall have a three-member executive committee (EC), consisting of a President, Secretary, and Treasurer, and several other standing committees in charge of various functions/areas. Standing Committees include Membership, Fund-raising, Publicity, and Communication.
3. The heads of committees are appointed by the Board. There should be Board directors in each committee.
Section 2. Executive Committee (EC):
1. The EC supervises the management, represents ECPA externally, solves urgent problems, and sets agenda for the Board meetings.
2. The EC shall follow the bylaws and execute the resolutions of the Board.
3. The EC must file a report on Board operations once every quarter.
4. The EC is responsible to record all contributions, member lists, and all expenditures.
5. All leaders of ECPA are forbidden to conduct any political, business and other activities under the name of ECPA inconsistent with the mission of ECPA
Section 3. Procedures:
1. Board director shall be elected by a majority vote of the Board. Alternatively, the Board director may be elected by a vote on a general member meeting. Elections will be held annually. Up to one person from a single family may serve on the Board.
2. Board director shall serve a term of two years, with the option for re-election.
3. The Board shall have the authority to govern the organization, set policies, and make decisions in furtherance of its mission.
4. Voting: A quorum shall consist of more than half the number of the board directors. A decision shall be made by a majority vote of the directors present at a meeting, unless otherwise specified in these bylaws.
5. Conflicts of Interest: Directors shall disclose any potential conflicts of interest and abstain from voting on matters where they have a direct or indirect interest. A director with a conflict of interest on a particular matter shall recuse themselves from discussions and decisions related to that matter.
6. Upon an impeachment of two-third directors of the Board, the President is to step down in fifteen days.
7. Any officer can resign from the Board, the EC, or other subcommittees provided a notice of resignation seven days in advance.
8. Any officer can be dismissed by 2/3 directors of the Board at any time. Initiation of dismissal shall be from the President, a majority of EC, or three Board directors. The counting of dismissal votes (both the quorum and two-thirds criteria) shall exclude the Board member who is subject to dismissal recommendation.
9. The term for heads of committees is the same as the Board term and it requires a Board decision to fill a vacancy due to resignation, dismissal or term maturation.
10. The Board may decide to appoint advisors, upon nomination from the President or two Board directors. Such advisors may participate in Board meetings, monitor email communications, audit financial reports and relevant documents, and participate in discussions, but do not have a voting right.
Article IV: Membership
1. Eligibility: Membership in the ECPA is open to all parents, guardians, teachers, and staff who support the objectives of the ECPA.
2. Dues: Membership fee or any amount changes to the membership fee shall be determined by the executive committee and approved by the Board.
3. Any financial contribution from one individual to the Foundation is considered as a membership payment. Unless specified by contributors, those who donate more funds than the membership due will be listed as members automatically.
4. Termination of membership: Failure to pay dues or to follow etiquettes may risk revocation of membership.
Article V: Meetings
1. General Meetings: Regular general member meetings shall be held once a year.
2. Special meetings: Special meetings may be called by the President or upon written request of half number of board directors.
3. Board Meetings: Board meetings shall be held once a quarter of year.
4. Quorum: A quorum for any general or special meeting shall be that number of members equal to 25% of the total number of members entitled to vote at such meeting. Unless otherwise required by law, the certificate of incorporation or these bylaws, the members shall act by a vote of a majority of the members present at any meeting at which a quorum is present
Article VI: Finances
1. Budget: The Treasurer, in collaboration with the executive committee, shall prepare an annual budget for approval by the board.
2. Financial Reports: The Treasurer shall provide financial reports once a year (detailed expenses with itemized receipts and proof of each deposit should be included) to the general membership.
3. Maintain the bank account and Zelle/Venmo/Paypal account associated with ECPA.
Article VIII: Amendments
1. Amendments: These bylaws may be amended by a two-thirds vote of the members present at any general meeting, provided notice of the proposed amendment has been given. However the new Bylaws can be effective only after 30 days of the amendment.
2. Article I-1, Article I-2 of this bylaw shall never be changed in principle.
Article IX: Dissolution
1. Dissolution: In the event of dissolution, any remaining assets after payment of debts shall be distributed for an educational or charitable purpose.