Bylaw

The purpose of this organization is to increase the popularity of our common interests. We hope to add new members so we will be able to grow and expand. We also want to have fun while when we are together and working on projects. By developing relationships and friendships, the organization will become even stronger.

Organization of Chinese Americans, Inc.,
Fairfield County Chapter
EMBRACING THE HOPES AND ASPIRTIONS OF CHINESE AND ASIAN AMERICANS IN THE UNITED STATES
PO Box 16492, Stamford, CT 06905 Website: www.oca-fc.org

Bylaws

March 2003

ARTICLE I. CHAPTER OF NATIONAL ORGANIZATION OF CHINESE AMERICANS

Section 1. The Organization of Chinese Americans, Fairfield County (hereinafter referred to as the OCA-FC, Organization of OCA) is currently a chapter of the national Organization of Chinese Americans (hereinafter referred to as National Organization) and is incorporated in the State of Connecticut as a non-profit organization. The National Organization is a non-profit organization, registered with the Internal Revenue Service, with the federal tax-exempt of 501(c)(3). The Organization began its history as the Chinese Association of Fairfield County (CAFC), registered in Connecticut in 1975. Since its beginning, CAFC operated a Chinese Language School of Fairfield County, which was an integral part of the organization. In 1986, CAFC became a local chapter of the National Organization, in order to speak with a stronger national voice in areas that impact all Chinese Americans. However, the Organization retains its rights and autonomy in serving the local needs of its members.

Section 2. The mission of the Organization is to be an information resource and to serve as liaison for community cultural, educational and charitable outreach programs in order to promote appreciation and understanding of the Chinese language and culture. The National Organization is a national civil rights advocacy and educational organization dedicated to the advancing of the social, political and economic well being of Chinese Americans and Asian/Pacific Islander descent.

Section 3. The Headquarters of the Organization shall be located in the city/town in Fairfield County designated by the Board of Directors.

Section 4. The Organization shall be governed in accordance with its own Articles of Incorporation and Bylaws, and in alignment with the Articles of Incorporation, Constitution and Bylaws of the National Organization. A copy of the current chapter bylaws shall be filed with the National Organization. Any amendments and/or modifications of the Organization Bylaws shall be reported to National Organization and subject to the approval of the National Board.

Section 5. The Organization shall support and comply with the policies and guidelines of the National Organization

Section 6. The Organization shall be represented at the National Organization by the President or a Board member designated by the President.

Section 7. The Organization may be suspended by the National Organization for failure to comply with the National Organization of OCA's Articles of Incorporation, the Constitution, or Bylaws of the National Organization, its policies or resolutions, or failure to pay the chapter dues. See National Organization of OCA's by-laws.

Section 8. If the Organization is disaffiliated with the National Organization, it may elect to rename itself as an independent non-profit entity, with the same mission.

Section 9. The Organization will dissolve itself if no activities have taken place within 24 months. The assets of the organization shall be donated to local or national non-profit organization(s) whose mission is consistent with the spirit of the Organization

ARTICLE II. CHAPTER MEMBERSHIP

Section 1. Eligibility. Membership is open to any United States citizen, any United States permanent or legal aliens in Fairfield County, regardless of race, creed, color, gender, sexual orientation, religion, education, profession or national origin. A member must support the United States Constitution. A member must accept the objectives contained in the Articles of Incorporation, and Bylaws of the Organization. A member cannot be a foreign government agent or belong to an organization that supports subversive activities against the United States. Student members (see section 2.3 below) may be exempted from the requirement to be a United States citizen or a United States permanent resident.

Section 2. Voting Members

2.1 Members shall be at least eighteen years of age. Each member shall be entitled to one vote, except where dues are paid pursuant to Section 4.2, in which case members belonging to the same family shall be entitled to two votes per family.

2.2 Members shall be entitled to all the rights and privileges of the Organization including the right to vote, to hold office, to serve on committees or task forces, to receive the National Organization of OCA's publication, IMAGE, and other services provided by the National Organization and the local Fairfield County Chapter.

2.3 Student Member. Any full time college student who subscribes to the purposes and objectives of the Organization may apply to become a student member of a chapter and the Organization or an at-large member. Any dues-paying student member, at least eighteen years of age, shall be a voting member and have the same rights and privileges as stated in Section 2.2.

Section 3. Non-Voting Members

3.1 Honorary Member. Any Fairfield County, Connecticut United States citizen or permanent resident, who has made a significant contribution to American society, and/or to his/her profession, and/or to the Chinese/Asian American community may be elected to become an honorary member by the Board. The Board shall establish policies and rules governing the granting of the honorary membership.

3.4 Corporate Patron. Any Fairfield County foundation or business concern, which subscribes to the purposes and objectives of the Organization, may be invited to become a patron. The Board shall establish the criteria for and decide the acceptance of the patron. A patron shall be entitled to such privileges and services as defined by the Board, but shall have no right to vote or to hold elective office.

3.5 Affiliated Organizations. Any organization with concerns common to the Organization may apply or be invited to become an affiliated organization. The Board shall establish criteria for, and decide the acceptance of the affiliated organization. The affiliated organization shall make a reasonable annual contribution as defined by the Board based on the services it receives from the Organization. For example Young Organization of Chinese Americans (YOCA) is an affiliated organization.

3.6 Business Member. Any business which subscribes to the purposes and objectives of the Organization may apply to become a business member of a chapter and the Organization. A business member shall be entitled to such privileges and services as defined by the Board, but shall not have the right to vote or hold elective office.

Section 4. Dues

4.1 The annual national dues for members and student members shall be set by the Board. A percentage of the dues will be paid to the national Organization of Chinese Americans. The term of the dues shall be from the first of January to the thirty-first of December of each year. New members joining after July 1 shall only pay half the annual dues for the first year.

4.2 The Board may establish reduced dues for additional members of the same family residing at the same household.

Section 5. Liability and Responsibility of Members

5.1 The Organization should obtain liability insurance to cover the Organization.

5.2 All members are encouraged to actively participate in the American domestic political process as individuals. No member shall make political contributions or endorse political candidates in the name of the Organization, or involve the Organization in foreign politics.

5.3 The membership list is owned by the Organization for its official use only. It cannot be used for commercial purposes by any individual or third party.

Section 6. Membership Termination

6.1 Voluntary Termination. Any voting or non-voting member may terminate membership at any time upon delivery of a written notice to the Secretary or President. No refund of membership dues will be made.

6.2 Involuntary Termination. Any voting or non-voting member who flagrantly violates the Articles of Incorporation or Bylaws of the Organization including deliberately involving the Organization in foreign politics, may be expelled by action of the Board, provided such procedures allow for a proper hearing with the member in question present.

ARTICLE III. CHAPTER OPERATION

Section 1. Board of Directors

1.1 Officers shall be elected, including a President, Treasurer, Secretary, VP for Membership, VP for Programs, VP for Internal Communication and VP for Public Relations. These officers must be voting members of the Organization. Up to an additional 8 members may be elected to the Board in positions to be named by the Board or as at-large members. The President may appoint non-voting advisors such as ex-Board members to the Board.

1.2 The out-going President must remain on the Board in another position for at least one term, in order to provide smooth transition with the new Board.

1.3 Elections shall be held in the fall of the year term expires. The newly elected board term starts in January. Names of the Board members shall be forwarded to the National Organization by the first of January.

1.4 Each Board member shall serve for 2 years, and may run for re-election in the same position for a maximum of 3 more terms, for a maximum of 8 consecutive years. Following a break in service, he/she may elect to again run for election.

1.5 The President is the chief executive and represents the non-profit organization as its chief spokesperson. He/she presides at all Board and membership meetings; has the power to appoint non-voting advisory members to the Board, create task forces and call special Board and membership meetings.

1.6 The Treasurer shall be responsible for budgeting and monitoring the financial status of the Organization, and for overseeing tax filings by the Organization. The Treasurer shall collect and disburse all funds and assets of the Organization based on the guidelines set forth in the annual budget as approved by the Board. The Treasurer shall also keep regular accounts, which at all times shall be open to inspection by any member of the Board. The Treasurer shall give written or oral financial reports at each Board and membership meeting.

1.7 The Secretary shall keep a record of all proceedings and activities of the Organization including minutes of all meetings of the Board and General Membership meetings; shall perform the usual duties of such office and be subject to the direction of the President and the Board.

1.8 The Vice President for Membership shall manage membership records. Working with the Treasurer, he/she must develop a system that accurately tracks status of membership dues.

1.9 The Vice President for Programs shall be responsible for leading the development of events, programs and activities that support the mission of the Organization and the interests of the membership, and attract new members. (See section 3.1) He/she may appoint committees to assist in planning and conducting the programs.

1.10 The Vice President for Internal Communication shall lead in providing formal communication for the membership, as needed, such as newsletters, website etc.

1.11 The Vice president for Public Relations shall be responsible for coordinating external communications, especially with the media. Together with the President, speak for the Organization.

1.12 If an elected Board position, except the Presidency, becomes vacant before the term has expired due to resignation or other causes, the President, with the consent of the Board, shall appoint voting member to fill the position for the remainder of the term.

1.13 If the position of the President becomes vacant before the term has expired due to resignation or other causes, the remaining Board members shall elect an interim President to fill the position for the remainder of the term.

1.14 Any Board member may be dismissed from his/her office if he/she violates the Articles of Incorporation, or Bylaws of the Organization, or otherwise for cause, by a two-thirds vote of the Board.

Section 2. Meetings

2.1 The Board shall meet a minimum of 6 times per year.

2.2 There shall be a minimum of 2 general membership meetings per year. Chinese New Year, annual picnic or other annual events may be used as general membership meetings.

2.3 Special Membership Meetings may be called by the President. Special Membership meetings may also be called upon the written petition of at least ten per cent of the voting members of the Organization.

2.4 There shall be a minimum of 5-days advance notice for scheduled and Board and membership meetings, except for emergency meetings.

2.5 A quorum of the General Membership shall consist of ten (10) percent of the voting members of the Organization. Any action taken by the Board may be amended or repealed by two-thirds vote of the voting members of the Organization at a general membership meeting at which a quorum is present provided that the matter to be changed is given in the notice of any such meeting. For purposes of calculating the quorum, a duly executed proxy authorized by a voting member and certified by the Secretary shall be accepted

2.6 All meetings of the Organization shall be open to the voting and non-voting members of the Organization, except meetings that deal with legal matters, may be closed to non-board members. The presiding officers may exercise their prerogative as to the extent of participation by members who have no voting right in a particular meeting. The Robert of OCA's Rule should be followed at all meetings.

Section 3. Programs

3.1 The Organization is encouraged to sponsor and to promote programs to serve the local communities in the spirit of the purposes, objectives, and policies of the Organization; and to participate in the projects, programs and services promulgated and recommended by the National Organization. Attention should be paid to cater to all age groups within the membership, including programs and activities geared toward the growth and the development of leadership skills and capabilities of future leaders.

3.2 All internal programs are encouraged to be self sufficient in funding. The Organization may provide seed funding for the appropriate programs which are aligned with the purpose and mission of the Organization.

3.3 The Chinese Language School of Fairfield County is an integral part of the Organization. It is operated independently, with its own Advisory Board, budget and accounts.

Section 4. Finances

4.1 The Organization shall be financially independent, solely liable for its own debts.

4.2 The Organization shall file a copy of its annual financial report with the National Office no later than the first of April of each year. The financial report shall include information on all national dues, chapter dues, other revenues received, and any special assessments paid by the chapter.

4.3 The fiscal year of the Organization shall be September 1 through August 31.

4.4 All checks, drafts or other orders for the payment of money, notes or other evidence of indebtedness issued in the name of the Organization for all debts of the Organization shall be signed by the President, Treasurer or Secretary. All expenses must be approved/signed by the President, Treasurer or other Board member. No one can approve his/her own expense.

4.5 Donations to the Organization may be in any amount. The Board shall keep a list of all donors and shall cause those donors to be recognized, as the Board deems proper. Donations shall be accepted from any person, corporation, entity or foundation except as restricted by laws governing non-profit, tax exempt organizations. However, contributions shall not be accepted from any foreign agents or entities of foreign governments.

4.6 All donations received and funds raised by the Organization, shall be invested prudently by the Board, with the objective of capital preservation.

Section 5. Nominations and Elections for the Board of Directors

5.1 The President may propose a Nominating Committee from among non-Board members, to be approved by the Board.

5.2 The Nominating Committee shall elect a Chairman of the Nominating Committee, openly solicit candidates who meet the eligibility requirements, and nominate at least one candidate for each voting position of the Board. All candidates who wish to run and who are eligible shall be included on the ballot.

5.3 The election shall be conducted by the Nominating Committee at a general membership meeting. Quorum must be established by the participation of more than half the registered members. Members not present may vote via absentee ballots.

5.4 The candidate receiving the largest number of votes for each position shall be declared elected. All candidates and members shall be notified of the election results by the secretary.