By-Laws

Bylaws of Elk Grove Chinese Association

ARTICLE 1. NAME:

The ELK GROVE CHINESE ASSOCIATION (EGCA) is organized under the Nonprofit Mutual Benefit Corporation Law, registered in the State of California, and was approved by the Secretary of State of California in 1997.

ARTICLE 2. OBJECTIVES:

The Association shall devote to cooperation, development, and contribution through its social and educational activities. The objectives of the Association shall be as follows:

A. To enhance friendship and fellowship among the members.

B. To promote the exchange of information and experience to help member’s settlement and success.

C. To improve local Chinese performance in community service.

D. To voice concerns of local Chinese in Sacramento County and State of California.

E. To promote unity and provide healthy cultural entertainment.

F. To facilitate cultural exchange between American mainstream and local Chinese.

G. To provide an efficient channel between American mainstream and local Chinese, through which mutual understanding and cooperation.

ARTICLE 3. MEMBERSHIP:

SECTION 1. Regular Member.

Membership shall be open to all persons who share the stated purposes of the Association, who are currently living in this area, who have been sponsored by two Regular Members of the Association, and whose admission into Regular Membership has been approved by Board of Directors.

SECTION 2. Member Obligations.

Membership in EGCA shall carry the obligation to

1. Abide by the Bylaws of EGCA, and Policies and Procedures; and,
2. Support the enhancement of EGCA principles, objectives, and activities.

SECTION 3. Rights and Privileges

Regular Members shall have right to vote and hold office in EGCA, and to participate in activities organized by the Association. They shall also receive the Association’s newsletter.

SECTION 4. Membership Fees

1. The annual membership fee for Regular member shall be thirty dollars ($30.00) for one family, and fifteen dollars ($15.00) for one individual. Donations are optional.

2. Membership Fees Period and Billing Cycle.
The annual membership fee period shall be from 1 July to 30 June of the following year. The procedures and billing schedule related to the collection of membership fees, are specified as follows:

For NEW memberships, all applicable membership fees shall apply as follows:
If payment is received in the period 1 July to 31 December, inclusive, membership shall continue until 30 June of the following year.
If payment is received in the period 1 January to 30 June, payable shall be one-half of the annual membership fees shall continue until 30 June of the current year.

For Continuing members:

a) Membership Fees Period-Billing Cycle. A billing covering fees shall be emailed to every member not later than the beginning of the annual dues period. This bill shall be paid in full due on 1 July. The fees for the members shall be paid not later than three months (31 October).

b). Nonpayment/Arrears. After prior notification, if the bill for annual fees , if any, shall not have been paid on or before the time specified in (a), the member’s right to vote in any EGCA election has been suspended and his/her membership shall be terminated.

c). Membership Resumption. Membership so terminated may be resumed, with no loss of continuity, upon payment of all fees, if any, in arrears. Membership may be resumed after a lapse, without continuity of membership, upon payment of current fees.

SECTION 5. Resignation and Removals

1. Written Notice. A member in good standing may resign by submitting a written resignation to the EGCA Board of Directors.

2. Approval to Resume Membership. Subject to the approval of the Board of Directors, a resigned member may resume membership upon payment of the current fees, as appropriate.

3. Members may be removed for non-payment of dues or by a two-thirds vote of the Board of Directors for failure to maintain good standing.

ARTICLE 5 ADMINISTRATION:

SECTION 1. Board of Directors

The activities of the Association shall be managed by or under the direction of its Board of Directors. The number of Directors of the Association shall be determined by the Board. The number of Directors may be increased or decreased from time to time; but no decrease shall have the effect of shortening the term of any incumbent Director.

SECTION 2. Action of the Board of Directors

A Majority of the number of Directors fixed by these Bylaws shall constitute a quorum for the operation of the Association at any meeting of the Board of Directors. If less than a majority of such number of Directors are present at said meeting, a majority of the Directors present may adjourn the meeting at any time without further notice.

At any meeting of the Board of Directors at which a quorum is present, the vote of a majority only of those present shall be sufficient to decide any question brought before such a meeting.

SECTION 3. Officers

The officers of the Association shall be a President (Chair-person of the Board of Directors), one or more Vice-Presidents, a Treasurer, a Secretary General, and such other officers as the Board of Directors from time to time.

The President shall be elected by the Board of Directors and shall hold office until the next annual meeting of Directors, or until his/her successor shall be elected and qualified. The President shall take actions as deemed appropriate to complete goals as President of the organization and further the interests of the organization. The President shall preside at meetings of the Board of Directors.

Subject to the direction and control of the Board of Directors, the President shall:

(a) be in charge of the business of the Association; (b) see that resolutions and directions of the Board of Directors are carried into effect except in those instances in which that responsibility is specifically assigned to some other person by the Board of Directors; and (c) in general, discharge all duties incident to the office of President and such other duties as may be prescribed by the Board of Directors from time to time. The President shall deliver an address to the membership by the end of his or her term. The President is eligible for one reelection consecutively.

The Vice President(s) shall assist the President and succeed to the Presidency the moment that office is vacant. The Vice President(s) shall also perform all duties of the President in the event of the President’s absence or inability to serve and perform such other duties as are designated by the President and the Board of Directors. If for any reason the President shall be unable to carry out the duties, the duties will be filled by the Vice President for the remainder of the term.

The Secretary General shall be the custodian of the Bylaws of the. The Secretary General shall also be responsible for all general correspondence of the Board and has custody and control of all records of the Association. The Secretary General shall edit EGCA newsletter, report to the Board of Directors, and conduct daily affairs with the President. The Secretary General shall undertake other duties that the Board of Directors may properly assign to him or her.

The Treasurer shall receive and disburse all money under the direction of the President and shall be empowered to operate a bank account in the name of the Association. The Treasurer shall submit a yearly statement showing the financial status of the Association to all its members. The Treasurer is also responsible for collection of membership fees. The Treasurer must file all necessary documents with the Internal Revenue Service on a yearly basis and all other documents necessary to maintain the Association as a non-profit organization.

The Directors carry the duties assigned by the President.

SECTION 4. Committees

A Majority of the Directors may create several committees and upon President’s nomination appoint the Chairpersons of all committees. Each committee shall have two or more members who serve at the pleasure of the Board.
Ad hoc committees may be created and disbanded by the President for functions not covered by any of the committees as the need arises.

ARTICLE 6. NOMINATIONS & ELECTIONS:

SECTION 1. Nomination Committee

The Nomination Committee shall prepare a list of candidates nominated by at least ten members in the Annual Meeting. It shall conduct on-site voting and authorized mail ballots.

SECTION 2. Election of Board of Directors

Each director shall serve a one-year term. Candidates for directorship shall be nominated in the Annual Meeting. Current directors shall be eligible for reelection without any term restriction.

SECTION 3. Eligibility

Any member in good standing is eligible for nomination. Each nomination must be supported by ten (10) members in good standing.

SECTION 4. Voting

A slate of candidates shall be presented to the voting membership for balloting in the Annual Meeting. After verifying that the ballots are from members in good standing, the Nomination Committee shall transfer the ballots to scrutineers appointed by the Nomination Committee for counting and tabulation. A plurality shall be required.

SECTION 5. President of the Association

The President of the Association shall be elected by all members of the Board.

SECTION 6. Other Officers

Other officers shall be nominated by the President of the Association and approved by the Board of Directors.

SECTION 7. Removal

The Board of Directors may remove any Officer or Director from office by vote of 2/3 majority of its entire number then in office.

SECTION 8. Vacancies

Any vacancy on the Board of Directors may be filled by vote of the remaining Directors.

ARTICLE 7. BOARD OF DIRECTORS:

The Board of Directors shall be the governing body of the organization. It shall consider proposals from any member. It shall appoint a Nomination Committee for the coming year.

The President shall be the Chairperson of the Board of Directors. The members of the Board of Directors shall be nominated and voted by the members.
The actions of the Board of Directors may be amended by a majority vote of the members.

ARTICLE 8. NEWSLETTER:

The Newsletter shall be the main communication medium among members. The Newsletter shall cover business news of the organization, member introduction, meeting news, classifieds, and other information beneficial to members. The Newsletter shall be edited by Board of Directors and led by the Secretary General.

ARTICLE 9. HONORS/AWARDS:

The organization shall authorize and sponsor honors and awards to recognize contributions to the organization. Candidates for honors and awards shall be approved by the Board of Directors from a list of nominees submitted by the Honors/Awards Committee.

ARTICLE 10. AMENDMENTS:

The bylaws may be amended, or repealed by a majority of those voting (charged by the Board of Directors), providing notice of the proposed action shall have been sent to each member at least four weeks before the due date of the vote.

ARTICLE 11. LIMITATIONS:

Notwithstanding any provision of the Bylaws that might be susceptible to a contrary construction:

1. EGCA shall be organized and operated exclusively for non-profit, non-political, and non-religion purposes;

2. No part of the net earnings of EGCA shall, or may, under any circumstances inure to the benefit of any private shareholder or individual.

ARTICLE 12. DISTRIBUTION UPON DISSOLUTION:

Upon dissolution of EGCA, the Board of Directors shall distribute the assets and accrued income to one or more organizations as determined by the Board of Directors, provided that stated organization(s) shall meet the limitation prescribed in ARTICLE 11.

This revision of bylaws was voted and adopted by the general assembly on August 25, 2012.