By-Laws
The Chinese-American Professionals Association of Metropolitan Washington
BY-LAWS
(As Amended at the Annual Plenary Meeting on January 22, 2000,
and at the Annual Plenary Meeting on January 27, 2007,
and at the Annual Plenary Meeting on January 17, 2009,
and at the Annual Plenary Meeting on January 18, 2014)
Preamble
The Association is hereby formed by professionals of Chinese descent who reside in the Metropolitan Washington and adjacent areas in the mid-Atlantic region.
The purpose of the Association is to promote fellowship among its members through their common interests, similar educational backgrounds, and a unifying cultural heritage.
The Association shall provide a forum to foster intellectual exchanges and interactions, and shall conduct various academic and scientific functions whereby members can share their knowledge and advance their professional standings.
The Association acknowledges its interests in the cultural, social, economic, educational, scientific and technological developments in the Republic of China and, based on the professional expertise of its members, offers constructive suggestions and recommendations or pertinent issues thereof.
Article I – Name
The name of this organization shall be the Chinese-American Professionals Association of Metropolitan Washington (CAPA), designed hereinafter, when referred to in these By-Laws, as the Association.
Article II – Objective
The objective of the Association is to promote fellowship and cooperation in academic, professional, and social activities among its members.
Article III – Status
Section 1 The Association shall be a non-profit organization, and shall be financially self-sustained and supported by its membership. It shall be independent of any political affiliations.
Section 2 No part of the assets or net earnings of the Association shall inure to the pecuniary benefit of any member of the Association.
Section 3 Upon the dissolution of the Association, all the assets of the Association, after payment of all liabilities, shall be disposed to one or more organizations exclusively for charitable, educational, or scientific purposes as qualified for tax exemption under the U.S. Internal Revenue Code.
Article IV – Membership
Section 1 The membership of the Association shall comprise persons who:
(a) have participated in the National Development Seminars in the Republic of China since 1972; or
(b) are admitted to the Association under the provisions set forth in Article VIII of these By-Laws.
Section 2 Member shall have
(a) the rights
(1) to participate in all Association's activities,
(2) to vote in all Association's elections and other matters submitted to the membership for approval in accordance with
Section 3 of this Article hereunder,
(3) to nominate up to two new member candidates yearly, and
(4) to nominate one candidate for the Executive Committee yearly.
(b) the duties
(1) to pay the annual membership dues, and
(2) to serve on the Association’s committees when elected.
Section 3 Each member of the Association who has paid current annual dues or lifetime dues in accordance with Article V hereunder shall have one vote on every matter submitted to the membership for approval, hereinafter referred to, individually, as voting member or, collectively, as voting members.
Article V – Dues
Section 1 The membership dues may be paid, by each member’s choice, either annually or in lump sum once for a lifetime, in amounts to be set by the Executive Committee.
Section 2 When the annual payment method is chosen, such payments are due on or before the annual plenary meeting. Failure to pay annual dues punctually by a member having chosen this method of payment shall invoke the suspension of said member s voting rights forthwith. Such rights may be reinstated upon due payment of the current annual dues.
Article VI – Authority and Amendments
Section 1 The authority to govern the Association rests upon the voting members whose rights and obligations are defined in these By-Laws. The formulation of policies and execution of planned affairs are manifested through the election of the members of the Executive Committee, defined and stipulated in Article VII below, and the approval or disapproval of proposed amendments to these By-Laws.
Section 2
The Executive Committee or any ten (10) voting members may submit an amendment or amendments to these By-Laws. The amendments shall be valid to all intents and purposes as part of these By-Laws when ratified by two thirds (2/3) of the voting members of the Association at its Annual Plenary Meeting. All proposed amendments, to be considered and voted upon, must be submitted in writing to the President of the Association at least thirty (30)days prior to the Annual Plenary Meeting.
Article VII – The Executive Committee
Section 1 Structure and composition
(a) The Executive Committee of the Association shall consist of seven (7) members to be elected directly by voting members of the Association at the Annual Plenary Meeting. Members of the Executive Committee are the officers of the Association. The titles of the officers shall be those of the President, the Vice President, the Treasurer, the Secretary, the Membership Coordinator, the Public Relations Coordinator, and the Planning Coordinator.
(b) The President and the Vice President shall be elected by members of the incoming Executive Committee on the day of the Committee is formed; these two officers must be members in their second year of tenure on the Executive Committee. The other five officers, whose responsibilities are defined in Section 3 of this Article, shall be elected from among the remaining members of the incoming Executive Committee.
(c) The Executive Committee shall plan and carry out the mandates of the Association through its officers, and shall have the power to establish committees and appoint their chairpersons when they are deemed necessary in the implementation of the functions and policies of the Association.
Section 2 Tenure
(a) All officers on the Executive Committee are elected to serve a two-year term. The terms of the officers are staggered in two shifts, of three or four officers each as necessary to make up the 7-member Executive Committee for the coming year.
(b) The terms of the title and duties of each officer on the Executive Committee are limited to one year. No individual officer is permitted to hold the same title and duties for two consecutive years.
(c) The Executive Committee shall by a simple majority vote elect a successor in case of a vacancy on the Committee with a remaining term of more than six (6) months.
(d) Any one or all officers may be impeached and recalled if and only if their conduct and deeds are incompatible with the objectives set forth herein, or are against the fundamental interests of the Association and injurious to its dignity and reputation. The impeachment must follow a thorough investigation of the alleged misconduct by a specially installed ad hoc committee delegated by voting members at a plenary meeting. The removal from office can be effectuated by a simple-majority vote (50 percent or more) by voting members at a plenary meeting. Any officer who is impeached and recalled may be expelled pursuant to Expulsion of a Member provisions set forth in Section 3, Article VIII hereunder.
Section 3 Responsibilities of Officers
(a) The President shall be the chief executive officer of the Association and shall preside at all meetings. He shall have all other powers delegated to him by these By-Laws, including the power to establish such committees as needed for the implementation of the Association s functions and policies, and to appoint committee chairpersons and such other committee members as he deems necessary.
(b) The Vice President shall assist the President when requested, and shall perform all duties of the President in the latter s absence or inability to act.
(c) The Treasurer shall be responsible for the financial and fiscal affairs of the Association, including the collection of membership dues and other revenues, the filing of tax returns to government authorities, and the submission of annual financial statements to the general membership at the annual plenary meeting of the Association.
(d) The Secretary shall be responsible for all secretarial functions of the Association, including the keeping of complete and accurate records of all meetings for preservation, the preparation of official communications for internal and external distribution, and the assumption of editorial responsibilities for the official publications of the Association. The Secretary shall be entrusted with all essential documents and the seal of the Association.
(e) The Membership Coordinator shall be responsible for recruiting and screening candidates for membership in the Association, maintaining a record of members in good standing, publishing the membership directory, and, in coordination with the Secretary, collecting and disseminating information of special interest to all members of the Association.
(f) The Public Relations Coordinator shall be responsible for promoting a favorable image of the Association with the general public, maintaining communications with the press, making public announcements regarding the Association s functions and activities, and cultivating mutually beneficial relationships with other academic and professional societies. The public Relations Coordinator also shall be in charge of the Association's fund raising activities.
(g) The Planning Coordinator shall be responsible for the planning and implementation ofthe Association's activity calendar on the basis of its stated objectives, and for all the cultural and professional functions that the Association is chartered to perform for the benefit of its members and the public at large.
Article VIII – Admission of New Members
Section 1 Recruitment and Selection Guidelines
In order to preserve the academic and professional characteristics of the Association and to maintain a congenial atmosphere among its members, the recruitment and selection of new members must adhere to the following guidelines:
(a) Candidates nominated for membership in the Association must have a master's or doctoral degree from an accredited academic institution, or possess a high professional stature widely recognized by peers and associates.
(b) Candidates nominated for membership must be intellectually aligned with the cultural, social, economic, and political systems of the Republic of China.
(c) Candidates nominated for membership must have written recommendations from two or more of current members of the Association.
(d) As a group, the candidates nominated for membership must represent a broadly balanced spectrum of academic fields and professional specialties.
(e) The number of new members admitted to the Association each administrative year shall not exceed fifteen (15).
Section 2 Procedures for Admission
(a) At least sixty (60) days prior to the Annual Plenary Meeting of the Association, the Membership Coordinator shall prepare a list of candidates for membership and submit the list to the Executive Committee for approval. Candidates on the list must be properly screened by the Member Coordinator to ensure compliance with the admission guidelines stipulated in Section 1 of this Article.
(b) Each candidate on the list must be approved and admitted individually by the Executive Committee with a simple majority vote. The Executive Committee shall send the new member list to the President to be announced to all members, including such new members. New members, who will be introduced at the Annual Plenary Meeting of the Association and whose tenure shall start from the new administrative year following the admission, may vote as voting members pursuant to Section 3 of Article IV.
Section 3 Expulsion of a Member
(a) A member who engages in misconduct that causes a material adverse impact on the objectives, purposes, fundamental interests, integrity, dignity and reputation of the Association may be expelled by the Executive Committee.
(b) The Executive Committee may initiates the expulsion proceeding by giving to such member to be expelled (the Respondent ) a written notice stating reasons for the expulsion and signed by at least three fourths (3/4) of the Executive Committee members. The written notice shall set forth a period no less than thirty (30) days in which the Respondent may respond. If a hearing is requested, the Executive Committee shall conduct such hearing in six (6) months after receiving the hearing request, provided, however, the expulsion proceeding must end with a decision within the current administrative year in which it is initiated.
(c) An expulsion may be approved and signed by three fourths (3/4) of the Executive Committee members upon hearing from the Respondent or upon the expiration of the period without any response from the Respondent. The Executive Committee shall send the expulsion to the President to be announced to general members.
Article IX – Other Committees
Section 1 Ad hoc or standing committees may be established to carry out specific activities of the Association, as deemed necessary and appropriate by the Executive Committee. Each ad hoc or standing committee shall be headed by a chairperson nominated by the President and approved by the Executive Committee.
Section 2 Each ad hoc or standing committee shall consist of members appointed by the Presidentin consultation with the committee chairperson.
Section 3 The ad hoc or standing committees, in their activities, shall be answerable to the President, the Executive Committee, and ultimately to the plenum of the Association.
Section 4 The terms of ad hoc or standing committees shall end with the same term of the appointing President. Such committees may be re-appointed, without intermission, by the succeeding President if the situation warrants.
Article X – Meetings
Section 1 The Association shall hold an annual plenary meeting (the Annual Plenary Meeting ) and may convene additional meetings, conferences, and seminars as the Executive Committee sees fit. The Annual Plenary Meeting shall be held no later than the end of January of each administrative year. The President shall preside and conduct all meetings. No proxy or absentee ballot voting shall be allowed at any and all meetings or voting.
Section 2 A general business meeting of the membership shall be held during the Annual Plenary Meeting, where reports from the Executive Committee shall be presented and resolutions adopted.
Section 3 In the event of an impeachment, as stipulated in Article VII, Section 2, any twenty five (25) voting members may convene a plenary meeting, after a petition to the Executive Committee for holding a special plenum has failed.
Article XI – Elections
Section 1 Elections of new officers on the Executive Committee shall be held annually at the business session of the Plenary Meeting.
Section 2 For the purpose of nominating new candidates for the Executive Committee each year, a Nominating Committee of three (3) members shall be appointed by the outgoing President in consultation with the Membership Coordinator on the Executive Committee. The slate of candidates for the incoming Executive Committee shall be presented to the general membership at the Annual Plenary Meeting for a vote. A new member may not serve in an elected capacity until his membership tenure is more than one (1) year.
Section 3 Additional candidates for the incoming Executive Committee may be nominated from the floor at the general business session of the Annual Plenary Meeting.
Section 4 The newly elected members of the incoming Executive Committee shall assume their duties immediately following the election.
Article XII – Miscellaneous
Section 1 The official address of the Association shall be the address of the President in office. The administrative year shall be from January 1 to December 31 of each calendar year.
Section 2 All masculine pronouns in these By-Laws shall be substituted by those of the feminine gender in any place herein where such a substitution may be required by the context.