BY-LAWS OF THE ASSOCIATION OF WENZHOU PH.D.S – U.S.A.
ARTICLE I NAME AND LOCATION
The name of the Association shall be the Association of Wenzhou Ph.D.s – U.S.A., hereinafter referred to as AWP or the Association. The Association shall be a not-for-profit organization under the laws of the State of Illinois.
The location of the headquarter of the Association shall be Chicago, Illinois.
ARTICLE II OBJECTIVES
The Association shall be devoted to bridging within and between Wenzhou Ph.Ds in the U.S.A. and their hometown in China. The objectives of the Association shall be as follows:
2.1 To promote friendship and networking among members.
2.2 To contribute to Wenzhou’s development in science, technology, culture, education, business, environment protection, among other areas.
2.3 To promote communication and cooperation between our members and government organizations and enterprises in Wenzhou
ARTICLE III MEMBERSHIP
Membership shall be open to individuals who hold or are currently pursuing a Ph.D. degree with education and/or work experience in the U.S.A. and who have special ties to Wenzhou. Any membership shall be approved by the Membership Committee.
3.2 Resignation and Removal
A member in good standing may resign by submitting a written resignation letter to the Secretary General of the Association. A resigned member may apply for membership again. Membership may be removed by a two-thirds vote of the Board of Directors for conducts that are in violation of the By-Laws.
It is prohibited, subjective to membership removal, that any member engages in any type of activities on the behalf of the Association without authorization from the Board of Directors; especially, any board member or executive team member is prohibited from pursuing personal interests in the name of the Association.
ARTICLE IV GOVERNANCE
4.1 Founding Committee
The Founding Committee consists of Guangzhi Cao, Lejian Huang, Zhongqiang Huang, and Jianwu Xu, who share the same passion, vision, and commitment to the objectives of the Association, which shall be
4.1.1 Responsible to initiate the By-laws, search the members of the first Board of Directors, and register the Association, etc;
4.1.2 Dissolved after the fulfillment of the aforementioned responsibilities.
4.2 Board of Directors
The Board of Directors shall be the highest decision making body of the Association.
4.2.1 The Board of Directors is composed of (three to nine) regular members and the President of the Association.
4.2.2 Ordinary duties of the Board of Directors shall include, but not limited to, enacting, amending and interpreting the By-Laws, administering elections, and supervising the Executive Team. The Chairperson of the Board of Directors shall preside at the meetings of the Board of Directors but the Chairperson may delegate his/her duty to other Board members when warranted.
4.2.3 The Board shall discuss and vote on proposals supported by at least two board members. Resolutions involving enacting, amending and interpreting the By-Laws and removal of any member or President require the approval of two-thirds majority vote. All the other resolutions should be passed by majority vote.
4.2.4 Meetings of the Board of Directors can be called by:
1) The Chairperson of the Board of Directors, or
2) One third of the members of the Board of Directors, or
3) One fourth of the members of the Association.
4.3. Executive Team
The Executive team shall be responsible of the general operation of the Association under the supervision of the Board of Directors.
4.3.1 The Executive Team shall include a President, Vice President(s), a Treasurer, and a Secretary General.
4.3.2 The President shall act as the legal representative of the Association and responsible for its operation and sustainable growth of the Association. The President may delegate his/her duties to a member of the Executive Team temporarily when warranted.
4.3.3 The Vice President(s) shall assist the President in the operation of the Association.
4.3.4 The Treasurer shall manage the bank account of the Association and its financial statements.
4.3.5 The Secretary General shall create minutes of all Association meetings, maintain all documents and update the website of the Association.
4.3.6 The Executive Team may create several Functional Committees.
4.4 Membership Committee
The Membership Committee shall consist of one member from the Executive Team as appointed by the President and one member from the Board of Directors as appointed by the Chairperson of the Board. Membership can only be granted by both members of the Membership Committee.
4.5 Honorary Advisors
The Association may appoint distinguished individuals as Honorary Advisors of the Association. The candidates shall be nominated by the President and approved by the Board of Directors.
The Executive Team and the Board of Directors shall work on a volunteer basis, and thus shall not receive any compensation for his/her services to the Association. However, a member shall be reimbursed for authorized expenses (by the President) incurred in the performance of his/her duties.
ARTICLE V INCOMES, FISCAL YEAR, AND GENERAL MEETING
The basic incomes of the Association shall be generated from the following sources:
1) Donations: the Association accept unconditional donations from individuals and other organizations.
2)Service fees: the Association may charge a certain amount of fees for providing service to non-member individuals,and other organizations under the regulation of the federal and state law of Illinois.
3)Sponsorship fees: the Association accept sponsorship from individuals and other organizations who share the stated objectives of the Association.
5.2 Fiscal Year
The fiscal year of the Association shall be the calendar year.
5.3 General Meeting,
The Association shall encourage its members and their families, and any interested individual and organization to join the general meeting.
ARTICLE VI ELECTIONS
6.1 Election of Board of Directors
6.1.1 The first Board of Directors shall be designated by the Founding Committee. The first Board of Directors can approve new Board members subject to the aforementioned limit on the total number of members in the Board of Directors.
6.1.2 Starting from the second Board of Directors, the members of the Board shall be elected by the members of the Association.
6.1.3 The Board of Directors shall serve a three-year term.
6.1.4 The Chairperson of the Board of Directors, who must be a member of the Board, shall be elected by the Board members.
6.2 Election of the Executive Team
6.2.1 The President shall be elected by the Board of Directors.
6.2.2 The President shall serve a three-year term.
6.2.3 All other members of the Executive Team shall be nominated by the President and approved by the Board of Directors.
6.2.4 The Directors of the Functional Committees shall be nominated by the President and approved by the Board of Directors.
6.3 Removal of President and Board Member
6.3.1 The President is subject to removal from office by two-thirds majority vote of the Board of Directors.
6.3.2 A Board member is subject to removal by two-thirds majority vote of the Association members. In the case there are less than three Board members, all functions of the the Board shall be executed by all Association members.