By- laws

THE BY-LAWS OF PLYMOUTH-CANTON CHINESE LEARNING CENTER

Passed and enacted XXXXX XX, 2008

The Plymouth-Canton Chinese Learning Center (hereinafter referred to as "Center") is a non-profit educational organization. Its missions are teaching Chinese language and promoting Chinese culture and heritage. It also provides a network of support for individuals sharing common interests in Chinese ethnic and cultural heritage. The center operates for the exclusive purpose of education and charity within the meaning of 501(c)(3) of the Internal Revenue Code of 1986, as now enacted or hereafter amended.

The Center is served by a Parents Council (Council), a Board of Trustees (Board), and a Center Administrative Committee (Administration). The Board is ultimately responsible for setting policies and procedures of the Center. The Administration is responsible for the execution of the policies and the routine operation of the Center. Both the Board and the Administration are elected by the Council, which also has the sole power amending the By-laws.

ARTICLE I. MEMBERSHIP

Section 1.01 All parents or legal guardians of students are members of the Center.

Section 1.02 Members shall attend the Council meetings and serve in the Administration and/or the Board on a voluntary basis.

Section 1.03 Each member is responsible to provide up to five (5) hours of free service per student family per semester to the center, or pay a service exemption fee determined by the board /Administration.

Section 1.04 Each student shall pay a semi-annual program fee to cover the cost of center operation. The amount of such fee shall be determined by the Board at the beginning of each semester, and disclosed to all members before registration.

Section 1.05 Members shall waive liabilities of the Board, the Administration, and all other center personnel for personal injuries, illnesses, accidents, and other damages that occur during center hours or other center activities.

ARTICLE II. THE PARENTS COUNCIL

Section 2.01 All parents or legal guardians of minor students registered at the Center (the registered students shall hereinafter be referred to as the "Student Body"). The Council holds the ultimate authority of this organization.

Section 2.02 The Council shall normally meet twice each year.

Section 2.03 The Administration election shall be conducted by the election committee organized by the board, and the Board election shall be conducted by the election committee organized by the Administration. All members shall be notified in advance of the Council meetings.

Section 2.04 Special Council meetings may be convened upon the request by a majority of the members of any two classes of the Center. The issues to be addressed at such meetings should be presented, in writing and signed by the parents who initiate the motion, to the Administration.

Section 2.05 The quorum for the Council meeting shall consist twenty percent of the families of student body.

Section 2.06 In the Council meetings each representative member present shall be entitled to one vote, each student family shall only have one representative member in the voting process.

Section 2.07 The Council shall, by a majority vote:

1). Approve the amendment to the Center By-Laws 

2). Elect the new Administration and Board members

3). Approve the annual or semi-annual budget

4). Approve the Administrations annual or semi-annual work plan.

Section 2.08 The Council may recall a member or members of the Administration and/or the Board whose conduct is found to be contrary to the achievement of the Center's missions by a two-thirds majority vote.

ARTICLE III. THE BOARD OF TRUSTEES

Section 3.01 The Board shall consist of five to nine Trustees: principal of present administration, and up to eight additional members elected by the Council.

Section 3.02 To ensure continuity, the Council shall replace no more than two thirds of Trustees.

Section 3.03 Parents of current students and of alumni, faculty members nominated by at least three members of the Council are eligible to serve as Trustees.

Section 3.04 Each Trustee shall serve a two-year term.

Section 3.05 The Board shall establish the following six committees: finance, recruiting, curriculum, fund raising, public relations, and nomination. Each committee is responsible for setting policies and procedures under which the Center shall operate. The Board financial committee shall audit the annual financial report created by the Administration.

Section 3.06 Trustee vacancies not due to term expiration shall be filled from candidates nominated by the Nomination Committee. The meeting shall be held promptly to ensure the continuity of the Board.

Section 3.07 The Trustees shall keep themselves informed of the concerns of groups they represent, and shall work with the Administration to alleviate such concerns.

Section 3.08 The Board shall meet at least four times each year, once before and once after each semi-annual meeting of the Council.

Section 3.09 The Board's meeting shall be open to all members of the Council, the faculty members, and the student body.

Section 3.10 The quorum for the Board's meeting shall consist of a two third of the Trustees.

Section 3.11 The Board shall elect to have one Trustee to chair its meetings.

Section 3.12 Trustees who have been absent from two successive Board meetings without prior notice shall be considered to have resigned.

ARTICLE IV. THE ADMINISTRATIVE COMMITTEE

Section 4.01 The Administration is responsible for the Center operation in compliance with the policies and procedures set by the Board for the elected term.

Section 4.02 The Administration is authorized to make final decisions regarding student education, Center activities, and facility utilization.

Section 4.03 The Administration team shall consist of five to nine members.

Section 4.04 The members of the Administration shall be elected at the spring Council meeting and serve a term of two years. The Principal shall be appointed by the Board from the elected Administration members while consulting with Administration team members.

Section 4.05 Each member of the Administration shall serve no longer than two consecutive terms.

Section 4.06 All members of the Administration should be appropriately notified for each administrative meeting.

Section 4.07 The quorum for administrative meeting shall consist of no fewer than half of the members.

Section 4.08 At Administrative meeting each member present shall be entitled to one equal vote.

Section 4.09 The Principal is responsible for coordinating the administrative activities. The Principal or any two members of the Administration can call an administrative meeting.

Section 4.10 Vacancies in the Administration not due to term expiration shall be filled by Council members appointed by the Board.

Section 4.11 Vacancy of the Principal shall be filled within the Administration with approval from the Board.

Section 4.12 During the first half of each School term, the Administration shall propose a budget to the Council for approval. Once approved, the Administration is authorized to use the funds following the financial policy set by the Board.

Section 4.13 The Administration shall report the Center financial status to the Council at end of each school term and/or when major events impacting Center budget occur.

ARTICLE V. TEACHERS

Section 5.01 Teachers are special members of the organization who carry the teaching duties of the Center.

Section 5.02 The Administration shall determine the appointment of a teacher.

Section 5.03 Teachers are the only compensated members of this organization. The amount of compensation for each teacher's services shall be determined by the Administration, and approved by the Board.

Section 5.04 Teachers do not have voting rights in Council meetings unless he/she is qualified as described in Section 2.01 of Article II.

ARTICLE VI. OTHER

Section 6.01 The primary communication tool for the Center is through electronic mails. The Board may authorize email voting regarding center operations. The policies of the Center mailing lists shall be established by the Council meeting.

Section 6.02 The By-Laws shall be approved by the Council and signed by the presiding members at the meeting before it can take effect. A copy of this document shall be made available to every member of this organization

Section 6.03 Activities and/or promotions, by any party, in the name of PCCLC which are deemed (by a 2/3 majority vote of the Administration and the Board) to be in conflict with the PCCLC missions are prohibited.

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