Bylaws of Chinese Language Teachers’ Association of Greater New York

 

Article I. Name and Location

Section 1.
The organization shall be known as the Chinese Language Teachers’ Association of Greater New York in English and 大纽约地区中文教师学会 in Chinese. It is abbreviated in English as CLTA-GNY. It is located at 125 East 65th Street, New York City, New York State, United States of America.

Article II. Purposes and Mission

Section 1.
CLTA-GNY is a nonpolitical, nonprofit academic and educational organization. It will be registered as a 501 (c) (3) organization.
Section 2. The purpose of the CLTA-GNY is to formalize an organization through which Chinese language teachers at all educational levels can share experiences and exchange views. It also serves as a resource network for Chinese language teachers.
Section 3. It is the mission of the CLTA-GNY to promote quality Chinese language teaching at all education levels in the greater New York area.
Section 4. It is the mission of the CLTA-GNY to conduct professional development for Chinese teachers in both language teaching and cultural awareness.

Section 5. The CLTA-GNY shall observe the laws and regulations of the United States applicable to its operation.

Article III. Organizational Structure

Section 1.
The organizational structure of the CLTA-GNY consists of a Board of Directors, a Board of Advisors, and the members.

Article IV. Board of Directors

Section 1.
The Board of Directors of the CLTA-GNY shall include five officers: a President, a Vice President, an Executive Director, an Immediate-past President, a treasurer and six Board members.
Section 2. The President, Vice President, the Executive Director and the Immediate-past President are standing members of the Board. Within such limits, the number of Directors may be fixed or changed from time to time at any meeting of the Board of Directors or at any meeting of the CLTA-GNY members, provided that the notice of either of such meetings sets forth the proposed change.
Section 3. The Board shall hold a regular meeting at least once every two months for the purpose of organization and transaction of business at such a time and place as may be decided by the Directors.
Section 4. Special meetings of the Board shall be called by the President or must be called by at least one third of the Members of the Board.
Section 5. One third of the Directors of the Board at the time in office present in person shall constitute a quorum for the transaction of business. In the absence of a quorum, discussions may be held and recommendations made, but votes on CLTA-GNY business shall be conducted among the entire membership of the Board by mail or-email ballot.
Section 6. The terms for all the officers:

Terms for all the officers, including the President, VP, Immediate-past President, Executive director, and Treasurer are all three years. Terms for members of Board of Directors are six years.

 

When the term of the new President begins, the previous president becomes the Immediate Past President. The previous Immediate Past President will step down from the Board of Directors. The previous Vice President can remain on the Board of Directors if he or she is a board member and his or her term is not served. Otherwise he or she should also step down from the Board of Directors.

 

The executive director is appointed by the Board of Directors. After he/she serves his or her term, he/she can be re-appointed by the Board of Directors. But he/she can serve no more than 3 terms.


The treasurer is appointed by the Board of Directors. After he/she serves his or her term, he/she can be re-appointed by the Board of Directors. But he/she can serve no more than 3 terms.

 

Board Members: In the election year, those Board members who have served their terms will leave the board. But an out-going Board member can be re-elected to the Board of Directors.

 

Section 7. The Board of Directors shall manage the property and affairs of the CLTA-GNY. Directors shall serve without compensation. For those Directors who need to leave home to carry on the CLTA-GNY projects, the association will pay a standard per diem per day.


Section 8. Any Director of the Board may resign at any time by giving written notice to the Board of Directors through the Executive Director.

Article V. Board of Advisors

Section 1. The Board of Advisors shall advise the academic projects of the CLTA-GNY, help open new channels for educational exchanges and activities, and provide other forms of assistance that shall advance the expansion and development of the CLTA-GNY.
Section 2. Nomination of an Advisor may be made in writing by any five Association members and ratified by the Board of Directors. Then the President of the CLTA-GNY shall extend the invitation and make the appointment of the Advisor.

Article VI. Membership Eligibility and Member’s Responsibilities

Section 1.
The CLTA-GNY membership is open to any applicant who—
is engaged in teaching Chinese or interested in teaching Chinese; subscribes to the purposes and mission as set out in Article II; and pays the appropriate membership dues.

Section 2. The CLTA-GNY accepts "group membership" in which a qualifying group engaged in Chinese language teaching can subscribe collectively for all of that group's members and receive a discounted rate on the CLTA-GNY membership dues.  Groups holding a CLTA-GNY group membership will have one vote per group in CLTA-GNY elections and other business; the group's individual members will not have voting privileges, but enjoy other regular membership’s benefits.  Qualification for group membership is determined case-by-case by application to CLTA-GNY and approval by the Board of Directors.

  1. Section 3. Members are obliged to observe these bylaws and other regulations, which may later be enacted by the CLTA-GNY.
    Section 4. All members have the right to vote on CLTA-GNY business and are eligible to stand for election to hold office in the CLTA-GNY.
    Section 5. Members are obliged to pay membership dues. The amount of membership dues shall be determined by respective Board of Directors of the CLTA-GNY, including the discounted price rate for collective membership.
    Section 6. No member of the CLTA-GNY shall be allowed to express opinions on behalf of the CLTA-GNY without the authorization of the Board of Directors or a vote by its members.
    Section 7. Any motion signed by 10 or more members and approved by the Board of Directors must be submitted to a vote by the members. Such a vote may be supervised by a special committee consisting of two members of the Board of Directors and three Association members who originally made the motion signed.
    Section 8. With two-thirds of votes, the President and any board directors may be dismissed but no more than 2 board directors at a time. New board directors must be elected within a month.
    Section 9. The CLTA-GNY shall hold an Annual Meeting at a time and place to be determined by the Board of Directors. At the annual meeting, the following business must be conducted:
    · The Officers of the CLTA-GNY shall present reports on the work of the previous year.
    · Any items of business raised by voting Members shall be discussed.
    · The President of the CLTA-GNY shall report on the state of the CLTA-GNY.

 

Article VII. Election

Section 1. Any member may nominate any eligible person, including him- or herself, for a position in the Board of Directors of the CLTA-GNY. CLTA-GNY will hold election every three years. In every election, the board will nominate three candidates for new president and vice president positions. The candidate who wins the most votes will become the new President; second most will become the new vice president.

Section 2. Directors shall be elected by the whole Membership through mail ballot or E-vote at least one month prior to the Annual Meeting. The candidates on the Slate of Candidates prepared by the Election Committee appointed by the Board of Directors receiving the highest number of votes shall be declared Director.
Section 3. Terms of the Officers begin upon the adjournment of the Annual Meeting of the CLTA-GNY in the year of the election and end upon the adjournment of the Annual Meeting in the year of the next election.

Section 4. Terms of the Directors begin upon the adjournment of the Annual Meeting of the CLTA-GNY in the year of the election and end upon the adjournment of the Annual Meeting in the year his or her term is served.


Article VIII. Powers of the Board of Directors

Section 1.
The President shall direct and supervise operation of all activities of the CLTA-GNY. He or she shall preside over all meetings of the Membership and the Board of Directors and shall work closely with the Executive Director in conducting the business of the CLTA-GNY. The President or the President’s designee shall be CLTA-GNY’s chief spokesperson and representative.
Section 2. The Vice President assists the President in directing and supervising operation of all activities of the CLTA-GNY. In case the president is not available, he or she will be the chief spokesperson and representative of CLTA-GNY.

Section 3.  The Immediate-past President can join decision-making of CLTA-GNY, but conduct no operational activities. At the request of the President, he or she can represent CLTA-GNY to join in public relations activities.

Section 4. The Executive Director shall assist the President in conducting routine administrative and public relations activities of the CLTA-GNY. Definitively, his or her duties include—
a. Be custodian of all records and documents of the CLTA-GNY;
b. Maintain a database of the CLTA-GNY members which includes their names and contact information;
c. Keep the minutes of all meetings of the Board of Directors and of Members of the Association; and
d. Notify all persons elected to Membership in the CLTA-GNY of their election.
e. Supervise financial activities of the CLTA-GNY.
Section 5.  The treasurer conducts all financial activities of the CLTA-GNY designated in the Financial Rules.

Section 6. The Board of Directors shall set up the financial rules for CLTA-GNY business. The financial rules should be approved by the Board with at least two-thirds of the Board of Directors. Revision of the financial rules should also be approved by a two-thirds majority of the Board.

Article IX. Amendment to the Bylaws

1.
These bylaws shall take effect immediately after they are approved by a two-thirds majority of the members present at the meeting at which the CLTA-GNY is to be established.
2. The authority to interpret the bylaws shall be reserved to the Board of Directors.
3. These bylaws may be altered, amended, or repealed by a two-thirds majority of the votes of the Members present in person or by proxy at the annual meeting of the CLTA-GNY that a quorum is present. The same may be approved by mail or E-vote, in which case the majority of the votes of a quorum of the membership shall be required for any proposed amendment.
I hereby certify that this is a full and true copy of the bylaws of the Chinese Language Teachers’ Association of Greater New York in the United States of America as adopted on (month/day/year).

(name of the president)

President of the CLTA-GNY

(month/day/year)

 

 

Amendment to 2007 version of Bylaw:

To ensure smooth transition of the new election approved by the bylaw 2007 version, the Board of Directors decides:

 

1. There will be no election in 2007. As transition, the current officers including president, vice president, immediate past president, executive director and treasurer will serve one more year. In 2008, the election of president keeps current practice, the current vice president will become the president, and only a vice president will be elected.

  1. All the board members will continue serving one more year. In 2008, half of the board members will step down.
  2. The 2010 election will completely follow the new election rules.