By Laws

BYLAWS
(Revised September 10, 2014)

ASSOCIATION OF CHINESE PROFESSORS IN MANITOBA (ACPMB)

ARTICLE B1, GOVERNANCE

Par. 1 Every question that shall come before a meeting of the Association or of the Executive Board within the Association shall be decided by a majority of the votes cast, unless otherwise provided in the Constitution and Bylaws. Votes may be taken by email or other communications, except on matters on which action in a meeting is specifically required.

Par. 2 Except where otherwise specified, a simple majority shall constitute a quorum; action will be determined by a simple majority of members present and voting.

ARTICLE B2, OBJECTS

Par. 1 The objects of the Association shall be accomplished by:

1-Establishing mutually benefiting cooperation and working relationships among the Association members and between related professional societies in Canada and China;

2-Sponsoring or holding seminars and workshops to provide forums for presenting and discussing issues on education, research, and development related to Chinese culture;

3-Publishing newsletters of the Association;

4-Developing a web site for the Association.

ARTICLES B3, ORGANIZATION

Par. 1 MEMBER ASSEMBLY: The Member Assembly shall be the authoritative governing body of the Association. There shall be two types of Member Assembly: the Annual Meeting and the other Meetings.

Par. 2 EXECUTIVE BOARD: The Executive Board shall consist of President, President-Elect, Past- President, three (3) At-large members, one (1) Secretary, one (1) Treasurer. The Board members shall be elected by the voting members at the Annual Meeting. Secretary and Treasurer shall be appointed from the elected Board members by the Executive Board.

Should an elected Board office become vacant due to resignation, removal, or decree the Board shall appoint a member to complete the term of office. Such appointment shall not render the appointee ineligible for election to any office.

The Executive Board members shall serve without remuneration.

The Executive Board shall meet at least twice a year. Dates and places of meetings shall be set at a previous meeting of the Executive Board. Notice of meetings, including an agenda, shall be emailed to Board members at least 14 days before a meeting. A quorum of Board meetings shall consist of five (5) Board members, one of whom shall be the President or an officer of the Board designated by the President as representative of the President.

The Executive Board shall conduct the regular business of the Association and provide a complete yearly report of the affairs of the Association, which shall be presented at the Annual Meeting.

Par. 3 PRESIDENT: The President shall be the Chief Executive Officer of the Association, preside the Executive Board and Annual Meetings, perform other duties, and exercise other power as the Executive Board shall delegate him/her.

The President’s duties are to ascertain that programs, meetings, and other activities of the Association are properly planned and executed.

The President shall serve for a term of two (2) years and may be re-elected for the second term.

Par. 4 PRESIDENT-ELECT: The President-Elect shall assist the President, formulate plans for his/her presidency, and succeed the presidency during the annual Member Assembly.

The President-Elect performs the duties of the President in the President’s absence.

Par. 5 AT-LARGE MEMBERS: The At-large members shall assist the President in conducting the affairs of the Association. The At-large members shall serve for a term of two (2) years and may be re-elected for successive terms.

Par. 6 SECRETARY: The Secretary shall keep the minutes of all meetings of the Association, maintain membership records, update the Association’s directory and perform all other duties pertaining to the office of the Secretary. The Secretary shall be responsible for the Society’s newsletters, and other publications. The Secretary shall serve for a term of two (2) years and may be re-appointed for successive terms.

Par. 7 TREASURER: The Treasurer shall collect all membership dues, forward all membership application/correction forms and delinquent member’s list to the Secretary for follow-up, keep accounting records, and supervise over funds, securities, receipts, and disbursements of the association subject to the power and duties conferred upon him/her by the Executive Board. The Treasurer shall serve for a term of two (2) years and may be re-appointed for successive terms.

ARTICLES B4, NOMINATION

Par1. There shall be a Nominating Committee consisting of the immediate Past-President as Chair, the President-Elect, and three members appointed by the President from the membership.

Par 2. Nomination Committee shall solicit potential candidates from the membership.  Any member may suggest names of candidates for the President-Elect and other elected officers to the Nomination Committee.  Candidates shall have at least one-year Membership in good standing and express sincere interest in serving the Association. After reviewing each candidate’s qualifications, the Nomination Committee shall prepare a slate of one (1) to three (3) candidates for each position with the ballot form, and voting instructions for the annual election at least one month before the Annual Meeting.

ARTICLE B5, QUALIFICATIONS FOR ADMISSION

Par. 1 A member shall be a person of Chinese origin with an academic appointment at a college or university in Manitoba. The academic appointment includes Professor; Associate Professor; Assistant Professor; Retired Professor; Instructor/Lecturer, Librarian; or Adjunct Professor.

Par. 2 A candidate for admission to membership shall file application on a form approved by the Executive Board. Any applicant may reapply at his or her discretion.

ARTICLE B6, MEETINGS

Par. 1 A Special Meeting of the members may be requisitioned by ten percent of the voting membership. Copies of the requisition, including a specific reason for the requisition, shall be presented to the President, President-Elect, and the Secretary, whereupon the President shall call a Special Meeting of the members to be held within sixty (60) days of the presentation. The time and place of the meeting shall be agreeable to a majority of those making the requisition.

Par. 2 Notice of the Annual Meeting or a Special Meeting shall be communicated by email or by other means to each member at least 14 days before the meeting. Such notice shall contain enough information to allow members to make a reasoned decision.

Par. 3 A quorum of an Annual Meeting or Special Meeting shall be 15 members, of whom at least four members shall be members of the Executive Board.

Par. 4 Each member shall have one vote.

Par. 5 All questions put before a meeting shall be determined by a majority vote unless these Bylaws provide otherwise.

ARTICLE B7, ANNUAL DUES

Par. 1 The annual dues shall not be more than the maximum amount designated in these Bylaws. Any changes in the schedule of maximum fees shall be approved by the Executive Board and sanctioned by a vote of the members.

Par. 2. Any change in the annual dues shall be established by a two-thirds majority of votes cast by the Executive Board in a meeting of the Executive Board.

Par. 3 The annual membership dues shall be $30.

Par. 4 Annual membership fees shall be due and payable on July 1 every year.

Par. 5 The Executive Board may temporarily excuse from payment of annual dues any member who for ill health, or any other good reason is unable to pay such fees.

ARTICLE B8, RESIGNATIONS

Par .1 Any member may withdraw from the Association by means of a letter of resignation sent to the Secretary and such resignation shall become effective on the day the letter is received by the Secretary. There shall not be any refund of fees upon resignation.

ARTICLE B9, DISSOLUTION OF ASSOCIATION

Par .1 In the event of dissolution of the Association, all its remaining assets, after payment of its liabilities shall be distributed to one or more recognized charitable organizations in Canada.

ARTICLE B10, AMENDMENTS

Par. 1 The Association may enact, repeal or amend any Bylaw by either a vote in its favor of two-thirds of the acceptable returned ballots from a letter ballot or by a two-thirds vote of members present, at an Annual Meeting, provided that the Bylaw amendment has been submitted in writing to the Executive Board at least 30 days before such action is taken. The enactment, repeal or amendment of a Bylaw shall take place immediately upon adoption by the Association and shall be published by the Secretary to all members of the Association.

Par. 2 Changes to the Letters Patent can be made only in accordance with the Canada Corporations Act and the issuance of supplementary Letters Patent.