Bylaw

BYLAWS OF TONGJIMEDICAL COLLEGEOVERSEAS ALUMNI ASSOCIATION

First version adopted in January 2005

Version 2010 approved and adopted in August 2010

 

 

 

ARTICLE I

Name and Nature

 

Section 1.1.TongjiMedical College Overseas Alumni Association hereinafter referred to as TJMCOAA or the Association,

Section 1.2.TJMCOAA is an independent, nonpolitical, nonprofit, and volunteer-based organization for all overseas TJMC (Wuhan) alumni.

 

ARTICLE II

Missionand Specific Aims

 

Section 2.1.Mission

The mission of the Association is to promote well-being of the general public, foster friendship and communication among Tongji Medical College overseas alumni, strengthen the relationship between the alumni and their alma mater, and to serve the best interests of this community.

Section 2.2.Specific Aims

2.2.1.Promote information exchange among all members of TJMCOAA, between the alumni and the alma mater, and between the Association and other organizations, by means of a website, group email account and other communication manners.

2.2.2.Coordinate and sponsor alumni-related events, including class and regional alumni reunion; special events that may significantly affect or change the life of an alumnus or entire alumni; dialogue with Tongji Medical College concerning common alumni issues; seminars or symposiums that promote academic, clinical, or technical collaboration among alumni and between TJMCOAA and other organizations.

2.2.3.Benefit the general public by promoting medical and scientific education and training, by coordinating/participating in a variety of charitable activities in the society.

 

 

ARTICLE III

 

Organization

Section 3.1.Membership

3.1.1. Member Qualification

Any individual who once studied or worked in Tongji Medical College (formerly Tongji Medical University, Wuhan Medical College, Zhongnan Tongji Medical College, etc.) and the spouses of such individuals are eligible to join the Association.

3.1.2. Member Rights

3.1.2.1. Voluntarily join or leave the association

3.1.2.2. Elect and be elected for committee positions

3.1.2.3. Monitor and comment on Association activities

3.1.2.4. Participates all activity in the association

3.1.2.5. Benefit from information and resource provided by the Association

3.1.3.Member Responsibilities

3.1.3.1. Recognize and follow the Bylaw of the TJMCOAA

3.1.3.2. Care about routine activities and the development of the Association

3.1.3.3. Actively involved in all activities of the Association

Section 3.2.  The General Board (the Board):The Board is responsible for the daily operation of the organization under the leadership of the President. The Board members are representatives of alumni from different regions and classes.

3.2.1.Qualification. The Board members are elected from TJMCOAA members. The election of a Board member shall be based on the nomination by five or more alumni in that country, region or class, or by two or more current Board members, and approved by two-thirds or more of the current Board members casting their votes, and finally, appointed by the President.

3.2.2.Terms. All appointments to the Board shall be for three year terms. No person shall serve more than two consecutive terms. After serving a total of two terms, a Board member may be eligible for reconsideration as a Board member after two years have passed since the conclusion of such committee member’s previous service.

Section 3.3.Board of Trustees: The Board of Trustees is the legal body of TJMCOAA. The Board of Trustees is hereinafter referred to as the Trustees.

3.3.1.Qualification. To qualify, a candidate of the Trustees must 1) have demonstrated extraordinary contributions to TJMCOAA, 2) have served on the general Board for no less than 3 years. 

3.3.2.Election and term. At least one new Trustee shall be elected each calendar year, usually in the last quarter of the year. The qualified candidate must be nominated by at least 3 current members of the Trustees or 5 general Board members, and approved by a general poll with more than 70% of the votes casted. The maximum number of the Trustees shall be fifteen (15). Once this number is reached, the longest-serving member of the Trustees shall retire when a new member is elected. (Addendum 1)

3.3.3.Responsibilities. All Trustees have the ethic and legal responsibilities to the Association. The Trustees as a whole is collectively responsible for the legal affair of the Association. The Trustees receive no compensations other than reasonable expenses.

3.3.4.The Trustees has the final right to approve or dismiss the president. Each member of the Trustees has one veto right on any legal issue the Association may involve.

Section 3.4.The President:The President is the Chief Executive Officer of the TJMCOAA.

3.4.1. Qualification. The President must have served on the Board for at least two years before eligible for the election.

3.4.2. Term. The term for the presidency is one year, with possibility of being re-elected, but not consecutively. The term starts on January 1st and ends on December 31st.

3.4.3. Election. A candidate for the presidency shall be nominated by at least ten TJMCOAA members, including him- or herself. A general election shall be held at the end of each calendar year. Up to three candidates can run for the presidency at a time. A fifty-one percent (51%) of the casted votes shall be needed for a candidate to be elected. In the event when there are three candidates and none of them has more than 50% of the votes, the candidate with the fewest votes shall be eliminated and the vote shall be casted again to determine the President-Elect.

3.4.4.The President shall appoint the Vice-Presidents, the Secretary, the Treasurer, and the Directors of various committees, with the approval of the Trustees.

Section3.5.Committees:The Board members shall work together to form a variety of Committees, with each committee serving a specific purpose.

3.5.1.Finance Committee: The Treasurer shall be the Director of the Finance Committee, which includes two or more other Board members. One of the Finance Committee members must be a Trustee. The Finance Committee is responsible for developing and reviewing fiscal procedures, fundraising plan, and annual budget with staff and other Trustees. The Board must approve the budget and all expenditures must be within the budget. Any major change in the budget must be approved by the Board. The fiscal year shall be the calendar year. Annual reports are required to be submitted to the Board showing income, expenditures, and pending income and pending expenses. The financial records of the organization are public information and shall be made available to the Board members and the public.

3.5.2.The board may create committees as needed, such as fundraising, public relations, academic, education, IT, membership, etc. The president appoints all committee directors.

ARTICLE IV

 

Operation

Section 4.1. Executive Authorization:

The President shall act as spokesperson for the Association, and shall oversee that all decisions of the Board are carried out. The Board, unless otherwise indicated, may authorize any member of the Association to contact other institutions or entities in the name of and on behalf of the Association. Such authorization may be general or confined to specific instances. No member has any power or authority to bind the Association by any contract or engagement or to pledge its credit or to render it liable monetarily for any purpose or in any amount.

Section 4.2.Profitable Endeavors: Affiliation/collaboration with governmental, public and private organizations.

 

As the Association’s 501(c) (3) status has been approved, the Association may set up affiliated profitable companies as subsidiary or directly collaborate profitably with governmental, public and/or private organizations by any legal means to accumulate assets and carry out the Association’s special projects. All the profitable subsidiary or profitable collaboration shall follow the State laws and IRS regulations.

Section 4.3. Prohibited Activities:

Unlawful activities are prohibited. No substantial part of the activities of the Association shall be for the purpose of carrying on propaganda. The Association shall not participate or intervene in any political campaign on behalf of any candidate for public office. No member shall take any action or carry on any activity by or on behalf of TJMCOAA that is not permitted by an organization exempting from federal income taxation under section 501(c)(3).

ARTICLE V

 

Amendment

Section 5.  TJMCOAA may amend the Bylaws to better serve the alumni community and the general public if necessary. The Board of Trustees reserves the rights for the interpretation of the Bylaws. Any amendments should receive two-thirds majority votes from the general board members for approval. The validity of the bylaws requires the signatures of all the Board of Trustees.

 

Signed by

 

Board of Trustees:

 

  John Q. Wang, Dale Dachun Tang, Xiaojing Zhang, Peiyi Hu, Guohua Li, Jiamin Teng, Baihan Li, Henry Liu, Keqin Hu

 

  Date: August 31st, 2010

 

 

Addendum 1: Up to two new Board of Trustees shall be elected each calendar year. (December 8, 2010)