By Laws

The Goal

Section 1.01

The Center for Chinese Learning (CCL) is a private, not-for-profit organization. The goal of the Center is to develop and operate a nonsectarian, nonpolitical, and racially non-discriminatory program for the teaching of the Chinese language, and the understanding of Chinese culture and tradition. It aims to nurture friendship among the members to work towards propagating the Chinese culture and language and to foster a sense of community by involving members in the running of the center.

Section 1.02

All school-aged person who is interested in learning about the Chinese culture and language are welcome. The school admits students of any race, color, national and ethnic origin to all rights, privileges, programs, and activities generally accorded or made available to students at the school. It does not discriminate on the basis of race, color, national and ethnic origin in admission policies, administration policies, and other school-administered programs.

The School

Section 2.01

The school academic year consists at least 30 Saturdays. It shall start from September of each year to June of the next year.

Section 2.02

Currently, the school's rented facilities are in the campus of SUNY Stony Brook.

Section 2.03

Currently, the school includes students with ethnic Chinese and non-ethnic Chinese background came from different country origins.

The Member

Section 3.01

The parents or legal guardians of the actively registered students are the members of the organization. They are to meet at least once a year. All parents are required to attend. The location and time of the meetings are to be determined by the Board and notices are to be sent to the parents at least two weeks in advance.

Section 3.02

Parents shall have the right to have any issue addressed at any meeting by communicating their concern to a board member at least one week prior to meeting so it may be included in the agenda.

Section 3.03

In order for any agenda in the parents' meeting to pass, it must be approved by a simple majority vote of the parents present in a meeting. If a quorum is not reached by parents present at the meeting, the Board will be delegated the power to make a decision.

Section 3.04

Parents shall be issued surveys at the end of the school term to voice their concerns and make suggestions for improvements. The board shall review these surveys, and implement any changes as soon as possible.

The Board

Section 4.01

The board is the governing body of the Center. It consists of 7-9 non-paid members. They are to be in charge of the daily running of the center. The number of board members to be chosen is proportional to the total number of students in that particular school year.

Section 4.02

The board members are to be elected from the parents. All parents are eligible to become a board member and all parents are eligible to vote. A prospective board member is to be recommended either by a board member or by any parents at a parent meeting and all board members have to be approved in the parent meeting.

Section 4.03

The tenure of a board member is two years. Half of the board members remain for the following school year in order to provide continuity to the board. If a member retires before the term ends for any reason, a new member that is recommended by the principal and approved by the board can fill the vacancy. If a board member fails to attend board meetings three times consecutively, he/she will be dismissed of his/her responsibilities.

Section 4.04

All board members have the right to raise issues to be discussed within the board. All agenda in a board meeting must be approved by a majority vote.

Section 4.05

There are no set dates for the board to convene. Most discussions will be done with telephone or e-mail, but the board should have at least two face-to-face meetings annually. The principal can either use the telephone or mail (email) to notify members for a meeting and all meetings have to have a record.

Section 4.06

In case of an emergency or a sudden happening, the board can set up a special committee to execute the task. As soon as the task is accomplished, the special committee should be dismissed.

Staff and Responsibilities

Section 5.01

The staff is to be selected from among the board members. There is a Principal, a Secretary, a Treasurer, a Curriculum Advisor(s) and an Extracurricular Activities Advisor(s). The number of the latter two will depend on the total number of students in that particular school year. They are all non-paid positions.

Section 5.02

The staff responsibilities are as follows:

(a)	The Principal:
	(i) Shall have at least one-year involvement with CCL as a board member or as a teacher prior to being elected; (ii) The term shall be one year with option to extend appointment by the board. The retired principal must remain on as an advisor to the new principal for the following year; (iii) In charge of all administrative work and to execute decisions made by the board; (iv) Hires all teachers, substitute teachers and teaching assistants with the highest qualification available at the time; make recommendation to the board about teacher’s salary; (v) Represents the school in any outside event.

(b)	The Secretary:
	(i) Records the meeting minutes; (ii) Drafts and distributes all notices and documents; (iii) Edits and produces the annual school magazine.

(c)	The Treasurer:
	(i) In charge of all monetary income and expenditures of the Center; (ii) Is responsible for the finances of the school, in the management of its accounting book and checkbooks; (iii) Obtain the approval from the principle or the board when a single expense exceeds certain amount; (iv) Prepares the semi-annual report to the principal and the board on the financial situation of the center; (v) Proposes a budget of the new academic year to the board before the new academic year begins. (vi) Presents the annual financial report the year-end Parent Conference.

(d)	The Curriculum Advisor(s):
	(i) Advises and assists the principal in all matters concerning the Center’s curriculum and instruction; (ii) Supervises teachers and reviews their lesson plans; (iii) Represents the Center in any academic conferences; (iv) Interviews teacher candidates and recommends the appointment of new teachers; (v) Organizes and convenes teacher meetings; (vi) Prepares the annual evaluation of the academic standing of the Center and the teachers and proposes curriculum plans for the following school year to the parents at the Parent Conference.

(e)	(The Extracurricular Advisor(s):
	(i) Assists the Principal in the running of extracurricular events. (ii) Is responsible for the assignment of the weekly duties of parents.

School Activities

Section 6.01

The Center hosts the annual Chinese New Year celebration that usually attracts over 200 families living in Suffolk County. The center also hosts a welcome party to help new members of the center to get acquainted with the school community at the beginning of the academic year and a year-end party to celebrate and honor outstanding students and teachers. It also runs an annual speech contest among its students to promote spoken Chinese. The center holds culture classes, which include Chinese traditional dances, Chinese yo-yo and Chinese martial arts, aiming to enrich and promote understanding of the Chinese culture among students.

Removal and Termination of membership

Section 7.01

The board has the right to expel any student if the parent and /or the student who is involved in the act that damages the interest of the center. The termination must be approved by a majority vote.

Section 7.02

The board has the right to fire any teacher who is involved in the act that damages the interest of the center. The termination must be approved by a majority vote.

Section 7.03

A board member shall be removed for conflict of interest with the Center, or involve an act that damages the interest of the Center. The removal must be approved by a majority vote at the parents meeting.

Dissolution

Section 8.01

In the event of dissolution of the corporation, its remaining assets will be transferred into another school or organization that have same goal as the center. Any such dissolution and distribution shall be made only upon the vote of over seventy-five-percent (75%) of board members and it shall be subjected to the requirements of the Not-For-Profit corporation Law of New York State.

Appendix A: Conflict of Interest Policy

Interested Person and Financial Interest

Any board member and/or parent are defined as an interested person and who has a financial interest.

Procedures

1.	Duty to Disclose
	In connection with any actual or possible conflict of interest, the treasurer must disclose the existence of financial interest and be given the opportunity to disclose all material facts to the parents and board members considering the proposed transaction or arrangement.

2.	Determine Whether a Conflict of Interest Exists
	After disclose of the financial interest and all material facts, and after any discussion with the interested person, he/she shall leave the governing board or committee while the determination of a conflict of interest is discussed and voted upon.

3.	Procedures for Addressing the Conflict of Interest

	a. An interested person may make a presentation at the governing board or committee meeting, but after the presentation, he/she shall leave the meeting during the discussion of, and the vote on, the transaction or arrangement involving the possible conflict of interest. b. The principal shall, if possible, appoint a disinterested person or committee to investigate alternatives to the proposed transaction or arrangement. c. After exercising due diligence, the governing board or committee shall determine whether the School can obtain with reasonable efforts a more advantageous transaction or arrangement from a person or entity that would not give rise to a conflict of interest. d. If a more advantageous transaction or arrangement is not reasonably possible under circumstances not producing a conflict of interest, the govering board or committee shall determine by a majority vote of the disinterested directors whether the transaction or arrangement is in the School's best interest, for its own benefit, and whether it is fair and reasonable. In conformity with the above determination is shall make its decision as to whether to enter into the transaction or arrangement.

Violations of the Conflicts of Interest Policy

a.	If the governing board or committee has reasonable cause to believe a member has failed to disclose actual or possible conflicts of interest, it shall inform the member of the basis for such belief and afford the member an opportunity to explain the alleged failure to disclose.

b.	If, after hearing the member's response and after further investigation as warranted by the circumstances, the governing board or committee determines the member has failed to disclose an actual or possible conflict of interest, it shall appropriate disciplinary and corrective action.

Records of Proceedings

The minutes of the governing board and all committees with board delegated powers shall contain:

a.	The names of the persons who disclosed or otherwise were found to have financial interest in connection with an actual or possible conflict of interest, the nature of the financial interest, any action taken to determine whether a conflict of interest was present, and the governing board's or committee's decision as to whether a conflict of interest in fact existed.

b.	The names of the persons who were present for discussions and votes relating to the transaction or arrangement, and a record of any votes taken in connection with the proceedings.

Compensation

a.	A voting member of the governing board who receives compensation, directly or indirectly, from the Organization for services is precluded from voting on matters pertaining to that member's compensation.

b.	A voting member of any committee whose jurisdiction includes compensation matters and who receives compensation, directly or indirectly, from the Organization for services is precluded from voting on matters pertaining to that member's compensation.

c.	No voting member of the governing board or any committee whose jurisdiction includes compensation matters and who receives compensation, directly or indirectly, from the Organization, either individually or collectively, is prohibited from providing information to any committee regarding compensation