Society of Chinese American Professors and Scientists
 

Society of Chinese American Professors and Scientists (SoCAPS) Bylaws

(Approved by the Council on June 1, 2003, Amended on July 20, 2005)


ARTICLE I.  NAME OF THE SOCIETY AND ITS CONSTITUENTS

ARTICLE II.  MISSION

ARTICLE III.  MEMBERSHIP

ARTICLE IV.  COUNCIL OF THE SOCIETY

ARTICLE V.  EXECUTIVE BOARD OF THE SOCIETY

ARTICLE VI.  ELECTION OF COUNCIL MEMBERS

ARTICLE VII. PROVISIONS FOR BUSINESS ACTIVITIES

ARTICLE VIII.  CONFLICT OF INTEREST

ARTICLE IX.  SECTIONS OF THE SOCIETY

ARTICLE X.  REGIONAL CHAPTERS

ARTICLE XI.  AMENDMENT OF THE BYLAWS


ARTICLE I. NAME OF THE SOCIETY AND ITS CONSTITUENTS


The name of this organization shall be Society of Chinese American Professors and Scientists, hereinafter referred to as SoCAPS. SoCAPS shall consist of Chinese American Professors, Scientists and other Scholars with distinguished achievements, or those who meet the academic criteria of the membership and agree to abide by its Bylaws. The society shall be a not-for-profit organization under the laws of the registered State.



ARTICLE II. MISSION


The mission of SoCAPS is to advocate the interests of Chinese American academics, to facilitate its members’ contributions to American society through promotion of their academic achievements, and to advance science and education through academic collaborations and information exchange.



ARTICLE III. MEMBERSHIP


The society shall consist of regular members, emeritus members, and honorary members.


Section 1. Regular Members

A regular member of this society shall be a citizen or permanent resident of the United States of America (USA), who holds a doctorate or equivalent degree and is either currently appointed as a faculty member or equivalent research/administrative position at any college, university or research institute in the USA, or who has had other peer-reviewed distinguished intellectual or administrative accomplishments.


Section 2. Emeritus Members

Regular membership in SoCAPS shall be converted to emeritus membership if a member in good standing retires from regular employment.


Section 3. Honorary Members

The Honorary members of the Society shall be those who have had world-renowned academic achievements and have been well-known internationally in an academic or professional field, no matter whether they are regular members or not. In addition, individuals and organizations who have contributed significantly to advocating the interests of Chinese American academics or promoting the advancement of science, technology and the humanities, who have significantly supported the activities of the society, but who do not meet the requirements of a regular membership, may be granted an honorary membership by a two-thirds majority vote of the Council members.


Section 4. Application or Nomination for Membership

4.1. Application for regular membership shall be initiated by the candidate. The applicant shall have two active regular members as sponsors to support his/her application.Regular membership may also be recommended or nominated by two active regular members. Honorary membership shall be nominated by two members of the Council( defined in Article IV, Section 1). There shall be no limit to the number of nominees for regular membership, but the number of nominees for honorary membership shall not be more than three per year.

4.2. Nominees for regular or honorary membership are required to provide their curriculum vitae, a description of their accomplishments and related evidence of academic achievements.

4.3. The Membership Committee (defined in Article V, Section 3) shall evaluate the qualifications of all applicants or nominees and recommend them to the President (defined in Article V, section 2) for approval.


Section 5. Approval of Memberships

5.1. Regular members shall be approved by the President.

5.2. Honorary members shall be elected by all Council members through a mail or e-mail ballot. A two-thirds majority of the collected votes shall be necessary for granting this membership status. The Membership Committee shall be responsible for preparation, dissemination, and collection of the ballots, vote counting and announcement of the acceptance of new members.


Section 6. Acceptance of Memberships

Every newly-approved member shall provide written acceptance of membership to SoCAPS. After acceptance, the name of the new member shall be entered on a public list of Society members. A formal letter with the signatures of the President and other related information about the Society membership shall be sent to the member.


Section 7. Membership Fee

The fiscal year of the society shall be July 1 to June 30 next year. All regular members shall pay a full membership fee and retired members shall pay one-half of the full membership fee by June 30 of each year. The membership fee shall be determined and may be changed from time to time by the Council. New members who are approved in the first half of the fiscal year shall pay the full membership fee by December 31. The membership fee for those who are approved in the second half of the fiscal year shall be reduced to one-half of the annual fee, which shall be paid by June 30 of the same year.

The Society honors Lifetime Membership status. The privileged Lifetime Membership may be applied by a regular member or a new member. The current dues for lifetime membership are $500. The Lifetime Membership shall be recognized by the President by issuing to the member a SoCAPS Lifetime Membership Certificate.


Section 8. Active and Inactive States of Membership

The regular membership may be active or inactive. A member who pays membership dues in any year shall be considered an “active regular member.” A member who fails to pay membership dues for one year shall become an “inactive regular member.” Inactive members shall lose their membership privileges, but can change their status to active membership by paying the cumulative unpaid membership dues. Failure to pay membership dues for two consecutive years will result in an automatic termination of the membership. Recovery of membership after termination shall require the same procedures to be followed for approval of a new regular member.


Section 9. Revocation of Membership

The Council may revoke the membership of a regular member who fails to pay dues for two consecutive years, has violated the Bylaws of the society, or has other misconducts in scientific or educational activities. Revocation of membership shall be approved by a two-thirds majority vote of the Executive Board after an opportunity for a public hearing.


Section 10 Rights of the Membership

All active regular member or emeritus member shall have the right to nominate new members and to vote for Council members or honorary members of the society. They shall also have the privilege of attending programs and business meetings sponsored by the society, receiving publications of the society, accessing communication channels on the society’s website, and receiving other benefits which may be defined by the Council of the society.

Active regular members shall have the same right to vote and to be elected to positions on the Council or other committees as the society’s Council members. Honorary members shall have the same privileges as active regular members except the right to vote and to be elected.

Inactive regular members shall not have the same rights as active regular members, but will be eligible to receive mailings and e-mail information sent out by the society.



ARTICLE IV. COUNCIL OF THE SOCIETY


All activities of the society shall be managed by the Executive Board under the direction of the Council.


Section 1. The Council and Council Members

The Council shall consist of nineteen Council members. Eighteen of the Council members shall be elected by the active eligible members, and the President of Executive Board is automatically a Council member.


Section 2. Terms of the Council Members

The term of Council members shall be three years.  Council members may serve two consecutive terms, for a total of no more than four terms. The term of the President of the Executive Board shall be two years.  A person shall only serve as President for no more than two terms. The President is a member of the Council. The President shall continue to serve as a regular Council member for one additional year after the two-year term of service as President is complete. New Council members shall be elected each year to maintain a total of nineteen.


Section 3. Responsibilities of the Council

The Council shall elect a Chairperson each year at its first meeting after election of new Council members, by a majority vote of all Council members. The Chairperson of the Council shall call and chair all the meetings of the Council. All council members may nominate and be nominated as Chairperson of the Council except the President or immediate past President. The responsibilities of the Council shall include, but not be limited to, the following activities of the society: nominating new council members and new President of the society, approving the membership of honorary membership and the Executive Board, overseeing Council activities, calling for reports from the Executive Board, recommending Bylaw amendments to be approved by vote of active regular members, long-range planning, and working with the Executive Board on fundraising activities.

A simple majority of the total Council members shall constitute a quorum for business meeting of the council. At any Council meeting with a quorum, a vote of a majority of those present shall be sufficient for decisions to be ratified, except as otherwise provided in the Bylaws. The Council shall have three standing committees: a Long-Range Planning Committee, a Nomination Committee, and a Bylaw Amendment Committee, and be empowered to form special ad hoc committees as needed for its function. The Chairperson of the Council shall nominate, and when approved by the Council, appoint its committee members.


Section 4. Long-Range Planning Committee

The Long-Range Planning Committee shall consist of Council members, Executive Board members and active regular members. The Council shall be empowered to decide the number of the committee members as needed for its function The Council chairperson shall chair this committee. The Long-Range Planning Committee shall be responsible for long-range planning, fundraising and liaison activities of the society. This committee may conduct studies as assigned by the Council and prepare proposals to provide guidance and direction for the future well being of the Society.


Section 5. Nomination Committee

The Nomination Committee shall consist of Council members and active regular members. The Council shall be empowered to decide the number of the committee members as needed for its function. One of the Council members shall be appointed as Chairperson of the committee by the Council. The Nomination Committee shall be responsible for nominating Council members and the President of the Executive Board.


Section 6. Bylaw Amendment Committee

The Bylaw Amendment Committee shall consist of Council members and active regular members appointed by the Council. The Council shall be empowered to decide the number of the committee members as needed for its function. One of the Council members shall be appointed as Chairperson of the committee by the Council. The Bylaw Amendment committee shall be responsible for proposing amendments to the Bylaws of the society.


Section 7. Rights of the Membership

All active regular member or emeritus member shall have the right to nominate new members and to vote for Council members or honorary members of the society. They shall also have the privilege of attending programs and business meetings sponsored by the society, receiving publications of the society, accessing communication channels on the society’s website, and receiving other benefits which may be defined by the Council of the society.

Active regular members shall have the same right to vote and to be elected to positions on the Council or other committees as the society’s Council members. Honorary members shall have the same privileges as active regular members except the right to vote and to be elected.

Inactive regular members shall not have the same rights as active regular members, but will be eligible to receive mailings and e-mail information sent out by the society.



ARTICLE V. EXECUTIVE BOARD OF THE SOCIETY


Section 1. Executive Board

The Executive Board shall be formed immediately after the elected President assumes office. This Board shall be responsible for management of the society under the direction of the Council. This management shall consist of, but not be limited to, legal, political, membership, public, financial and other activities of the society, and programming for all scientific, educational or other professional activities. The President shall chair this Board and manage all the activities of the Board. The Executive Board shall plan and coordinate a business meeting of all active regular members every two years.


Section 2. President and Executive Board Members 

The Executive Board shall consist of the President, one to three Vice President(s), a Secretary General, Treasurer, and four other Board members. The Council shall be empowered to change the number of the Executive Board members as needed for its function. The President shall be elected by all active members and will represent the society at public functions. All Executive Board members shall be nominated by the President and approved by a majority vote of the Council. All Executive Board members shall be active regular members.


Section 3. Board Committees 

The Executive Board shall form standing committees as needed to carry on its functions. The Executive Board may also be empowered to appoint an Executive Director, who shall be approved by the Council. The Executive Director shall assist in carrying on the daily functions of the society and manage the central office of the society. The Executive Director may be compensated for his/her services, but will not have voting rights on the Executive Board or Council. Under the Executive Board, there shall be the following standing committees:

3.1. Academic Program Committee: The Academic Program Committee shall consist of a Vice-President, representatives of all Society Sections as defined in Article IX, and program directors as named and appointed by the President. The program directors shall assist in planning and executing special programs for the society, but do not have voting rights on the Executive Board. This Committee shall be chaired by the Vice-President and be responsible for scientific or other comprehensive programs of the society.

3.2. Public Affairs Committee: The Public Affairs Committee shall consist of a Vice-President and four active regular members of the society appointed by the President. This Committee shall be responsible for the management of all public affairs of the society such as legislative liaison, communications with US universities or other organizations, and communications with the media. The Vice-President shall serve as chairperson of this committee.

3.3. Finance Committee: The Finance Committee shall consist of the Treasurer and four active regular members of the society appointed by the President. The Treasurer shall serve as chairperson of this committee. This committee shall plan the annual budget and manage funds and investments of the society. The annual budget and all major financial decisions shall be approved by the Council. The Treasurer, working with the Executive Director, shall pay or reimburse all the proper expenses of the society. The society’s financial accounts shall, at the end of each fiscal year, be audited by the Council at its next business meeting or by an independent Certified Public Accountant, if deemed necessary.

3.4. Membership Committee: The Membership Committee shall consist of the Secretary-General and four active regular members appointed by the President. The Secretary-General shall serve as chairperson of this committee. The duty of this committee shall be to review applications for membership, make recommendations regarding acceptance or denial of applications for regular membership, and maintain membership records. Membership recommendations by this Committee must be ratified by the President.

3.5. Publication Committee: The Publication Committee shall consist of an Executive Board Member and four active regular members of the society appointed by the President. This committee is responsible for managing all the publications of the society, including scientific, educational or professional journals and books. The Executive Board member shall serve as chairperson of this committee.

3.6. Communication Committee: The Communication Committee shall consist of an Executive Board Member and four active regular members of the society appointed by the President. This committee shall be responsible for management of the society’s website, e-mail server and newsletters. The Executive Board member shall serve as chairperson of this committee.

3.7. International Collaboration Committee: The International Affairs Committee shall consist of an Executive Board Member and four active regular members of the society appointed by the President. This committee shall be responsible for international exchanges and collaborations of the Society. The Executive Board member shall serve as chairperson of this committee.

3.8. Culture Exchange and Development Committee: The Culture Exchange and Development Committee shall consist of an Executive Board Member and eight active regular members of the society appointed by the President. This committee shall be responsible for the activities related to Chinese culture exchange and education and provide guidance or help to the Society members in face of cultural challenges. The Executive Board member shall serve as chairperson of this committee.



ARTICLE VI. ELECTION OF COUNCIL MEMBERS


Section 1. Nomination of Council Members

1.1. The Nomination Committee of the Council shall be responsible for nomination of candidates for President and all other Council members for the society. Candidates for the President shall be from elected Council members or appointed Board members who have completed at least two years of service as a Council or Board member. Candidates for other Council memberships shall be active regular members of the society with at least one year of active membership.

1.2. The Nomination Committee shall nominate candidates for the office of President. The number of candidates for the office of President should be not more than two. The Nomination Committee shall nominate candidates for Council members each year.  The number of candidates for council member nominated should be more than the number of the positions to be filled in that year.

1.3. If only one candidate is nominated for the office of President, or the number of candidates for Council membership positions is less than or equal to the number of the positions to be filled in a year, the Nomination Committee must present a written explanation to the Council for approval at its meeting.


Section 2. Election Action

2.1. The President and other Council members shall be directly elected by the active regular members of the society.

2.2. The current Chairperson of the Council shall be responsible for the election. The Nomination Committee shall submit a list of candidates to the Council at least 35 days before the election date.

2.3. It is the Council Chairperson’s responsibility to publish the names of the candidates and supporting materials regarding candidates’ qualifications on the society’s website 30 days before the election date. An announcement of election shall be sent via mail or e-mail to all active regular members of SoCAPS.

2.4. During the period of time after the publication of the candidates' names and before the election date, active regular members may petition for additional candidates to be added to the ballot. To qualify for nomination by petition, each candidate must have the support of at least 15 active regular members. All petition materials, including the candidate’s curriculum vitae, description of achievements, and supporting letters from the petitioning members must be addressed to and received by the Council Chairman no less than seven days before the election. The candidates in this published list may be withdrawn by a request of any candidates themselves or due to a conflict of interest or other reasons and approval by the Council. This withdrawal action must be called no less than seven days before the election.

2.5. On the Election Day, a secure electronic ballot with a new list of candidates shall be activated on the society's website, along with instructions for electronic voting. The Nomination Committee shall mail a ballot to those active members who previously indicated that they do not have Internet access during the election period. All ballots must be electronically submitted to the website or received by mail by the Nomination Committee within 10 days after the election date. The Nomination Committee shall count the votes, report the results to the Council at its meeting, and publish the results on the society’s website within 10 days after the close of voting.

2.6. In the event of a dispute among Nomination Committee members with regard to the legitimacy of the election procedures, or a tie of two candidates for one position, the election shall be decided by a majority vote of the current Council Members.

2.7. Newly-elected Council members shall assume their duties immediately after the announcement of the election results. Newly-appointed committee members or Executive Board members shall assume their duties immediately after approval of their appointment by the Council.


Section 3. Removal of Council Members or Executive Board Members

By a vote of two-thirds or more of Council members, any Council member may be removed from office on the grounds of malfeasance, non-performance of duties, or inability to perform the duties of the office. This action shall be called for by at least fifteen active regular members with a signed statement. An adequate explanation justifying such an action by the Council, together with a statement that may be volunteered by the Council member to be removed, shall be promptly submitted to all active regular members. A mail or e-mail ballot for ratification of the suspension must be included in the submission. The removal will be effective if two-thirds of the members vote for approval of the action of the Council, and the position shall be filled after a special election arranged by the Council.

Any Executive Board member may be removed by a call of the President and approval by the Council with a two-thirds majority vote.


Section 4. Vote of Confidence

A vote of confidence may be conducted when there is a perceived crisis regarding leadership of the Council. This action must be called by fifty or more active regular members with a signed statement. The Chairperson of the Council with an agreement of a representative of fifty members who called for vote of confidence shall select an active regular member to be responsible for this action. A mail or e-mail ballot, together with the signed statement and an explanation of the reason for the vote, shall be submitted to all active regular members. If two-thirds of active members participate in voting in this action and two-thirds of collected valid ballots vote in support of "No Confidence," witnessed by the Chairperson of the Council and a representative of those members who called for this action, the Council or Executive Board member who is the subject of the vote shall be immediately dismissed. If the vote calls for replacement of the entire Council or Executive Board, a special election committee chaired by an active regular member voluntarily and approved by a majority of other active members shall be formed to arrange for a special election of new Council or Executive Board members.


Section 5. Special Elections

The Council shall authorize the Nomination Committee to conduct special elections whenever a vacancy occurs on the Council. If the entire Council or Executive Board is dismissed as the result of a No Confidence vote, a special Election Committee, chaired by an active regular member, shall be formed to arrange for a special election for these positions. The procedures for special elections shall be the same as those for regular elections.



ARTICLE VII. PROVISIONS FOR BUSINESS ACTIVITIES


The society and any of its Standing Committees shall not practice or be involved in any type of business for profit. Society programs that require utilization of long-term commercial services or professional consultants shall obtain them through business contracts approved by the Council. This provision also applies to the services and consultancies provided by the members of the society on behalf of the society and paid for with society funds.



ARTICLE VIII. CONFLICT OF INTEREST


Any person, either elected or appointed as a Council member or Committee member, shall excuse themselves from participating in or decision making related to situations when their personal interests might be in conflict with the interests of the society, prior to their acceptance and during their tenure in that position. A conflict of interest is any opportunity for personal gain apart from normal reimbursement of expenses outlined in society policy. In the event that a person finds himself or herself in such a position, he or she shall promptly disclose the conflict of interest to the President and to the Council or the Committee on which he or she serves as a member, and excuse himself or herself from voting on the matter that gives rise to the conflict of interest at any Council or Committee meetings.



ARTICLE IX. SECTIONS OF THE SOCIETY


Section 1. Formation of Society Sections

1.1. A group of active regular members may apply to the Council in writing to form a Society Section that encompasses an area of science, technology or other academic endeavors. The application shall include a statement about the need to form the Section, the goals and objectives of the Section, proposed activities, and the names of the proposing members. The Council shall review and approve such applications on a regular basis. An active regular member may join a maximum of two Society Sections.

The approved Society Section shall be known as “The Society of Chinese-American Professors and Scientists: [Name] Section."

1.2. The Nomination Committee shall nominate two candidates for the office of President. The Nomination Committee shall nominate candidates for Council members each year. The number of candidates for council member nominated should be more than the number of the positions to be filled in that year.

1.3. If only one candidate is nominated for the office of President, or the number of candidates for Council membership positions is less than or equal to the number of the positions to be filled in a year, the Nomination Committee must present a written explanation to the Council for approval at its meeting.


Section 2. Chairperson of Society Sections

The Chairperson of each society Section shall be elected by the members of that section. Two candidates shall be nominated for Section Chairperson by the Nomination Committee. The candidates receiving a simple majority of the votes shall be elected. The Chairperson of the Society Section shall participate in the governance of the society as an ex officio Executive Board Member The term of Chairperson of the Society Section shall be two years, and a person shall only serve as section Chairperson for one term.


Section 3. Governance of Society Sections

The Chairperson of a Society Section shall be responsible for management of Society Section affairs in consultation with a Section Committee of three to five members. Section committee members shall be elected by the Section members, and the term of section committee members shall be three years.



ARTICLE X. REGIONAL CHAPTERS


Section 1. Formation of Regional Chapters

The Council shall consider and may approve the establishment of Regional Chapters of the society upon receiving a petition signed by ten or more active regular members of the society. The Council may also disband a Regional Chapter if the continued existence of such a Chapter is not in the best interests of the society. The geographic areas of regional chapters shall not overlap and will be designated by the Council.

The approved Regional Chapter shall be known as the “Society of Chinese-American Professors and Scientists: [Name] Chapter."


Section 2. Governance of the Regional Chapters

Regional Chapters shall be governed independently by their organizers by forming a Regional Chapter Committee consisting of 3-5 members. Each Chapter committee shall have a minimum of a Chairperson, Treasurer and Secretary. The duties of these officers shall be those normally pertaining to their positions. The regional chapters shall follow the Bylaws of the Society of Chinese-American Professors and Scientists. All subsequent changes in chapter bylaws shall be in accordance with the laws of the state in which the chapter is located, and must be approved by the Council. Regional Chapter committee members, including the Chairperson, shall be elected by the Chapter members. The term of these committee members of regional chapters shall be determined by the chapter Bylaw.


Section 3. Obligations of the Regional Chapters

The Regional Chapters shall promote, at the regional level, the general mission and objectives of the society and help recruit new members. However, Regional Chapters shall not approve membership or retain national membership fees in part or in full for regional use. A Chapter may levy dues for Chapter membership in addition to the national membership dues.

All financial commitments made by a Chapter are the sole responsibility of that Chapter. The society disclaims all financial responsibility with regard to the actions or commitments of individual Chapters of the society. The society will NOT be responsible or liable for any debts or liabilities of a Chapter under any circumstances. Chapters must submit financial reports to the President as part of the annual report.



ARTICLE XI. AMENDMENT OF THE BYLAWS


Amendments to the Bylaws of the society must be approved by a two-thirds majority vote of the active regular members. The voting can be completed by mail, e-mail, or at the business meeting, but cannot be called for more than once each calendar year after the trial period. Any active regular member may propose an amendment to the Bylaws in writing. Such proposed amendments shall be endorsed by at least ten other active regular members and shall be submitted to the Chairperson of the Bylaw Amendment committee in writing. If approved by a two-thirds majority vote of the Bylaw Amendment committee, a general vote on such amendments by all active regular members will be conducted. The Chairperson of the Bylaw Amendment committee shall be responsible for ensuring the amendment process follows proper procedures and, if adopted, for publishing the amended Bylaw including its effective date.