American-Chinese CEO Society

Constitution

Chapter-1 General

1. The Chinese name of association is “ 美中企业家商会 ”. The English Name is “ American-Chinese CEO Society”.
2. The purpose of the Association is to build a commercial platform between U.S and China, to improve sharing of information among members, and to promote trade and friendship between U.S and China.
3. The Association is a non-political, non-religious, and non-profit organization.
4. Function and Objective of the Association

•  Arrange all kinds of internal commercial trading activities to satisfy the requirement of members.

•  Arrange external commercial trading activities to improve the economic development of our community both US & China . Organize trading activities between U.S. and China to improve the commercial communication and cooperation between U.S. and China.

Chapter-2 Membership

1. Membership is open to any person, and company provided that they agree with the constitution of the association.
2. Membership is granted after filling the application form, paying the membership fee, and obtaining the approval from executive council.
3. Rule of Membership

•  Agree with the purpose of the Association, abide by the constitution of the Association, and maintain the solidarity of the Association.

•  Pay the membership fee on time and attend the activities of the Association according to member's own choices.

•  Trust and respect each other. Promote friendship, solidarity and work for the common goal of the Association.

1. Members are eligible for election and have the right to be elected. Members can take part in the activities of the Association, express their own ideas, recommend member of executive council and vote for the corresponding matters within the Association.

Chapter-3 Organization

1. The Association consists of general members' meeting, executive council, audit committee and executive president team running day to day activity. General members' meeting is the highest authority within the Association. There will be at least one general members' meeting every year.
2. Executive council is responsible for the Association during the break of general members' meeting. Executive council consists of council members ( 11 to 15). Chairperson is responsible for executive council. Executive council will serve a two year term. All proposals should get more than half of the executive council members participate and be approved by majority of the executive council members. Executive council will arrange the meetings every three months to provide reports and investigate issues.
3. Audit committee is the audit organization of the Association. It monitors the executive council and the working team under the president to make sure that the constitution of the Association is properly followed and explains the constitution of the Association. Audit committee consists of a chairperson and two audit members.
4. The team of president is responsible for the routines of the Association. It consists of one president, more than two vice presidents and directors of departments. It is responsible for the operation of the Association according to the constitution and proposal of executive council. President will have a two year term. The elected president should make a clear term goal and implementation plan within one month after being elected. He/she should arrange the president meeting every three months to discuss, investigate, summarize the issues and make the execution plan.
5. The election procedure will be provided by executive council and listed as an attachment to the constitution.
6. The first two years are the interim period of the Association. During this period, executive council members are allowed to hold positions under the president council and work for the president. After interim period, the executive council and team of president should be separated.
7. The chairperson of executive council and chairperson of audit committee should be elected from members of executive council to guarantee the long-term stable development of the Association.

Chapter-4 Finance

1. Rule of finance

•  The association has one independent account and uses the system of budget and final-revenue-and-expenditure. The accounting of the Association follows U.S. California tax laws and is monitored by executive council and audit committee. The financial statement will be provided periodically, and submit to the yearly general meeting. All the revenue should be deposited in to the Association's account and expended according to an officially recognized accounting system approved by the executive council .

•  Make the rule of financial system and clarify the responsibility and obligation of finance department.

1. Principle of finance

The daily check s and cash should be approved by one person identified by executive council and one person identified by team of president s .

1. Source of funding

•  Individual Membership fee: $300/Member/Year;

•  Corporate Membership fee: $600/Member/Year;

•  Associate Membership fee: $50/Member/Year.

•  Sponsorships;

•  Profitable projects organized by the Association;

•  Appropriate fee for the activities

Chapter-5 Miscellaneous

1. The constitution should be explained by audit committee.
2. The executive council should assign the person to be responsible for proposal for updating of the constitution, if members of executive council or members propose to change the constitution. The proposal should be discussed and voted by majority rule. The updated constitution should be applicable after approval from executive council,
3. The executive council should improve the constitution continuously to guarantee the healthy development of the Association. The president team should implement the approved revisions for the constitution continuously to improve operability of the constitution.

July 27, 2005