Chinese School Of Tomorrow



Chinese School of Tomorrow Bylaws Download Chinese School of Tomorrow Bylaws


■ Articles I. Organization

Section I.1. Name. “Chinese School of Tomorrow”, is the official English name of the

school (thereafter referred as “CST”, or the school).

Section I.2. Mission Statement. CST is a non-profit, non-religious, and non-political

educational and cultural institution. It is a financially independent subsidiary of the

Orlando Chinese Professionals Association (thereafter, OCPA). The school intends to

operate as an organization that abides section 501(c)(3) of the Internal Revenue Code and

intends to seek 501(c)(3) status. The school aims to achieve (but not limited to) the

following objectives:

a) to provide sustaining and systematic programs and courses in Chinese language

and Chinese culture;

b) to promote mutual understanding between Chinese and other ethnic groups;

c) to encourage students to more actively participate in community services.

■ Articles II. Domicile

The School shall be located in the greater Orlando metropolitan area in Seminole County

or Orange County. The school mailing address is:

Chinese School of Tomorrow

1514 Wescott LP

Winter Springs, FL 32708

■ Articles III. Board of Directors

Section III.1. Power and General Responsibilities.

The Board of Directors (hereafter, the Board) is the highest governing body of CST. Its

responsibilities include the following:

a) Making and approving important strategic decisions related to the school’s


b) Making and approving polices for the school and evaluating the implementations

of such policies;

c) Approving fees and tuitions of CST;

d) Representing CST in the community, coordinating co-operations between CST

and local government and other organizations in the community, and participating

in other related activities in Central Florida;

e) Appointing the principal and supervising the executive committee;

f) Determining the compensation scheme for the principal and other paid school


g) All CST board members should be volunteers. None of the voting Board

members should receive any compensation for the work performed at CST.

Section III.2. Composition of the Board

a) The Board should have a minimum of five voting members and a maximum of 11

voting members;

b) All board members should be CST parents and other community members who

are interested in Chinese language education and in serving the Chinese

community. The members are selected as follows:

i) The Parents association of CST elects two board members;

ii) The principal is a non-voting member of the Board. The principal

automatically becomes a voting board member when retiring from the

position under normal circumstance. The ex-principal serves in the Board

until the next ex-principal becomes available.

iii) OCPA board appoints three of its board members to be members of CST

board. Preferably, these board members should be parents of CST


(1) OCPA president is automatically a member of the CST board, and the

default chairperson of the CST board;

(2) Should OCPA president be unable to serve on the CST board, he/she

should appoint another OCPA board member to the CST board and

serve as the chairperson of the CST board.

iv) The size of the Board can be increased should the need arise. Such

increase can be approved by a simple majority of the board. Any increase

of the board size to be above 11 members should be approved by at least

three-fourths (¾) of the CST voting board members. Generally, the

increase in the number of board members from OCPA and from CST

should be the same, so that the number of the CST board members from

OCPA would be one more than the number of the board members elected

by the parents association of CST.

c) The term of each board member is two academic years. Each academic year

starts from August 1st through July 31th of the following year. Board members

may be reelected or reappointed for up to two additional consecutive terms.

d) Ideally, the board should be stacked so that there is an overlapping in board terms

to ensure continuity in board policy and board composition.

Section III.3. Board Meetings

a) The Board should meet at least once every two months during the school year.

The Board chairperson may call for special meetings in case of emergency.

b) Quorum. A majority of the Board shall constitute a quorum for the transaction of

business at any meeting of the Board of Directors; provided, however, if a

quorum of the Board of Directors is not present at a meeting, a majority of the

Directors present may adjourn the meeting from time to time without further


c) The Board should try to reach consensus via discussion and negotiation. When

consensus cannot be reached, a decision should be reached by a simple majority

of all voting board members (except for amending CST bylaws and increasing the

size of the Board, where at least three-fourths (3/4) of the full voting board

members have to approve); In case of a tie, the chairperson carries the tie-breaker.

d) The principal of CST and the President of the Parent Association attend the board

meetings as a non-voting member.

e) The Board may invite parents and other concerned members in the community to

attend the board meetings should the need arise. None of the invited members

may cast votes at the board meetings.

Section III.3. Removal and Resignation of Board Members

a) Board members who are unable to perform his/her duties may be removed.

I. Board members appointed by the OCPA board may be removed by a simple

majority of the OCPA board.

II. Board members elected by the parents association can be recalled by the

parents association. A minimum of five CST parents may make a motion in

writing (including email) to recall a board member. Upon receiving the

motion, the parents association president should convene a parents association

meeting with at least 50% of all eligible parents. A simple majority of all

parents present at the parents association meeting may approve the motion.

b) Board members may resign from the board in writing (including email) to the

chairperson. The Board decides whether the resignation becomes effective

immediately or at a date indicated in the resignation letter.

c) The vacancy created by a recall or a resignation should be filled according to

section III.2.b.

■ Articles IV. Executive Committee

The Board shall, by a majority vote of its voting members, designate an Executive

Committee consisting of school officers and administrative staffs, and may delegate to

such committee the powers and authority of the Board in the management of the business

and affairs of CST, to the extent permitted, and except as may otherwise be provided; by

provisions of law. The Board may, by a majority vote of its regular members, at any time

revoke or modify any or all of the Executive Committee authority so delegated. Under

the Board’s discretion, regular Board directors may serve on the Executive Committee as


Section IV.1. Designation of Officers

The officers of CST shall be a Principal, an Assistant Principal, a Treasurer, and a

Curriculum Advisor. From time to time, the school may also have additional Assistant

Principals, Assistant Treasurers, Webmaster, and other such officers with such titles as

determined by the Principal and approved by the Board.

Section IV.2. Appointments and Term of Office

a) The Principal shall be appointed by the Board. The term of office for the Principal

shall be two (2) years and may be renewed for up to two additional consecutive

terms if reappointed by the Board.

b) The procedure for principal selection should be as follows:

i) One semester before the end of current principal’s term, the CST Board

should appoint a chairperson to form a principal Selection Committee. The

Selection Committee should consist of the CST parent representatives.

ii) After formation of the Selection Committee, the CST board should

communicate the search to the CST parents.

iii) The chairperson of the Selection Committee should start to take the nominees

immediately after the announcement of the search process.

iv) The Selection Committee will select up to three candidates from the nominees

and submit to the CST Board.

v) The CST Board votes for the new principal from the candidates. The

candidate who receives the highest majority votes will be appointed as the

new principal.

vi) Once the final decision is reached, the CST Board should immediately

communicate the search result to CST parents.

c) The Assistant Principal(s), Treasurer, Curriculum Advisor, and other school officers

shall be appointed by the Principal of School, and approved by the Board.

d) The term of all school officers follows the Principal’s term which starts on August

1, and expires on July 31 of the year after next.

Section IV.3 Removal and Resignation

a) The Principal may be removed with or without cause by a two-thirds (2/3)

majority vote of the Board. The Secretary, Treasurer, Academic Dean and other

school officers may be removed by the Principal, and approved by the Board.

b) The Principal may resign at any time by giving written notice at least two weeks

in advance to the Board. Any other officers may resign at any time by giving

written notice to the Principal at least two weeks in advance.

Section IV.4 Vacancies

a) Any vacancy caused by the resignation and removal of any officers other than the

principal shall be filled by the Principal and approved by the Board. In the event

of a vacancy of Principal, such vacancy shall be filled by the Board.

Section IV.5 Duties and Responsibilities of the Principal

a) The principal is appointed by the board of directors and acts as the chief executive

officer of CST and reports to the board. The principal may be compensated for

her (his) duties performed.

b) Upon appointment, the principal should form the executive committee as

specified in Section IV.1.

c) The principal is responsible for day-to-day operation and management of the

school: oversee school academic program development; supervise school

admission; manage teacher’s hiring and dismissing; coordinate the relationship

between teachers and parents.

Section IV.6 Duties and Responsibilities of Other Officers

a) Assistant Principal (Public Relation): Take care of school’s relationship with the

other organizations; handle school facility renting; oversee the usage of the

facility; plan school’s participation in the community activities; school advertise;

website maintenance; plan and organize school fundraising.

b) Treasurer: Manage school bank account; check deposit; issue CST checks;

prepare annual financial report; oversee tuition and fees collection; oversee

payroll; oversee CST Tax filing.

c) Curriculum Advisor: Design and develop academic curriculum; implement school

academic program; textbook selecting and ordering; new student registration;

issue school certificates; plan and organize school culture activities.

Section IV.7. Compensation

a) The salaries of the officers, if any, shall be fixed from time to time by resolution

of the Board. In all cases, any salaries received by officers of the school shall be

reasonable and given in return for services actually rendered to or for the school.

b) The Principal shall set the compensation for the teaching and administrative staffs

(non-officers) within the range determined by the Board. Principal may suggest

special compensation to outstanding staffs with special approval by the Board.

Article V: Parents Association

The Parents Association (PA) is a voluntary organization within CST. Any parent

of CST students is automatically a PA member. Rules governing PA shall not be

in conflict with CST Bylaws. Under the Board’s discretion, regular Board

directors may choose to work with PA to form task forces to provide guidelines

on the specific tasks.

PA recruits and maintains a group of volunteers to provide assistance to CST

activities where a large number of school members are involved. PA may take

initiatives to meet its members’ special interests and needs.

PA shall have a chair. The chairperson shall be elected by the PA members, and

approved by the Board. The chairperson should coordinate the PA to assist the

Principal with various activities.

Article VI: Dissolution

In the event of the liquidation or dissolution of the school, voluntary or

involuntary, no member shall be entitled to any distribution or division of its

remaining property or proceeds, and the balance of all money and other property

received by the school from any source, after the payment of all its debts and

obligations, shall be used or distributed to organization(s) organized and operated

exclusively for charitable, religious, educational or scientific purposes as shall, at

the time be qualified for tax-exemption under Section 501 (c)(3) of the Internal

Revenue Code, by a majority vote of the Board. Any such assets not so distributed

shall be disposed of by the Circuit Court of the County in which the principal

office of the School is then located, exclusively for such purposes or to such

organization(s) as the Court shall determine which are organized and operated for

such purposes.

Articles VII. Indemnification of Directors and Officers

Any person who at any time is, or was, a member of the Board, or Officers or

agent of the School should be indemnified against expenses actua1ly and

necessarily incurred by him/her in connection with the defense of any threatened,

pending, or completed action, suit or proceeding, whether civil, criminal,

administrative or investigative, in which s/he is made a party, by reason of the fact

that s/he is or was a member of the Board, or Officers or agent of the School

except in relation to matters as to which any such Director, Officer, or agent shall

be adjudged in such action, suit or proceeding to be liable for negligence or

misconduct in the performance of his or her duty.

Articles VIII. Interpretation and Amendments of the Bylaws

 The Board of Directors is the sole body of the CST with the right to interpret the


 The bylaws may be amended, altered, or repealed, in whole or in part, or new

bylaws may be adopted by an affirmative vote of at least three-fourths (3/4) of the

entire Board, provided, however, that notice of such alteration, amendment, repeal

or adoption of new bylaws are contained in the notice of such meeting of the

Board of Directors.

 In case of a conflict existing between these bylaws and either the Federal or State

laws of the US government, the articles in conflict should comply with the

Federal or State laws of the US government.