# JTUNY bylaws

## Preamble:
The Jiao Tong (or Chiao Tung) Universities NY Alumni Association (hereinafter referred to as "the Association") is established to foster strong connections among the alumni of the universities sharing the same origin as Chiao Tung (or Jiao Tong) University, to promote academic, professional, and personal growth, and to support the development of the Jiao Tong Universities community in NY metropolitan area.

## Article I: Name and Affiliation

### Section 1. Name
The name of the association shall be "Jiao Tong (Chiao Tung) Universities Alumni Association - New York" (hereinafter referred to as "JTUNY" or "the Association").

### Section 2. Affiliation
JTUNY is an independent, non-profit organization representing the alumni of universities sharing the same origin as Jiao Tong (Chiao Tung) University, including but not limited to (in alphabetical order),
* National Chiao Tung University (NCTU)
* National Yang Ming Chiao Tung University (NYCU)
* Shanghai Jiao Tong University (SJTU)
* Southwest Jiaotong University (SWJTU)
* Xi'an Jiaotong University (XJTU)

The Association is not formally affiliated with any of the universities but aims to collaborate and maintain a positive relationship with these institutions to support its objectives and purposes.

## Article II: Purpose and Objectives
### Section 1. Purpose
The purpose of JTUNY is to foster a sense of unity and camaraderie among alumni of the universities sharing the same origin as Chiao Tung (or Jiao Tong) University, to facilitate the exchange of knowledge and experiences, and to contribute to the development and well-being of the Chiao Tung University community.

### Section 2. Objectives
The objectives of JTUNY are as follows:

1. To create and maintain a supportive network for alumni, which encourages social, professional, and academic growth.
1. To organize and promote events, programs, and activities that engage and benefit the alumni community, such as networking events, seminars, workshops, and cultural activities.
1. To facilitate communication and collaboration between alumni and the universities sharing the Chiao Tung University origin, supporting their initiatives and endeavors.
1. To establish and maintain relationships with other alumni associations, professional organizations, and relevant entities for the benefit of JTUNY members.
1. To provide opportunities for alumni to give back to their alma mater and support its development through volunteerism, mentorship, and philanthropy.
1. To recognize and celebrate the achievements and contributions of alumni in their respective fields and to the Chiao Tung University community.
1. To uphold and promote the values, traditions, and legacy of the Chiao Tung University origin.

## Article III: Membership

### Section 1. Eligibility
Membership in JTUNY is open to all individuals who have graduated from or attended any of the universities sharing the same origin as Chiao Tung (or Jiao Tong) University and currently reside in the New York metropolitan area. Additionally, faculty and staff members of these universities, as well as individuals who have made significant contributions to the Chiao Tung University community and reside in the New York metropolitan area, may be eligible for membership.

### Section 2. Categories of Membership
a. Regular Member: Any eligible individual as defined in Section 1 can become a Regular Member of JTUNY by submitting a membership application.
b. Honorary Member: Individuals who have made significant contributions to the Chiao Tung University community or JTUNY may be granted Honorary Membership at the discretion of the Board of Directors.

### Section 3. Rights and Privileges
1. Regular Members shall have the right to vote in JTUNY elections, serve on committees, hold office, and participate in all programs and activities offered by the Association.
1. Honorary Members shall have the right to participate in all programs and activities offered by the Association but are not eligible to vote or hold office.

### Section 4. Membership Dues and Fees
1. There are no membership dues or fees required for Regular or Honorary Members of JTUNY.

### Section 5. Termination of Membership
1. Membership may be terminated for conduct that violates the bylaws, policies, or principles of the Association or brings disrepute to JTUNY or the Jiao Tong (Chiao Tung) University community, as determined by a two-thirds majority vote of the Board of Directors.
1. Members who wish to resign from JTUNY may do so by submitting a written resignation to the Secretary of the Association.

## Article IV: Structure and Governance

### Section 1. Governing Body
The governing body of JTUNY shall be the Board of Directors, which shall manage the affairs of the Association in accordance with these bylaws.

### Section 2. Officers
The officers of JTUNY shall consist of a President, Vice President, Secretary, and Treasurer. These officers shall be elected by the Regular Members and shall serve as members of the Board of Directors.

1. President: The President shall serve as the chief executive officer of the Association and shall have general supervision of its affairs. The President shall preside over all meetings of the Association and the Board of Directors and shall represent JTUNY in all official capacities.
1. Vice President: The Vice President shall assist the President in the performance of their duties and shall assume the duties of the President in their absence or inability to serve. The Vice President shall also perform such other duties as may be assigned by the President or the Board of Directors.
1. Secretary: The Secretary shall maintain the records of the Association, including minutes of meetings, membership records, and official correspondence. The Secretary shall also be responsible for providing notice of meetings and other events to the members and shall perform other duties as assigned by the President or the Board of Directors.
1. Treasurer: The Treasurer shall have custody of the Association's funds, shall keep accurate records of all financial transactions, and shall be responsible for the collection and disbursement of funds as authorized by the Board of Directors. The Treasurer shall prepare and present financial reports as required by the Board of Directors and shall perform other duties as assigned by the President or the Board of Directors.

### Section 3. Board of Directors
The Board of Directors shall consist of the elected officers and additional members-at-large elected by the Regular Members. The number of members-at-large shall be determined by the Board of Directors. The Board of Directors shall have the authority to make decisions on behalf of the Association, establish policies and procedures, approve budgets, and oversee the activities of the Association.

### Section 4. Committees
The Board of Directors may establish standing and ad hoc committees as necessary to further the objectives and purposes of the Association. Committees may include, but are not limited to, Membership, Events, Communications, and Fundraising. The President shall appoint committee chairs, subject to the approval of the Board of Directors. Committee chairs shall be responsible for recruiting committee members and reporting on their activities to the Board of Directors.

### Section 5. Advisory Council
The Board of Directors may invite distinguished alumni or other individuals who have demonstrated a commitment to the Chiao Tung University community to serve on an Advisory Council. The Advisory Council shall provide guidance, advice, and support to the Association, but its members shall not have voting rights on the Board of Directors.

## Article V: Meetings

### Section 1. General Meetings
General Meetings of JTUNY shall be held at such times and places as determined by the Board of Directors. General Meetings shall be open to all Regular and Honorary Members and shall provide opportunities for members to receive updates on the Association's activities, provide input on future initiatives, and participate in programs and events.

### Section 2. Board Meetings
The Board of Directors shall hold regular meetings at least quarterly, or more frequently as deemed necessary. The President or a majority of the Board members may call a special meeting of the Board with reasonable notice. Board Meetings shall be open to all members of the Board of Directors, but may be closed to non-Board members at the discretion of the Board.

### Section 3. Committee Meetings
Each committee shall hold meetings as needed to accomplish its objectives. The committee chair shall determine the frequency, time, and place of the meetings and shall provide notice to all committee members.

### Section 4. Annual Meetings
An Annual Meeting of the Association shall be held at a time and place determined by the Board of Directors. The purpose of the Annual Meeting shall be to elect officers and members-at-large for the Board of Directors, present reports on the activities and financial status of the Association, and discuss any other business relevant to the organization.

### Section 5. Special Meetings
Special Meetings of the Association may be called by the President, the Board of Directors, or upon the written request of at least one-third of the Regular Members. Notice of a Special Meeting, including its purpose, date, time, and location, shall be provided to all members at least two weeks in advance.

### Section 6. Quorum
a. For General, Annual, and Special Meetings, a quorum shall consist of at least one-third of the Regular Members in attendance, either in person or via electronic means.
b. For Board Meetings, a quorum shall consist of a majority of the members of the Board of Directors.

### Section 7. Voting Procedures
1. Voting on matters presented at General, Annual, and Special Meetings shall be by a simple majority vote of the Regular Members present and voting, unless otherwise specified in these bylaws.
1. Voting on matters presented at Board Meetings shall be by a simple majority vote of the Board members present and voting, unless otherwise specified in these bylaws.
1. In the event of a tie vote at any meeting, the President shall cast the deciding vote.
1. Proxy voting and electronic voting may be permitted, as determined by the Board of Directors, and in accordance with any procedures established by the Board.

## Article VI: Elections and Terms of Office

### Section 1. Nominations
A Nominating Committee, appointed by the Board of Directors, shall solicit and receive nominations for officer positions and members-at-large. The Nominating Committee shall prepare a slate of candidates, ensuring that at least one candidate is nominated for each position. Additional nominations may be accepted from the floor during the Annual Meeting, with the consent of the nominee.

### Section 2. Elections
Elections for officer positions and members-at-large shall be held during the Annual Meeting. Voting shall be conducted by secret ballot, unless there is only one candidate for a position, in which case the election may be conducted by voice vote or show of hands. The candidates receiving the highest number of votes for each position shall be declared elected.

### Section 3. Terms of Office
Officers and members-at-large shall serve a term of two years, or until their successors are elected and assume office. Terms shall begin at the close of the Annual Meeting at which they are elected. No officer shall serve more than two consecutive terms in the same position, except by a two-thirds majority vote of the Regular Members present and voting at the Annual Meeting.

### Section 4. Vacancies
In the event of a vacancy in any officer position or among the members-at-large, the Board of Directors may appoint a replacement to serve for the remainder of the unexpired term. In the event of a vacancy in the office of the President, the Vice President shall assume the duties of the President for the remainder of the unexpired term, and the Board shall appoint a new Vice President.

### Section 5. Removal from Office
An officer or member-at-large may be removed from office for conduct that violates the bylaws, policies, or principles of the Association, or for neglect of duty or malfeasance in office, by a two-thirds majority vote of the Board of Directors. The officer or member-at-large in question shall be given the opportunity to present a defense before the vote is taken.

## Article VII: Finances

### Section 1. Fiscal Year
The fiscal year of JTUNY shall begin on January 1 and end on December 31.

### Section 2. Budget
The Treasurer, in consultation with the Board of Directors, shall prepare an annual budget for the Association. The budget shall be approved by a majority vote of the Board of Directors before the start of the fiscal year.

### Section 3. Financial Oversight
The Board of Directors shall be responsible for ensuring the proper management and oversight of the Association's finances. The Treasurer shall submit periodic financial reports to the Board of Directors, and a comprehensive financial report to the membership at the Annual Meeting.

### Section 4. Financial Audits
The Board of Directors may, at its discretion, appoint an Audit Committee or engage an independent auditor to conduct an audit of the Association's finances. The results of any audit shall be reported to the Board of Directors and the membership.

## Article VIII: Amendments

### Section 1. Proposal
Amendments to these bylaws may be proposed by the Board of Directors, or by a petition signed by at least one-third of the Regular Members.

### Section 2. Notice
Notice of proposed amendments shall be provided to all members at least two weeks before the meeting at which the amendments will be considered. The notice shall include the full text of the proposed amendments.

### Section 3. Adoption
Amendments to these bylaws shall be adopted by a two-thirds majority vote of the Regular Members present and voting at a General, Annual, or Special Meeting. Amendments shall become effective immediately upon adoption, unless otherwise specified in the amendment.

## Article IX: Dissolution

### Section 1. Dissolution Process
JTUNY may be dissolved upon a two-thirds majority vote of the Regular Members present and voting at a General, Annual, or Special Meeting, provided that written notice of the proposed dissolution has been given to all members at least two weeks in advance.

### Section 2. Distribution of Assets
Upon dissolution of JTUNY, any remaining assets shall be distributed to one or more nonprofit organizations with similar purposes and objectives as determined by the Board of Directors. In no event shall any assets be distributed to the members or officers of the Association, except for the reimbursement of legitimate expenses incurred on behalf of the Association.