第一條 會址：40-48 Main St., Suite 302, Flushing, NY 11354
會名： CERTIFICATE OF INCORPORATION, The Name of the Corporation is: FCBA. INC. the Not-for-Profit Status Under Section 501(c)(3)is Still in Effect。本會定名為法拉盛華人(工商)促進會，中文名稱工商二字加上括符，代表的工商會、促進會。英文是FCBA., INC.
團體會員及贊助會員每年會費由理事會自行合理調整。本會會計年度為元月一日至十二月三十一日。新入會員在六月三十日之前加入者得繳全年會費，七月一日加入繳半年會費。 (一年會費 $ 150)
BYLAW OF FLUSHING CHINESE BUSINESS ASSOCIATION, INC.
Article I. Name and Location
The name of the organization shall be Flushing Chinese Business Association Inc. (FCBA, Inc.).
The Non-Profit status under Section 50 Ic (3) is still in effect. The location of the Association is as following:
40-48 Main St, Suite 302, Flushing, NY 11354
Article II. Name and Location
The Association is a non-political, non-religious and non-profit organization. Its essential purposes shall be to promote social and economic development of our community, and to carryout activities in the aspects of culture, art, welfare, and education, as well as consultation in business development.
Article III. Name and Location
Section 1 There shall be general membership meetings, special membership meetings and Board of Directors meetings.
Section 2 The general membership meetings shall be held once every year at a time and place determined by the Board of Directors. The Board shall notify each and every member the date and place of the meeting The annual general membership meeting shall be presiding over by the Chairperson of the Board.
Section 3 Special membership meetings may be called (1) by the Chairperson with the approval of the Board or (2) by the Board upon the written request of two-thirds (2/3) of the membership.
Section 4 The Board of Directors shall meet at least once every month. The date, time and place of the scheduled meetings shall be determined by the Chairperson and shall be conveyed to all the Directors by the Chairperson.
Section 5 In the event that a membership meeting cannot possibly be called in compliance with Section 1 or Section 2 of 4his Article, voting on motions concerning urgent business and policy matters that require prompt action may be carried out by mail in lieu of calling a membership meeting if it is approved by the Board. Any such motion shall carry if and when affirmed by a majority vote.
Article IV. Name and Location
Section 1 There shall be Corporate Members and Associate Members
Section 2 All Chinese business, corporations, commercial and professional entities in Flushing and areas in Queens with 111,113, 114 as the first three digits of zip code are eligible for Corporate Membership. Each such business entity shall designate one (1) and only one individual as its representative. The individual so designated shall have the right to vote and to hold office if elected provided the entity that the individual represents is in good standing.
Section 3 All Chinese individuals, who engage in business or commercial activities, have penchant to serve and support all the activities of the Association, are eligible for Associate Membership. The Associate members do not have the right to vote or to hold any office in the Association.
Article V. Board of Directors
Section 1 The Board of Directors is the supreme executive body responsible for all operations of the Association.
Section 2 The Board shall consist of seventeen (17) Directors. All Directors shall be elected by the membership at the annual general membership meeting. The term of office of all directors shall be two (2) years. A director may serve consecutive two-year terms if he/she is reelected.
In order to further develop FCBA‘s function, it is necessary to have more professional experts in the board of directors, the 22nd board of directors approved on May 27, 2010 the members of directors increased from 17 to 21.
Section 3 Before the first day of the month of May each even year, the Board shall notify Corporate Members in good standing the date of annual general membership meeting for the election of members of the next Board. To become eligible for membership on the Board, a Corporate Member in good standing shall submit to the incumbent Board a signed written statement to declare his/her candidacy before the first day of the month of June of the even year. After verification, the incumbent Board shall present the slate of declared candidates to the membership at the annual general membership meeting for balloting. In the event that the number of declared candidates is less than the required minimum of twenty (20) nominees, the Board shall nominate additional candidates and present all nominees to the membership for balloting provided written consent has been obtained from all the additional nominees prior to their nomination. Under no circumstances shall any motion to nominate be entertained or recognized at the annual general membership meeting.
Section 4 The Chairperson of the Board shall be elected for a two-year term by the Directors from among the Directors by a majority vote if he/she has served at least two years as a director on the Board. Otherwise, a two-thirds (2/3) majority vote shall be needed for his/her election. The Chairperson may serve consecutive one-year terms if he/she is re-elected. The Chairperson shall be the chief executive officer of the Association and shall be responsible for carrying out all the affairs of the Association in accordance with decisions made by the membership and the Board.
Section 5 There shall be an Executive Director who shall be nominated by the Chairperson and approved by the Board. The duties of the Executive Director shall be to assist the Chairperson in accordance with his/her wishes.
Section 6 There shall be a secretary who shall be appointed by the Chairperson and approved by the Board. The duties of the secretary shall be to carryout the Board’s daily operations under the direction of the Chairperson.
Section 7 The Board shall appoint eight standing committees. They are Business and Commerce, Fund-Raising, Membership, Finance, Activities, Public Relations, Publications, and Seminars and Workshops. Each committee shall have a conveyor appointed by the Board from among directors or the corporate members. The conveyor of each committee shall be responsible for its committee meetings.
Section 8 Any director representing a Corporate Member shall automatically relinquish his/her seat on the Board upon the termination of his/her employment with the Corporate Member. An alternate member in line to fill the vacancy shall fill the Vacancy thus created on the Board accordingly. Any such vacancy that cannot be so filled shall be left vacant.
Section 9 All directors, executive directors and presidents who have completed their term of office are eligible to serve as advisers.
Section 10 The Advisory Board: composed by all the retired Chairpersons of the Board. The present Chairperson of the Board should fixed periodical Meeting with the Members of the Advisory Board for advice.
Section 11 Any member of the director council should ask for leave or leave the position temporarily when he/she runs the public office.
Article VI. Membership Dues
The Board shall determine a dues schedule for Corporate and Associate Members annually. The membership year begins on January 1 and ends on December 31. Members who join the Association on or before June 30 shall pay the full annual amount.
Article VII. Withdrawal and Revocation
All members have the right, upon notifying the Board of Directors, to withdraw from the Association. Membership may be revoked on the ground of any conduct committed in violation of the Bylaws or any serious impropriety injurious to the reputation of the Association by a simple majority vote of the Board attended by a majority of the directors.
Article VIII. Amendment
The Bylaws may be amended by a majority vote at a membership meeting attended by a majority of Corporate Members in good standing.