Chapter I General Provisions
Article I The name of the Foundation is Ai You Charity Foundation.
Article 2 The Foundation is a non-public foundation.
Article 3 The purpose of the Foundation: to accept and manage the donated funds, to carry out social assistance, and to promote the development of charitable causes.
Article 4 The Foundation's original fund amounted to 20 million yuan, from private property.
Article 5 The registration authority of the Foundation is the Ministry of Civil Affairs of the People's Republic of China, and the unit in charge of its business is the Ministry of Civil Affairs of the People's Republic of China.
Chapter II Scope of Business Article 7 The business scope of the Foundation's public welfare activities.
(1) to establish and fund projects and institutions for the support of orphaned, poor and disabled children, medical assistance;
(2) to carry out and fund educational support projects and institutions conducive to the healthy growth of children and youth;
Chapter III Organization, Responsible Personnel Article 8 The Foundation shall consist of a Board of Directors consisting of seven members.
The term of office of the directors of the Foundation shall be five years, and the term of office shall expire at the end of the term, and may be re-elected.
Article IX Qualifications of the directors:
(1) Enthusiasm for charitable and public welfare undertakings, and actively participate in charitable activities;
(2) the original donation of property to the Foundation or willingness to work for the Foundation;
(3) Recognition and support for the purposes of the Foundation's outstanding citizens;
Article X Generation and Removal of Directors:
(1) The first session Directors shall be nominated and ****determined by the business administration unit, major donors, and initiators respectively by the same consultation.
(2) Council re-election, by the business unit, the Council, the major donors *** with the nomination of candidates and the organization of the replacement of the leading group, the organization of all candidates *** with the election of a new session of the Council.
(c) the removal and addition of directors should be voted by the Council, reported to the business unit in charge of the examination and consent;
(d) the results of the election and removal of directors reported to the registration authority for the record.
(5) The total number of directors of the Foundation who are close relatives of each other shall not exceed 1/3 of the total number of directors.
Article 11 Rights and Obligations of Directors:
Rights:
(1) Right to elect and to be elected;
(2) Right to vote;
(3) Right to make suggestions and to criticize;
(d) The right to participate in the management of the internal affairs of the Foundation;
(e) Other rights in conformity with the Articles of Association of the Foundation;
Obligations:
(1) Obligation to fulfill the Articles of Association;
(2) Obligation to implement the resolutions;
(3) Obligation to carry out the entrustment;
(4) Obligation to protect the reputation of the Foundation
(v) Other obligations in accordance with the Foundation's Statutes.
Article 12 The decision-making body of the Foundation is the Council. The Board of Directors shall exercise the following powers and functions:
(1) to formulate and amend the Articles of Association;
(2) to elect and dismiss the chairman, vice-chairman and secretary-general of the Foundation;
(3) to decide on plans for major business activities, including plans for fund-raising, management and use of funds;
(4) to decide on the budget for annual income and expenditure as well as finalization of final accounts;
(5) to formulate an internal management system;
(6) to decide on the management of the Foundation; and
(7) to decide on the management of the Foundation. management system;
(vi) deciding on the establishment of offices, branches and representative organizations;
(vii) deciding on the appointment of deputy secretaries-general nominated by the secretary-general and the main heads of organizations;
(viii) listening to and deliberating on the secretary-general's work report, and inspecting the work of the secretary-general;
(ix) deciding on the foundation's division, merger or termination;
(j) Decide on other important matters.
Article 13 The Board of Directors shall meet twice a year. The chairman of the board of directors shall be responsible for convening and presiding over the meetings of the board of directors. If 1/3 of the members propose, a meeting of the Council must be convened. If the chairman of the board of directors can not convene, the proposed directors can elect the convenor. The chairman or the convenor shall notify all the directors and supervisors 5 days in advance of the convening of the council meeting. Article 14 A meeting of the Board of Directors shall be convened with the attendance of more than 2/3 of the directors; the resolution of the Board of Directors shall be valid only if it is passed by a majority of the directors present. Resolutions on the following important matters shall be valid only if they are passed by more than two-thirds of the members present:
(1) amendment of the articles of association;
(2) election or dismissal of the chairman, vice-chairman, and secretary-general;
(3) major fund-raising and investment activities stipulated in the articles of association;
(4) separation and merger of the foundation;
(5) other important issues that have a significant bearing on the foundation. (E) other team of the Foundation has a significant impact on the resolution.
Article 15 The Board of Directors shall take minutes at its meetings. If a resolution is formed, the minutes shall be made on the spot and shall be reviewed and signed by the attending members. If the resolution of the Council violates the laws, regulations or provisions of the Articles of Association and causes the Foundation to suffer losses, the directors involved in the resolution shall be held liable. However, if it is proved that the resolution is opposed at the time of voting and recorded in the minutes of the meeting, the director can be exempted from responsibility. Article 16 The Foundation shall have one supervisor. The term of office of the supervisor shall be the same as the term of office of the director, and the supervisor may be reappointed at the end of the term.
Article 17 The directors, close relatives of the directors and the financial and accounting personnel of the Foundation shall not be appointed as supervisors.
Article 18 Generation and Removal of Supervisors:
(1) Supervisors shall be selected by the major donors and the business administration unit respectively;
(2) Supervisors shall be selected and appointed by the registration authority according to the needs of the work;
(3) Supervisors shall be changed in accordance with the procedure for the generation of Supervisors.
Article 19 Rights and Obligations of Supervisors:
Supervisors inspect the financial and accounting information of the Foundation in accordance with the procedures stipulated in the Articles of Association, and supervise the Board of Directors in complying with the laws and the Articles of Association. Supervisors attend the meetings of the Board of Directors, have the right to make inquiries and suggestions to the Board of Directors, and shall reflect the situation to the registration and management authorities, business administration units, as well as tax and accounting authorities. Supervisors shall abide by the relevant laws and regulations and the articles of association of the foundation and faithfully fulfill their duties.
Article 20 The directors who receive remuneration from the Foundation shall not be more than 1/3 of the total number of directors, and the supervisors and the directors who do not hold full-time jobs in the Foundation shall not receive remuneration from the Foundation.
Article 21 The directors of the Foundation shall not participate in the decision-making of the relevant matters when their personal interests are related to the interests of the Foundation; the directors, supervisors and their close relatives shall not have any transactions with the Foundation.
Article 22 The Board of Directors shall have a chairman, vice-chairman and secretary-general, who shall be elected from among the directors.
Article 23 The chairman, vice-chairman and secretary-general of the Foundation must meet the following conditions:
(1) having a great influence in the business field of the Foundation;
(2) the maximum age of the chairman, vice-chairman and secretary-general shall not be more than 70 years of age, and the secretary-general shall be a full-time position;
(3) having a good health, and able to insist on his normal work;
(4) having a good health, and able to insist on his normal work;
(5) having an average age of 30 years. /p>
(d) have full capacity for civil behavior.
Article 24 A person who has one of the following circumstances cannot be the chairman, vice-chairman, or secretary-general of the Foundation:
(1) he is a serving state employee;
(2) he has been sentenced for a crime to control, detention, or fixed-term imprisonment, and the sentence has not exceeded five years from the date of completion of the sentence;
(3) he has been sentenced for a crime to deprivation of political rights during the period of execution or has been sentenced to deprivation of political rights during the period of execution or has been sentenced to deprivation of political rights during the period of execution. political rights is being executed or has been sentenced to deprivation of political rights;
(4) has served as chairman, vice-chairman or secretary general of a foundation whose registration has been revoked due to a violation of law, and is personally responsible for the violation of law of the foundation, and not more than five years have elapsed since the date of the revocation of the foundation.
Article 25 Hong Kong residents, Macao residents, Taiwan residents and foreigners who serve as the chairman, vice-chairman or secretary-general of the Foundation shall not reside in mainland China for less than three months each year.
Article 26 The chairman, vice chairman and secretary general of the Foundation shall be appointed for a term of five years and shall not be reappointed for more than two consecutive terms. If they need to be reappointed for more than one term due to special circumstances, they shall be voted by the Board of Directors in a special procedure and reported to the business unit in charge for examination and approval by the registration authority before they can assume office.
Article 27 The chairman of the Foundation shall be the legal representative of the Foundation. The legal representative of the Foundation does not concurrently serve as the legal representative of other organizations. The legal representative of the Foundation shall be a resident of mainland China.
During the term of office of the legal representative of the Foundation, if the Foundation violates the Regulations on the Administration of Foundations and these Articles of Association, the legal representative shall bear the responsibility. In the event of any violation of law by the Foundation or any loss of the Foundation's property due to the negligence of the legal representative, the legal representative shall be held personally liable.
Article 28 The chairman of the Foundation shall exercise the following powers and functions:
(1) to convene and preside over the meetings of the Council;
(2) to check the implementation of the resolutions of the Council;
(3) to sign important documents on behalf of the Foundation;
(4) to formulate plans for the fund raising, management and utilization of funds;
(5) Other powers and functions given by the Board of Directors.
The vice president and secretary general of the Foundation work under the leadership of the president of the Board of Directors, the secretary general exercises the following powers and functions:
(1) to preside over the development of day-to-day work, and to organize the implementation of the resolutions of the Board of Directors;
(2) to organize the implementation of the Foundation's annual plan of public welfare activities;
(3) to formulate rules and regulations on the Foundation's internal management and submit it to the Board of Directors for approval;<
(4) proposing the appointment or dismissal of the deputy secretary-general and the person in charge of finance, to be decided by the board of directors;
(5) coordinating the work of various organizations;
(6) proposing the appointment or dismissal of the principal officers of various organizations, to be decided by the board of directors;
(7) deciding on the employment of full-time staff of various organizations;
(8) other powers and functions conferred by the board of directors. Other powers and functions Chapter IV Management and use of property Article 29 The Foundation is a non-public fund-raising foundation, and the income of the Foundation is derived from:
(1) voluntary donations from natural persons, legal persons or other organizations;
(2) investment income;
(3) other lawful incomes
Article 30 The property and other incomes of the Foundation shall be protected by the law, and no unit or individual shall encroach upon, take possession of, or use any of the property or other incomes. No unit or individual shall encroach upon, privatize or misappropriate them.
Article 31 The Foundation uses its property in accordance with the purposes and business scope of public welfare activities stipulated in the articles of association; donations whose specific use is specified in the donation agreement shall be used in accordance with the agreement.
Accepted donations of materials can not be used in line with the purpose of the Foundation, the Foundation can be auctioned or sold in accordance with the law, the proceeds for the purpose of the donation.
Article 32 The property of the Foundation shall be mainly used for:
(1) social welfare expenditure;
(2) lawful preservation and appreciation of the value of the Fund;
(3) daily administrative expenditure of the Fund;
(4) other expenditures
Article 33 The major fund-raising and investment activities of the Foundation mean:
(1) one-time donation of 100 percent of the total amount of the Fund's assets.
Article 34 The Foundation shall realize the preservation and enhancement of the value of the fund in accordance with the principles of lawfulness, safety and effectiveness.
Article 35 The annual expenditure of the Foundation for public welfare undertakings stipulated in the Articles of Association shall not be less than 8% of the fund balance of the previous year. The Foundation's staff salary and welfare and administrative office expenditure shall not exceed 10% of the total expenditure of the year.
Article 36 The Foundation shall disclose to the public the types of public welfare funding programs and the application and evaluation procedures.
Article 37 The donor has the right to inquire about the Foundation's use of donated property, management, and put forward comments and suggestions. For the donor's inquiry, the Foundation shall promptly and truthfully reply. The Foundation violates the donation agreement to use the donated property, the donor has the right to request the Foundation to comply with the donation agreement or to the people's court to apply for the revocation of the donation behavior, the lifting of the donation agreement.
Article 38 The Foundation may enter into an agreement with the recipient to agree on the funding method, the amount of funding, as well as the use of funds and use. The Foundation has the right to supervise the use of funding. The Foundation has the right to terminate the agreement if the recipient fails to use the funds as agreed or violates the agreement in any other way.
Article 39 The Foundation shall implement the national unified accounting system, accounting in accordance with the law, establish and improve the internal accounting supervision system to ensure that the accounting information is legal, true, accurate and complete. The Foundation shall accept the tax supervision and accounting supervision implemented by the competent tax and accounting authorities in accordance with the law.
Article 40 The Foundation is equipped with professionally qualified accountants. The accountant shall not be a cashier at the same time. When accounting personnel transfer their jobs or leave their jobs, they must complete the handover procedures with the receiver.
Article 41 The Foundation shall have a business and accounting year from January 1 to December 31 of each year, and the Board of Directors shall finalize the following matters before March 31 of each year:
(1) the business report of the previous year and the final account of the income and expenditure of the funds;
(2) the business plan of the current year and the budget of the income and expenditure of the funds;
(3) an inventory of the property.
Article 42 The Foundation shall be subject to financial auditing when it conducts annual inspection, renewal, change of legal representatives and liquidation.
Article 43 The Foundation shall accept the annual inspection organized by the registration authority in accordance with the Regulations on the Administration of Foundations.
Article 44 After the Foundation passes the annual inspection by the registration authority, it shall publish its annual work report in the media designated by the registration authority for public inquiry and supervision.
Chapter V Termination and Disposal of Remaining Property Article 45 The Foundation shall be terminated under any of the following circumstances:
(1) when it has accomplished the purposes stipulated in the Articles of Association;
(2) when it is unable to continue to engage in public welfare activities in accordance with the purposes stipulated in the Articles of Association;
(3) when the Foundation undergoes a separation or merger;
Article 46 The Foundation shall be terminated by a vote of the Board of Directors. The termination of the Foundation shall be reported to the operational supervisory unit for examination and consent within 15 days after the vote of the Board of Directors. Within 15 days after the examination and consent of the operational supervisory unit, it shall apply to the registration authority for deregistration.
Article 47 Before the Foundation is registered for deregistration, it shall set up a liquidation organization under the guidance of the registration authority and the operational supervisory unit to complete the liquidation work. The Foundation shall apply for deregistration with the registration authority within 15 days from the date of completion of liquidation; it shall not carry out activities other than liquidation during the liquidation period.
Article 48 The remaining property of the Foundation after cancellation shall be used for public welfare purposes in the following ways under the supervision of the operational supervisory unit and the registration authority:
(1) donated to other foundations;
(2) donated to other social welfare organizations;
If it is impossible to be handled in accordance with the above ways, the registration authority shall organize Donation to social welfare organizations of the same nature and purpose as the Foundation, and announce to the public.
Chapter VI Revision of the Articles of Association Article 49 Any revision of the Articles of Association shall be submitted to the competent business unit for examination and consent within 15 days after the vote of the Board of Directors. After review and approval by the business unit in charge, it shall be reported to the registration authority for approval.
Chapter VII Bylaws Article 50 This Constitution was adopted on September 22, 2007 by the Council.
Article 51 The power of interpretation of these bylaws belongs to the Council.
Article 52 This Constitution shall enter into force on the date of approval by the registration authority.