Q&A Regarding 2011 Bylaws Amendments 章程修改案问答

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Disclaimer: We do not aim at capturing all birds in one shot this time and as a matter of fact, due to the limitation of timing, we cannot.




The change from
201 No one is to hold the Chairperson position for two consecutive terms.
202 No one is to be elected as the chairperson consecutively and no one is
203 to be elected as the chairperson more than once during the same GB term.

appears to have further limited the term of chairperson. Is it necessary to prevent a chairperson to work for two consecutive terms if that could be more effective?


If a GB's Chairperson's term has been shortened due to resignation or dismissal, I do not see reasons such a person shall be elected again in the immediately next election within GB for a Chairperson.

If there is a new GB, the new GB shall be able to elect their new Chairperson among them.  The past practice is not to have anyone holding the Chairperson position consecutively across GB's term, and we have not changed that.

I want to point out one theoretically possible scenario, though, in which a Chairperson resigns before his/her term naturally ends, then at the convention of the new GB, s/he may run for Chairperson again.  Bylaws 2003 did not prevent this from happening, the current revision proposal does not, either.  It will be the ultimate responsibility of GB to choose the best Chairperson at the time, Bylaws are mostly a framework of principles and a set of rules regulating common situations.


The following change is innocuous, but the clarification from
251 k. GB may appoint advisors for USTCAF..
252 k. GB may decide to appoint advisors, upon nomination from the Chairperson
253 or two GB directors.
254 Such advisors may participate in GB meetings, monitor email
255 communications, audit financial reports and relevant documents, and
256 participate in discussions, but do not have a voting right.

Appears to have the unintentional effect to codify restricting access to GB records to only the few if none selected by current GB. Past practice is all former GB directors are automatically eligible to participate in and monitoring of GB discussions. It is desirable that any GB member or otherwise advisor as appointed following above procedure, if following by rules to be set forth in Bylaw and maintain necessary confidentiality requirement when applicable (In extreme case,  the member/advisor may need to sign a NDA. Any disclosure of information obtained should be preapproved by current GB or AF/GB may reserve to rights suing for damage as maximum allowed by law.), he or she should have access to by not limit to any past and current GB discussions, memo, meeting minutes, voting records, membership records and financial records. Transparency and freedom of information is the best way to earn and maintain trust of members and friends.


We do not intend to block any former GB members or AF members from accessing the current GB's discussions.  Currently, we approve requests for access from AF members after verifying their memberships.  It is reasonable to assume that former GB members, on average, care more about AF's business, so, at appropriate time, it would be beneficial to better spell out a set of rules/structures for smoother communications within the current GB, between the current GB and former GB members, and between the current GB and AF members.  Much work needs to be done and we cannot get all done at once now.

Back to the so-called "codify restriction" issue, we only explicitly outline the appointment of advisors, but we did not say anything about past GB members yet.  In fact, there is no place in Bylaws 2003 mentioning former GB members except that GB members from past two terms cannot receive awards from AF.  Amendments to Bylaws on better engaging former GB members is possible and we will be open to future discussions.


375 For donation records in which there are multiple natural persons, USTCAF
376 shall allocate the whole donation to the person whose email was provided in
377 the donation form unless the donors provided instructions, in writing, on the
378 allocation of donation among donors.
- Suggest we should allocate the amount equally among the donors by default, unless the donor specifies the allocation. Considering many of these cases are couples both from USTC, equal allocation should be the best way by default.


As of now, the donation form allows one email only.  It is in-operable for evenly allocating the donation amount to all natural persons involved in a donation if there is only one email address attached to this donation record.  There are further complications if a same person is involved in multiple but different groups of donors. 

If GB shall contact, through emails, for other donors' emails, then such email(s) can equally be the one asking donors to specify the allocation scheme they desire.  I mean, given the same amount of back-and-forth email communications between GB and donors, why don't GB simply ask for donors choice on allocation? In the future, if the donation form shall be revised to allow matching between persons and emails, then an allocation percentage can also be customized by donors at the time of filling the form.  It will take time to get that done, though.


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