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    Love through Education Foundation”

    愛心教育慈善基金

     

    Constitution and By-Law

     

    章程與細則

     

    Ontario Registration No: 1723466

    Charity Directorate Reference No: 3036066

    Charity Business No: 85797 1169 RR0001

    (Started from January 1, 2008 as a Public Charity)

     

     

    Amended to reflect resolutions passed

    as of the 16th day of January, 2010

     

     

     

     

    Constitution and By-Law

    ( Version LTEF-CB-002)

    A Constitution and By-law relating generally to

    the transaction of the business and affairs

    of

    Love through Education Foundation” (Hereafter called Foundation)

    RESOLVED as a Constitution and Bylaw of the Foundation that:

     

    1.00 INTERPRETATION

    1.01 Definitions.

    In this Constitution and By-law of the Foundation, unless the context otherwise requires,

    (a) the following terms shall have the meanings specified:

    1. Constitution” consists of terms and regulations on which the changes will require unanimous vote cast in the AGM or in the Board Meeting, once it is first established.

    2. Bylaw” consists of terms and regulations on which the changes will require the majority vote cast in the AGM or in the Board Meeting.

     

    1. Act” means the Income Tax Act, or any statute that may be substituted therefore

    including the regulations made there under, as amended from time to time;

     

    1. Articles” means the Articles of Incorporation of the Foundation as amended or

    restated from time to time;

    1. 

    2. Foundation” and “Corporation” mean the same, that is the Foundation whose name is set out at the top of this page;

    3. Board” means the board of directors of the Foundation;

    4. Membership Feemeans the yearly director candidate membership fee, required to be a voting member and a qualified candidate for the election to be the Chair of the Board or to be to be qualified candidate to be nominated as director.

    5. Voting Membersincludes the founding members and those who have paid the yearly director candidate membership fees.

    6. Chair of the Board” means the head of the Board of Directors elected in the General Meeting to hold that office.

    7. Member ”includes a person who has made a donation of at least $100.00 to the

    Foundation prior to the registration of this Foundation, directors and other members working in any committee to perform any specific task with or without donations made to the Foundation, but not all members do have the voting right. Those who subsequently made donations in any fund raising event or for any specific purposes are not considered as members, unless they request to be members, pay their yearly director candidate membership fees of at least $500.00 and are approved by the Board.

     

    1. Advisor” means a person who has the professional skills and knowledge that can be used to help the Foundation in its day to day operation.

    2. Advisor Committee” means a “Watchdog Committee”, that could advise the Board voluntarily or on request by the Board, in problem solving or in its strategy planning.

    3. Founding Member is one who took the initiative to support the establishment of the

    Foundation, either by donating of $100.00 or more or organizing any activity to help fund-raising in 2007 prior to the approval of this Foundation as a public charity, are defined as Founding Members. Those who subsequently made donations in any fund raising event or for any specific purposes are not considered as members, unless they request to be members, pay their director candidate membership fees and are approved by the Board.

     

    1. Staff” shall include members and other people working for the Foundation.

    2. Director” means a member of the Board;

    3. Officer” means an officer of the Foundation, appointed or nominated by the Board;

    4. 

    5. Signing Officer” means an officer who is designated from time to time by resolution of the Board, to sign cheques, drafts or orders for the payment of money and all notes and acceptances and bills of exchange of the Foundation.

    6. Founding Chair” means the original chair person who leads the founding committee to establish the Foundation.

    7. Executive Superintendent ” means the highly respected person, elected in the General Meeting, who has been entrusted to have the absolute power to veto any resolution passed by the Board or by any internal committees, to dissolve the Board, and even the organization, when the issue is brought to his attention and he sees that a special action must be taken to protect the Foundation.

    8. Qualified director candidate” means a person who is interested to be in the Board and who has made $500.00 membership fees as a donation, or brought in $500.00 donations from other sources for that election year, or who has donated in average of $500.00 up to the election year. A qualified director candidate can stand for election as Chair of the Foundation and is qualified to be nominated by the Chair as a director of the Board.

    (b) Terms that are defined in the Act are used in this Constitution and By-law with the same meaning; and words importing the singular number shall include the plural number and vice versa, and words importing the masculine gender shall include the feminine and neuter genders.

    1.02 Head Office

    The head office of the Foundation shall be in the City of Greater Toronto, in the Province of Ontario.

     

    1.03 Financial Year

    Until changed by the Board, the financial year of the Foundation shall end on the 31st day of December in each year.

     

     

     

    1.04 Seal

    The seal, an impression whereof is stamped in the margin hereof, shall be the seal of the Foundation. The seal will only be made available after the Foundation is officially registered and approved by the Government authority with a registered charity number for tax credit purposes.

     

    1.05 Board of Directors

    The Board of the Foundation shall mot consist more than five (5) directors.

     

     

     

    1.06 Staff

    • Staff is members working for the Foundation, including directors of the Board and members of various committees, individuals, assigned to perform specific duties as directed by the Board or by the committee on any particular assignment..

    • Not all the staff positions mentioned in the Bylaw must be filled. Positions may be increased depending on the eed for the workload or activities required.

    • Except members of the Board, a staff is not necessary to be voting members, while directors can also be the staff.

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

    1. 

    2. Constitution

    2.00 Constitution

    All clauses specified under Constitution, shall require 100% approval either from the Annual General Meeting (AGM) or from the Board and the majority vote cast in the AGM.

     

    2.01 Mission Statement

    We believe the first step to help the unfortunate children break the cell of poverty is to help them complete their elementary and high school education, so that they will have the basic knowledge and skills as how to struggle for a better future. Education will enhance the quality of life while quality life can never be maintained without continuing education. To help achieve these goals through education is our mission.

     

    2.02 Operation Philosophy

    The Corporation should be run under the applicable laws and regulations, with honesty and affordability of the Board members, without aiming on personal gain and competition with others.

     

    2.03 Board of Directors

    The Board shall not consist of more than five members. The Board may nominate any officers and establish any committees to handle any projects to help accomplish the goals and the mission of the organization.

     

    2.04 Chairman of the Board

    The Chairman of the Board may also be called “President”. The Chairman of Board shall be

    elected while the rest of the Directors shall be nominated by the Chair but all nominated directors must be approved by a majority vote of the Board before they can be considered as official directors.

     

    2.05 Founding Members.

    • Those who took the initiative to support the establishment of the Foundation, either by donating of $100.00 or more or organizing any activity to help fund-raising in 2007 prior to the approval of this Foundation as a public charity, are defined as Founding Members and Permanent members.

     

    • There will be no more Founding Member after the charity is officially registered in 2008.

     

    • Names of Founding members:

    Zack Chen, Chin Lee, Tony Lok, Maria Sun, Edward Song, Mingguang Lu, Norman Lee, Raymond Lam, Jiping Song, May Liew, Alex Liew, [Yi-mok Zhong], Steve Liew, Connie Chang, Jamie Liew, Alan Redley, Dr. Wei-ling Qiu, Dr. Hillary Chen, Steven Ang, B. T. Khuw, Albert Tang, W.S. Chen, Dr. C .C. Liew, Peter Lam, Ken Lau, Leo Qu, Chang Chun Li, Ning Li, Haman Yun, Fu Guo Jun, Mrs. Wei Ling Fu and Zhen Wu Yang (Of the 32, only 8 members may come to vote in the election or in the General Membership Meeting)..

    

    2.06 Voting Members.

    Voting members consist to all Founding members and the qualified director candidates.

     

    2.07 Election of Other Officers:

    The minimum and maximum number of Officers of the Foundation shall be such as from time to time set forth in the Articles, the Bylaw. The number of Directors within such range shall be determined from time to time by special resolution, not contradicted to the provisions of the Articles, the Act, or the Constitution and Bylaw.

     

    2.08 Director Candidate, Election and Term.

    The directors shall be elected at each Annual General Meeting (AGM) of the qualified voting members of the Foundation to hold office until the next annual meeting or until their respective successor is to be elected or appointed after the current term of service is over.

     

    A person who wishes to be a candidate or who has accepted to be a candidate through recommendation or motion by other member, for the Board election, must register as an official candidate to the Board at least one week before the election. If no candidate is registered, the current Board will do the nomination by a majority vote to elect the new Chair in the election. The new chair will nominate other members to the Board. The Board may consist of not more than five directors.

     

    2.09 Responsibilities:

    1. Board of Directors

    The Board is to make final decision on all activities, and be totally in charge of the Foundation, including its committee and funding.

     

    1. Directors in General

    • The directors are totally to be responsible for the tasks specified in the Constitution and

    Bylaw while the tasks can be carried out personally or by person appointed empowered or hired by the director.

    • The directors shall not aim to make any personal gain but be responsible for the result or

    consequences of any task carried out personally or by person appointed, empowered or hired by the directors.

    .

    1. Other Staff in General

    • A staff, other than directors, can be volunteers, without pay, subsidized or even fully paid. Personnel on compensation must be approved by the Board in writing.

    • Responsibility of staff may vary depending on the assignments provided by the Board or the

    Board member.

     

    1. 

    2. President or Chair (主席).

    • To take overall control of the Foundation and be the Chair of the Board Meeting.

    • To nominate members to the Board and shuffle the Board.

    • To cast an additional vote if the votes in the Board meeting are equal in both sides.

    • To suspense the Foundation up to three months, if deemed necessary.

    • To make decision on urgent issues while calling a Board Meeting is impossible due to time

    constraints.

    • To represent the Foundation as spokesman and to sign contract and agreement approved by

    the Board.

    • To be the liaison officer with CRA.

    • To be a signing officer for expenses over $1,000.00.

     

    1. Executive Superintendent (行政总监)

     

    The Executive Superintendent is a very special position outside the Board, but entrusted with special rights and power to protect the Foundation being taken over by people that might lead to a direction deviated to its mission and objectives. The Executive Superintendent is entrusted with the following rights and power, approved by in the AGM as well as by the Board.

     

    1. To assess any issue or grievance, brought to his attention and to render his opinion as the final, including veto power, and the power to dissolve the existing Board.

    2. To call a special meeting for the election of a new Board.

    3. To dissolve the Foundation after discussion with the approval of the Charities Directorate.

    4. To act as an arbitrator to resolve internal groups disputes.

     

     

    2.10 Removal of Chair, Other Nominated Directors and Executive Superintendent

    • The Chair of the Board can be removed by majority vote cast by the voting member, if a meeting is called by a majority vote of the nominated directors in the Board with justified cause. An election must be held within one month after the removal of the Chair of the Board.

    • Nominated director can be removed, replaced or shuffled by the Chair or through motion of any director, with a majority vote cast in the Board Meeting.

    • The Executive Superintendent shall be re-elected or be replaced in the normal election time in

    the AGM with the approval of the new Board.

     

    2.11 Liability of resigned, replaced and removed director

    Directors may resign, or be replaced or removed, but such director shall remain liable for payment of any assessment or other sum levied or payable by him to the Foundation.

     

    

    2.12 Vote to Govern

    • The Board shall be decided by a majority of the votes cast on the question.

    • In the event of an equality votes on any question at a meeting of the Board, the Chair of the

    board shall be entitled to cast a final decisive vote.

     

    2.13 Official Records and Documents

    • The Board shall see that all necessary books, records and documents of the Foundation

    required by any applicable statute or law is regularly and properly kept.

    • Official records are open to all donors, sponsors, supporters, voting members and those who like to help promote “education” and “universal love”.

    • Official records and documents can only be reviewed in office by appointment and are not allowed to be taken out by people other than government officers.

    • Only the records and documents kept or signed by a responsible director are considered official. Any electronic, faxed and photo copied records and documents are for references or for review and editing purposes only. They can be official if they are proved to be identical if compared to the official copies kept in the office.

    • The Foundation is not responsible for any records and documents, new, altered or changed by anybody, with or without any intention, in printing, or in the website, if they are not identical when compared to the official copies signed or kept in the office. Contact for clarification with the Foundation for confirmation is encouraged if such incident occurs.

    • Official correspondence and documents are always in printing with responsible signature and official stamp and will never delivered in emails, unless on specific request by the recipient.

     

    2.14 Audit, Executive and Other Committees

    Subject to the provisions of the Act, the Board may appoint annually an Auditor or an Account, one or more other committees, including committee designated as Executive Committee, or Volunteer Working Team Committee or committees of the powers of the Board except those powers which, under the Act, a committee of Directors has no authority to exercise.

     

    2.15 Appointment of Officers

    The Board may from time to time appoint Officers, permitted by the Act to be so delegated. The Board may also from time to time appoint persons to serve the Foundation in such positions other than Officers, with such titles and such powers and duties and for such terms of service, as the Board deems advisable. One person may hold or discharge the functions of more than one officer or other position.

     

    2.16 Quorum of Committees Meetings

    • Unless otherwise determined by the Board, each committee appointed by the Board shall have the power to fix the quorum for its meetings at not less than 20% of its members, to elect its presiding officer and to fix its rules of procedure.

    • There is no quorum for AGM and Board Election Meeting due to the small size and the nature of

    this organization.

    • However, notice for such meetings are posted in our website bulletin board, in addition to notice

    By emailss and telephone at least one month ahead of time.

    

    2.17 Remuneration

    All directors are volunteers without any aim in making any personal and financial gains directly or indirectly in the management of the Foundation.

     

    2.18 Indemnity

    Without limit to the right of the Foundation to indemnify any person to the full extent permitted by law, the Foundation shall indemnify a Director or Officer, a former Director or Officer, or a person who acts or acted at the Foundation’s request as a Director or Officer of a body corporate of which the Foundation is or was a member or creditor, and his heirs and legal representatives, against all costs, charges and expenses, including an amount paid to settle an action or satisfy a judgment, reasonably incurred by him in respect of any civil, criminal or administrative action or proceeding to which he is made a party by reason of being or having been a Director or Officer, or Director or Officer of such body corporate, if he acted honestly, without any intention to go against the Constitution, the Bylaw and the related regulations and Income Tax Act, but in good faith with a view to the best interests of the Foundation while in the case of a criminal or administrative action or proceeding that is enforced by a monetary penalty, he had reasonable grounds for believing

     

    2.19 Final Decision:

    Unless it is a criminal case, all internal disputes must be resolved internally. The General Membership Meeting of the voting members is the second last stage for appeal. If such issue cannot be resolved in this stage, it shall be brought to the Supervisory Executive, who will be acting as the Arbitrator; and his decision is final.

     

     

    (B) Bylaw

     

    3.00 Bylaw shall include unpublished resolutions from time to time passed by the Board as well as by any committee, reported and recognized by the Board. Unless otherwise stated, Bylaw can be changed with a majority vote in the Board Meeting or in the AGM.

     

    3.01 Responsibilities of nominated Staff

     

    1. Executive Vice Chairman – Overall Strategy and Planning Execution

    • To act as Chairman when the Chairman is not available.

    • To be in charge of the execution of strategy and planning, approved by the Board…

    • To represent the Foundation to in any joint ventures with the outsiders.

    • To ensure the integrity and the reputation of the Foundation are well protected.

    • To help resolve internal and external disputes if there are any.

     

    1. 

    2. Technical Coordination

    • To be in charge of the website, including solving technical problems and update.

    • To help computer system backup, including documentation backup in computer.

    • To help audio-Visio system setup in meetings, seminars or exhibition.

    • To help review and make presentation packages for use in computer.

     

    1. Secretary

    • To be in charge of all correspondence of the Foundation

    • To be in charge of all documents of the Foundation

    • To be responsible for the preparation and arrangement of Board meeting, AGM and conferencce.

     

    1. Treasurer

    • To be in charge of funding activities.

    • To be a signing officer of all expenses.

    • To be in charge of donations and issue of income tax deductible receipts.

    • To ensure the cash flow and the bank accounts are well kept and reconciled.

    • To make monthly financial report in the Board Meeting.

    • To ensure annual budget is in place, including revenue and expenditure budgetsndation

    • rsctorates..

    • To be the Chair of the Fundraising Committee.

    • To be in charge of design and promotion materials…

    • To ensure yearly fax return is filed in time without penalty

     

    1. Director — Treasurer and Fundraising Coordinator

    • To be in charge of funding activities.

    • To be a signing officer of all expenses.

    • To be in charge of donations and issue of income tax deductible receipts.

     

    1. The Executive Committee:

    • The Executive Committee shall consist of minimum of 5 members, depending on the need,

    nominated by the Board.

    • The mandate of Executive Committee is to accept and execute plan or project approved by

    the Board.

    • It may make recommendation to the Board for action.

    • Staff can be volunteer without personal gain or subsidized based on agreement signed with

    the Board.

    • The Committee may include the following positions depending on the workload. :

    1. Chief Executive Officer

      • To be totally in charge of the Executive Committee.

      • To chair Executive Committee meetings.

      • 

      • To be totally in charge of the project assigned by the Board.

      • To make recommendation for action and planning.

      • To be totally in charge of the project assigned by the Board.

      • To act as a liaison officer in any joint ventures with the

    outsiders.

      • To attend the Board Meeting.

      • To report to the Director — Committees Coordination.

     

    1. Assistant Manager

    • To act as CEO when the CEF is not available.

    • To help the CEO to carry out any assignments or to work on the

    project assigned.

    • To be aware of the day to day activities to be carried out by the

    Foundation.

    • To help in public relation and to promote the Foundation.

    • To attend Board Meeting is optional.

    • To report to CEO.

     

    1. Secretary

    • To be the Secretary of the Board.

    • To be in charge of all correspondence of the Foundation.

    • To help keep track of all documents of the Board.

    • To help back up all documentation for auditing purposes.

    • To attend and to take minutes of the Board meetings.

     

    1. Project Manager — Public Relation

    • 

    • To be in charge of the promotion of the Foundation.

    • To represent the Foundation for public relation on social

    functions.

    • To help review and edit the promotion materials and

    publication of the Foundation.

    • To attend Board Meeting is optional.

    • To report to CEO and a designated director.

     

    1. Treasurer

    • To be the financial officer of the Foundation.

    • To help ensure annual budget is in place and reported to CRA.

    • To help the Fundraising activities.

    • To attend the Board Meeting…

    • To work with the accountant.

     

    1. Website Technician

    • To design and update the website.

    • To report to Director –Technical Coordination.

     

    1. Translators

    • To translate Chinese into English or vice versa as requested by the

    Board

    • To be responsible for Bylaw updates

    • To report to a designated director

     

    3.02 Calling of Meetings.

    • A meeting of the Board may be held at any time upon call by the Board, the Chairman of the Board, or any other Officer so empowered by the Board.

     

    • All meetings must be conducted according to the Robert’s rules and the Parliamentary Procedures.

    3.03 Place of Meetings.

    Each meeting of the Board shall be held at such place within Ontario as determined by the person calling the meeting.

     

    3.04 Notice.

    Subject as hereinafter provided, notice of every meeting of the Board shall be given to each Director at least 7 days, including weekend, prior to the meeting, in the form of e-mail, fax, letter or telephone call, which can be traced back in user’s history record, if needed. Notwithstanding the foregoing:

     

    (a) No notice need be given of the first meeting of the Board subsequent to a meeting of the members of the Foundation at which Directors are elected if such Board meeting is held immediately following the meeting of the members of the Foundation; and

    1. The Board may appoint a day or days in any month or months for regular meetings at a place and hour to be named.

     

    1. A copy of any resolution by the Board fixing the time and place of regular meetings of the Board shall be sent to each Director forthwith after being passed, but no other notice shall be required for any such regular meeting. The accidental failure to give notice of a meeting of the Board to a Director or any error in such notice not affecting the substance thereof shall not invalidate any action taken at the meeting.

     

    4.00 Members of the Foundation.

    1. Membership and Membership Fee

    A member of the Foundation must pay his membership fee as determined by the Board.

     

    1. A member who has not paid his membership fees, if required, before any election is not entitled to vote or to be elected or nominated to the Board.

     

    1. Member in default of membership fees after one month upon receipt of notice to pay his membership fee from the Board shall automatically cease to be members of the Foundation, but such defaulting members may on payment of all unpaid dues or fees be reinstated by majority vote of the Board.

    2. Founding members do not have to pay further membership fees to maintain his life time voting right.

     

     

    

    5.00 Annual and Special Meetings

    The Board shall call an annual meeting of the members of the Foundation not later than 15 months after the holding of the last preceding annual meeting and may at any time call a special meeting of members of the Foundation.

     

    6.00 Place of Meetings

    Each meeting of the members of the Foundation shall be held at such place within or outside Ontario as the Board determines.

     

    7.00 Persons Entitled to be Present

    The only persons entitled to attend a meeting of the members of the Foundation shall be those persons entitled to vote thereat, the Directors, Officers, advisors and auditor of the Foundation and any other persons who, although not entitled to vote at the meeting, are entitled, under any provision of the Act, the Articles or any By-law of the Foundation to attend the meeting. Any other person may be admitted to the meeting only on the invitation of the chairman of the meeting or with the consent of the Board or the majority of attendees of that meeting.

     

    8.00 Voting.

    (a) Voting at any meeting of the members of the Foundation shall be by a show of hands except where, either before or after a vote by show of hands, a ballot is required by the chairman of the meeting or is demanded by any person present and entitled to vote at the meeting. On a show of hands, each person present at the meeting and entitled to vote thereat shall, subject to the Act, have one vote. On a ballot, each person present at the meeting and entitled to vote thereat shall, subject to the Act and the Articles, have one vote for each share in respect of which such person is entitled to vote. A ballot so required or demanded shall be taken in such manner as the chairman of the meeting directs.

     

    (b) Unless otherwise required by the Act or the Articles, every question at a meeting of members of the Foundation shall be decided by a majority of the votes cast on the question. In the event of an equality of votes on any question at a meeting of the members of the Foundation either upon a show of hands or upon a ballot, the chairman of the meeting shall not be entitled to a second or casting vote.

    (c) A list of the members entitled to vote must be prepared for an Annual General Meeting of the Foundation. Proxy form must be offered if requested by any voting member, so are the names of the qualified candidates for the Board election, if known.

    9.00 Representatives. Upon filing proof of his appointment reasonably sufficient to the chairman of a meeting of the Foundation,

    (a) A person who is a member of the Foundation as a personal representative,

    (b) An individual who has been duly authorized to represent at the meeting, or

    1. 

    2. A proxy holder or alternate proxy holder of a personal representative, body corporate or association, or proxy form signed and sent out or faxed to the Board by a qualified voting member, shall be entitled to vote or as vote of the member at the meeting.

     

    10.00 Presiding Officer.

    The Chairman of the Board, or a Director designated by him, or failing such designation, a Director designated by the Board, shall preside at a meeting of members of the Foundation. If neither the Chairman of the Board nor any Director is present within thirty minutes after the time appointed for the holding of a meeting of members of the Foundation, the members of the Foundation present shall choose a member then present to be chairman of the meeting.

     

    11.00 “Signing Officer”

    • A signing officer is a director, authorized by the Board to sign bank cheques drafts or orders for the payment of money and all notes and acceptances and bills of exchange of the Foundation.

     

    • The “signing officer” does not represent the Foundation to sign contracts or other important documents on behalf of the Foundation, while such power remains of the authority of the Chairman of the Board.

     

    12.00 Number of signatures:

    Two signatures of the signing Officers are needed to sign any cheques, drafts or orders for the payment of money and all notes and acceptances and bills of exchange of the Foundation

     

    13.00 Execution of Documents

    The Board may from time to time determine the Officers or other persons by whom, contracts or other documents of the Foundation shall be executed and the manner of execution thereof, including the use of printed or facsimile reproductions of any or all signatures and the use of a corporate seal or a printed or facsimile reproduction thereof.

     

    1400 Borrowing

    The Board has no authority to borrow money upon the credit of the Foundation unless such authority has been stated in the By-law, approved by the Charities Directorate, Canada Customs and Revenue Agency.

     

    15.00 Application of Funding

    This Foundation will apply funding as stated in the Objects of this Foundation with emphasis on the following priorities:

    1. The charities selected and reported to the Charities Directorate as planned.

    2. The projects or events other than above if recognized and approved by the Charities Directorate from time to time on special requests by the Foundation.

    3. 

    4. This Foundation shall not apply any funding to charities that their administrative fee has exceeded 30% of the donations, or to any charities reported in the newspapers, that have made use of legal loopholes for personal benefits.

     

    16.00 Administration Expenses

    1. The total administration expenses shall not exceed 20% of the total cash donations received before the Foundation is run by paid staff. In any event, the administration expenses shall not be over the percentage about as determined by the Charities Directorate.

     

    1. The acknowledgement of non-property, such the Foundation will pay for services or rental while the recipient will donate back the total value voluntarily in cash to the Foundation, will not be included in the calculation of the total cash donations to determine the administration expenses.

    2. This Foundation shall post the accumulated total of cash donations year-to-date and the accumulated total of administration expenses year-to-date in the web-site as well as in the Financial Statements, to ensure that the Charity is making the maximum use of funds for charity purposes.

    3. Each directors of this Foundation shall make a commitment prior to taking the position, to pay any administration fees exceeding the stated limit by themselves within their term; otherwise, they shall pay back or share the exceeding amount as personal expenses. Such payment is interest free but will be reimbursed when sufficient funding is available on a “first paid first reimbursed” basis.

    17.00 Accumulated Fund

    1. The Foundation will require accumulating the following without obtaining prior written approval from the CRA.

     

    1. A gift of capital received by way of bequest or inheritance, including direct distributions to a charity that is a designated beneficiary of a life insurance policy, registered retirement savings plan or registered retirement income und.

    2. A gift received subject to a trust or direction to the effect that the property given, or property substituted, therefore, is to be held by the charity for a period of not less than ten years;

    3. A “specified gift”, or gift subject to a trust or direction to the effect that the property given, or property substituted therefore, is to be held by the charity for a period of not more than 5 years, received from another registered charity.

    4. Amounts for which official donation receipts fro tax purposes have not been issued; including revenues received fro any level of government.

    5. 

    6. Any amounts remaining after the organization has met its disbursement quota requirements.

    18.00 Fundraising Activities

    1. The Foundation should not carry on a business activity other than a “related business” activity, to which 90% of the individuals involved in the operation of the activity are unpaid volunteers.

     

    1. A fundraising activity that does not amount to carrying on a business is only allowed where it is a means of raising funds for charitable purposes, and not an end in itself. (For details, refer to Policy CPS-09 for additional information).

    19.00 Qualified Donees

    1. The following charity entities are defined in subsection 149(I) of the Income Tax Act as qualified donees:

     

    1. Registered Canadian charities.

    2. Registered Canadian amateur athletic associations.

    3. Registered Canadian national arts service organizations.

    4. Housing corporations resident in Canada and exempt from tax under Part I of

    the Act by paragraph 149(I) (I),

    1. Municipalities in Canada.

    2. For gifts made after May 8, 2000, municipal or public bodies performing a

    function of government in Canada.

    1. The United Nations or agencies thereof.

    2. Universities outside Canada prescribed to be universities that student body of

    which ordinarily includes students from Canada.

    1. Charitable organizations outside Canada to which Her Majesty in right of

    Canada has made a gift during the taxpayer’s year, or within the 12 months immediately proceeding that taxation year.

    1. Her Majesty in right of Canada or a province and agents thereof.

     

    1. The above donees cannot be changed without the approval of the Charities Directorate,

    or successful change of the registered objects, approved by the CRA. .

     

    1. If further new programs or activities are to be pursued, the Board must provide the Charities Directorate with a detailed description for approval, before taking any action, if the Charity name is to be used.

     

     

     

     

     

     

     

    Constitution and By-Law

    (Version LTEF-CB-003)

    A Constitution and By-law relating generally to

    the transaction of the business and affairs

    of

    Love through Education Foundation”

    爱心教育慈善基金)

     

    THIS CONSTITUTION AND BYLAW PASSED BY THE BOARD – SIGNATURES AND DATE

    1. The original Constitution and By-law of the Corporation (# LTEF-CB-001) was passed in the General Meeting on January 1, 2008.

    2. This revised version (LTEF-CB-003 was approved by the Board on January 16, 2010.

    3. Witnessed and signed by:

     

    Chairman: Leo Qu Secretary: _______________

    Dated 16th day of January, 2010

     

    Chairman’s Signature: Secretary’s Signature:

    

    Dated 16th day of January, 2010

     

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