NAME AND OBJECTIVES

Section 1. The name of this Group shall be the NEXT GENERATION GROUP OF THE ENG FAMILY ASSOCIATION OF LOS ANGELES (the "Group").

Section 2. The purpose and aim of the Group is to provide its members the opportunities to cultivate relationships for personal and professional growth that enrich one's commitment to family and the community, and to aid in the preservation of the Chinese/Asian ethnic heritage. 

PRINCIPAL OFFICE

The principal office for the transaction of the business of the Group shall be located in the Metropolitan Los Angeles, California area. The Board of Directors of the Group (the "Board") may establish or discontinue, from time to time, such offices and places of business within the State of California, as it may deem proper for the conduct of the business of the Group. 

MEMBERSHIP

Section 1. Eligibility. Membership shall be open to all individuals who are interested in participating in and promoting the purposes stated in Article I of these bylaws and meet the following criteria:

1. Be a member of or related to the Eng Family either by birth, adoption or marriage;
2. Have the common family surname symbolized by the Chinese character , or if only related, have at least one parent with the common family surname symbolized by the Chinese character ;
3. Be at least 18 years of age; and
4. Be of good moral character.

Section 2. Dues. Membership in the Group shall be contingent upon payment of annual dues, the amount of which shall be established annually by the Board.

Section 3. Voting and Other Rights of Members. Each member of the general membership shall be entitled to one (1) vote, and there shall be no voting by proxy. Each member shall have the right to vote on all matters relating to the Group, as provided in these bylaws, including election of officers and directors. Each member shall have the right of attendance and direct participation at all regular meetings of the members of the Group, and any special meetings of the members of the Group that may be called from time to time as provided in these bylaws.

Section 4. Revocation of Membership. Membership may be revoked, for cause, by a majority vote of the Board, but any such revocation may be overturned by majority vote of the general membership at the next regular meeting after the Board votes to revoke.

Section 5. Annual Meeting. The annual meeting of members of the Group shall be held during the Month of January each year at the principal office of the Group or at any other place determined by the Board. Notice of the time and place of the annual meeting of members shall be given at least one (1) week in advance in writing and/or by electronic means of communication.

Section 6. Special Meetings. Special meetings of the members of the Group for any purpose or purposes may be called at any time by the President or Vice President of the Group, or by twenty-five percent (25%) of the Board upon request to the President or Vice President of the Group, or by ten percent (10%) of the general membership upon request to the President or Vice President of the Group. Notice of the time and place of special meetings shall be given in the same manner as for the annual meeting of members of the Group.

Section 7. Quorum. A quorum for any meeting of the members shall be twenty-five percent (25%) of the general membership.

Section 8. Methods of Meeting. Meetings may be held by simultaneous communications, such as conference calls, web meetings, or other similar electronic means. Any member may participate in any annual or special meetings of the members by, or through the use of any other means of communication by which all members participating may simultaneously communicate with each other during the meeting. Members participating by these means shall be deemed to be present at the meeting. 

BOARD OF DIRECTORS

Section 1. Number of Directors. The Board shall consist of all currently sitting officers of the Group and all past Presidents of the group, except that no more than three (3) past Presidents can serve on the Board at any one time.

Section 2. Quorum. A majority of the authorized directors of the Board shall constitute a quorum for the transaction of business.

Section 3. Powers of Directors. Subject to limitations of the Articles of Organization and these bylaws, all powers of the Group shall be exercised by or under the authority of, and the business and affairs of the Group shall be controlled by, the Board. Without limiting the general powers, the Board shall have the following powers:

1. To select and remove all officers, agents, and employees of the Group, prescribe such powers and duties for them as may not be inconsistent with law, the Articles of Organization, or the bylaws, fix their compensation, and require from them security for faithful service.
2. To conduct, manage and control the affairs and business of the Group, and to make rules and regulations not inconsistent with law, the Articles of Organization, or the bylaws.

Section 5. Vacancies. Vacancies in the Board shall be filled by a majority of the remaining directors then in office even though less than a quorum, or by the sole remaining director. A successor director so elected at a meeting where a quorum is present shall serve for the unexpired term of her/his predecessor.

Section 6. Place of Meeting. Regular and special meetings of the Board shall be held at any place, within or without the state, that have been designated from time to time by resolution of the Board, or by consent of all members of the Board. In the absence of this designation, regular meetings shall be held at the principal office of the Group.

Section 7. Annual Meeting. Immediately following each annual meeting of members of the Group, the Board shall hold a regular meeting for the purposes of organization, election of officers, and the transaction of other business.

Section 8. Special Meetings. Special meetings of the Board for any purpose or purposes may be called at any time by the President or by any three (3) directors. Notice of the time and place of special meetings shall be given in the same manner as for the meeting of members of the Group.

Section 9. Methods of Meeting. Meetings may be held by simultaneous communications, such as conference calls, web meetings, or other similar electronic means. Any member of the Board may participate in any annual or special meetings by, or through the use of any other means of communication by which all members of the Board participating may simultaneously communicate with each other during the meeting. Members of the Board participating by these means shall be deemed to be present at the meeting.

Section 10. Action Without a Meeting. Any action by the Board may be taken without a meeting if all members of the Board individually or collectively consent in writing to such action. Such written consent, or consents, shall be filed with the Minutes of the proceedings of the Board.

Section 11. Removal. A director may be removed from office, for cause, by the vote of two-thirds (2/3) majority of the Board whenever in its judgement the best interests of the Group would best be served by such removal.

Section 12. Compensation. The members of the Board shall receive no compensation for their services as Trustees. 

OFFICERS

Section 1. Officers. The officers of the Group shall be a President, Vice President, Secretary, and Treasurer, and such other officers as the Board may appoint. All officers shall be members of the Group.

Section 2. Election. The Board shall elect all officers of the Group for terms of one (1) year at the annual meeting, or until their successors are elected and qualified.

Section 3. Vacancies. A vacancy in any office because of death, resignation, removal, disqualification, or otherwise shall be filled by the Board.

Section 4. President. Subject to the control of the Board, the President shall have general supervision, direction, and control of the business and affairs of the Group. She/he shall preside at all meetings of the members, officers and directors, and shall have such other powers and duties as may be prescribed from time to time by the Board. The President shall be a member of the Eng Family and shall use the surname as symbolized in the Chinese character in all Group related business and functions. Furthermore, the President shall not serve as an office of another Family Association or associated group thereof.

Section 5. Vice President. In the absence or disability of the President, the Vice President shall perform all the duties of the President. The Vice President shall have such other powers and perform such other duties as may be prescribed from time to time by the Board. The Vice President shall be a member of the Eng Family and shall use the surname as symbolized in the Chinese character in all Group related business and functions. Furthermore, the Vice President shall not serve as an office of another Family Association or associated group thereof.

Section 6. Secretary. The secretary shall keep a full and complete record of the proceedings of the Board, and shall make service of such notices as may be necessary or proper, and shall supervise the keeping of the records of the Group, and shall discharge such other duties of the office as prescribed from time to time by the Board.

Section 7. Treasurer. The treasurer shall receive and safely keep all funds of the Group and deposit them in the bank or banks that may be designated by the Board. Those funds shall be paid out only on checks of the Group signed by such officers as may be designated by the Board as authorized to sign them. The treasurer shall have such other powers and perform such other duties as may be prescribed from time to time by the Board. 

AMENDMENT OF BYLAWS

These bylaws may be altered, amended or repealed by a majority vote of the Board, subject to ratification by the general membership at the annual meeting of members of the Group, or at a special meeting of members of the Group called for this purpose. 

COMMITTEES

Section 1. Committees. The President shall, immediately after her/his election each year, appoint, subject to confirmation by the Board, the committees of the Group. The President shall be an ex-officio member of each committee. The members of each such committee shall serve until their resignation, their removal by the Board, or the next annual meeting of the general members of the Group, whichever occurs first. The Board shall form committees by a majority vote of the members of the Board.

Section 2. Executive Committee. The executive committee of the Board shall be composed of the officers of the Group plus the chairperson of each standing committee. The executive committee shall be responsible to make recommendations for the hiring and/or appointment of personnel and to perform such tasks as prescribed by the Board.

Section 3. Hiring and Removal of Personnel. Personnel can be hired or removed by a vote of the majority of the Board. 

MISCELLANEOUS

Section 1. Adoption of bylaws. The bylaws of the ENG FAMILY ASSOCIATION OF LOS ANGELES are hereby adopted and incorporated herein to the extent that they are not in conflict with these bylaws. In the event of a conflict, the provisions in these bylaws shall govern.

Section 2. Parliamentary Procedure. Meetings of this Group shall be governed by the "Roberts Rules of Order" as such rules may be revised from time to time, insofar as such rules are not inconsistent with these By Laws or with law.

Section 2. Fiscal Year. The fiscal year of the Group shall begin on the first day of January of each year and end on the last day of the following December.