Love Through Education International

(環球愛心教育基金會)

29 Fulham Street, Scarborough, ON M1S 2A3

Tel: 416-771-6006/416-297-8776

http://www.ltei.org

CODE OF CONDUCT AND ETHICS

PURPOSE

The public purpose and tax exempt status of charitable organizations includes an obligation to maintain the public trust，the. “Love Through Education International ”

(LTEI) has always taken this responsibility very seriously and strives to set an example for the field of philanthropy in all of its activities. Accordingly, it is incumbent upon volunteers of LTEI to conduct the affairs of LTEI with a commitment to the highest standards of integrity. This includes acting at all times in an honest and ethical manner, in compliance with all laws and regulations and avoiding actual, potential or apparent conflicts of interest. Compliance with this Code of Conduct and Ethics will sustain a culture where honest and ethical conduct is recognized, valued and exemplified throughout LTEI.

PROVISIONS

1. Conflicts of Interest Generally

Volunteers of LTEI have a full-time responsibility to the Organization. A potential or actual conflict of interest occurs whenever a volunteer is in a position to influence a decision that may result in a personal gain for him or herself, any other volunteer or an immediate family member. (For the purposes of this policy “immediate family” means a volunteer’s spouse or domestic partner, parents, siblings, children and in-laws.) A volunteer may not engage in activities that create a conflict between the interests of ESI and those of the volunteer. In certain circumstances, the Organization may also be concerned about the appearance of a conflict of interest, even if no actual conflict has occurred.

2. Gifts and Other Payments

Except for gifts of nominal value or meals and social invitations that are in keeping with good business ethics and do not obligate the recipient, volunteers or members of their immediate families or domestic partners may not accept commissions, gifts, payments, entertainment, services, loans, or promises of future benefits from any person or entity relating to his or her LTEI assignment.

3. Relationships to Suppliers

Volunteers with responsibility for issuing or approving orders for the purchase of supplies, equipment, or transportation, or for contracts for employment or services for the Organization, may not have a significant interest in any supplier of supplies or services to the Organization. Nor may the volunteer’s immediate family have such an interest. (“Significant interest” means any financial interest that may influence the judgment of the volunteer in conducting the work of the Foundation.)

4. Service on Boards

LTEI volunteers who are invited to serve in their individual capacities as directors may accept such invitations only with the prior approval in writing of the President. Factors to be considered in evaluating such invitations include:

a) Conflict of interest issues;

b) Likelihood of time conflicts: whether the affiliation or assignment interfere with the individual’s ability to carry out his or her Organization responsibilities;

c) Whether there is a strong relationship to the Director’s job at the Organization or professional training;

d) What professional benefits are likely to flow to the individual and to the Organization; and

e) Whether there is a possibility that the other organization may misperceive the relationship as enhancing the chance of ESI funding.

5. Speaking Engagements and Articles for Publication

a) Volunteers are encouraged to maintain their professional credentials by undertaking speaking engagements and writing articles appropriate to their fields of interest. Possible speeches or articles should be discussed with the appropriate Directors.

b) In writing or speaking in an individual capacity, volunteers are expected to clearly so indicate. Whether or not it is appropriate to explicitly disclose the volunteer’s association with the Organization depends on the circumstances. If in doubt, the volunteer should consult the President or any Director of the Board...

6. Political Activities

Volunteers are free to engage in political activities when, in the volunteers’ judgment, such activities will not conflict with their ability to carry out Organization responsibilities. Volunteers should keep in mind, when making such decisions, the potential difficulty in outside perception in distinguishing between the volunteers personal and professional capacities. No political activities can be conducted with the use of any Organization resources.

7. Confidentiality - Disclosure of Information

Volunteers are expected to exercise the utmost discretion in regard to all matters of Organization business. They may not communicate any information known to them by reason of their position that has not been made public, except as may be necessary in the course of their duties or by authorization of the President. Nor shall they at any time use such information to private advantage. These obligations are not modified by participation in any activities described above and do not cease upon separation from the Organization.

8. Compliance with Laws and Regulations

A variety of laws and regulations apply to the Organization, the violation of which may carry civil or criminal penalties for the Organization and/or the individual. It is the responsibility of each volunteer to comply with all such laws and regulations. Volunteers are also required to observe the laws and regulations of countries in which they travel, including each country’s currency exchange regulations.

9. Accuracy of Financial Accounting and Reporting

The Organization takes very seriously its obligation to comply with the highest standards of financial accounting and reporting. Volunteers, in addition to complying with all applicable laws, rules and regulations, to the extent applicable to their duties must:

a) Endeavor to ensure full, fair, timely, accurate and understandable disclosure in the

Organization’s filings;

b) Record or participate in the recording of entries in the Organization’s books and records that are accurate to the best of their knowledge;

c) Comply with the Organization’s disclosure controls and procedures and internal controls and procedures for financial reporting; and

d) Provide information that is accurate, complete, objective, relevant, timely and understandable.

PROCEDURES FOR COMPLIANCE WITH THIS CODE

1. Reporting Requirements and Procedures

A volunteer must promptly disclose actual or potential conflicts of interest to the appropriate director. When invited by an outside group for a speaking engagement or media interview which requires approval, the volunteer should write a memo to the Board requesting approval. The memo should set forth the details, including the amount of time that will be required; the benefit to the Organization, the possible cost to the Organization, and the relationship of the group to the Organization.

A volunteer must promptly disclose all gifts and other payment received and any relationships with suppliers to the appropriate Director.

2. Complaint Procedure

If a volunteer thinks he or she has, or in good faith thinks another volunteer has, violated any provision of this Code, that volunteer should immediately report the suspected violation to the President and appropriate Directors within the Organization. Reported violations of this Code will be investigated, addressed promptly and treated confidentially consistent with the need to investigate, prevent or correct the violation.

3. Retaliation is Prohibited

No one reporting an actual or suspected violation of this Code or other unlawful act in good faith will be subject to retaliation of any kind. Retaliation against an individual for reporting an actual or suspected violation of this Code in good faith or for participating in an investigation of a violation is a serious violation of this Code and may be subject to disciplinary action.

4. Law Suit is Prohibited

No director or member of any category of the organization is allowed to sue each other as individuals or as a group against the other group, committee of the organization or the Board of the organization unless it is a criminal case. Any non-criminal disputes, charges and complaints must be resolved in the General Meeting. The decision made in the General Meeting is final.

Director Consent Form

Dated: _______________

MM / DD / YYYY

To: Board of “Love Through Education International”

(Business Number :______________________)

348 Lastan Avenue

Markham, ON

L3R 4S3

From: _________________________

Name of Director

This is to confirm that I have read the Code of Ethics and the Constitution and Bylaws of the “Love through Education International”.

I am fully aware of what were stated in these documents. As a director /Volunteer of the “Love through Education Foundation”, I hereby confirm that I have agreed to abide by these two documents which have been stamped and signed by the Chairman of the Board, dated January 16, 2010. I will also abide by these documents subsequently amended unless written notice is given by me to the Board.

My Legal Name: ____________________(English) ____________________(Chinese)

SIN No: ________________________

My Address:___________________________________________________________

MY Birth-date:________________________

Dated: _____________

我們的使命：推展“愛心與教育”，建造一個溫馨的社會

我們的見證：人生不離教育，教育改變人生

我們的操作：隨緣精進、隨緣捐獻、不強求，不攀比

我們的信心：愛心點燃希望，教育創造文明

我們的計畫：兩年播種，三年壯大，五年全球開花

我们的行动： 两年内，我们帮助六十多位贫苦孩子继续上学，与UNICEF与LTEF合作；有16慈善项目，可以让有爱心人士献出爱心的机会。我门的季刊和报刊，将于本年三月与各位见面。目前（2010年1月）正在跟UNICEF合作，为海地大地震募捐。

我们需要：

1. 义工行政，监督，办公室职员，刊物出版和策划人才。

2. 作家提供诗文论著和中英法文翻译。

3. 爱心赞助，包括免费办公室，办公设备和用品，礼品，义工制服代印有关文件，横幅，海报，特刊和报刊的印刷费等。

4. 退休专业人士，请别收藏你们的智慧和经验，请给我们指导。

5. 医生，律师。知名人士和大学教授，教育家和慈善家参与一 个更具有炎黄子孙代表性的大工程。

我们的呼吁：

我们的组织不大，但我们脚踏实地，“不以善小而不为”。我们有计划，有壮志，需要有爱心的人士支持；互相帮助，建立一个和谐的社会。我门还有一个大工程，等着启动。 欲知详情，请联络屈良国Tel: 416-662-6282或刘南生Tel:416-297-8776。

我們的團隊和組織

創會會長：劉南生 Alex Liew

榮譽會長： 1。 Kirk A. Wipper，Recipient of Order of Canada （加拿大）

2． 趙善康夫人 (美國)

2010環球愛心教育基金董事長： 宋紀平

董事 ： 孫善勤、歐陽廣夏、吴请杨

義工團：

LTEF 与LTEI兩基金會董事，所有項目主任，及有愛心可以隨時參加的義工人員

法律顧問：張良成大律師 Gregory L. Chang– Lawyer of Bougadis ,Chang LLP

會計師： Lim & Burggraaff , Certified General Accountants (2009)

2009顧問團：

1. 伍卓生 （安大略省最高勛章）（Mr.. Hughes Eng）– Recipient of Order of Ontario

2. 劉宗正教授（(拿督 and. Prof. C.C. Liew）– Dato of Malaysia in Canada

3. 李叔正（Mr. Norman Lee）– Consultant of Ontario Government

4. 林子舟（Mr. Zi Zhou Lin）

5. 邱瑋玲教授 (Prof. Wei Ling Qiu, Ph.D) - Chief Chinese Medicine Doctor

6. 伍丙乾 （Mr. P. K. Ng）

創會會員：

Zack Chen, Chin Lee, Tony Lok, Maria Sun, Edward Song, MingguangLu, Norman Lee, Raymond Lam, Jiping Song, May Liew, Alex Liew, Steve Liew, Connie Tschang, 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, and Zhen Wu Yang.

愛心夥伴：

美國： 陳美可, 蒲海樓, 張美俄 ; 新加坡： 黎業清

台灣： 陳年 英國： 魏珊平i

中國： 譚桂生, 劉玉華 .

加拿大：吳清揚、陳磊、林子舟

愛心贊助商和社團：

中華老字號 、家中企業家協會、多大中文雜誌社、心守家園、51 Construction 維多利亞學院、黃江夏雲山公所、倫多龍岡親義公所、Copy Star、Express Currency Exchange、維多利亞學院、、多倫多在線 加拿大都市網

MGK Fashion、Peter & Burggraaff

環球愛心教育基金會（Love Through Education International）

1. 2009年2月27日正式注冊成立的一個非牟利機構 (註冊號碼：1785389 )

捐款不可以作個人抵稅；但機關或公司的捐款可以當著開支，可以扣稅，可以指定

捐獻的用途及受益人；但通過此會處理的捐獻，其用處一定要跟“貧困”與“教育”有關。

2. 如果要個人抵稅收據，此基金會將會代轉給“愛心教育慈善基金會”“Love Through Education Foundation”。 此基金會乃非牟利機構有下列的項目：基金的運用有主任主導，但一定要由基金會監督，符合基金會的宗旨，不能用作洗錢，受益人一定要发收據，同意查究和審核.

• 環球基金 – 可以用在任何項目，包括基本存款基金。

• 行政基金 - 包括15% 的所有收入，加上指定的捐助。

• 社區基金 - 包括指定的捐助，或環球基金的撥款（由董事局主导的项目）。

• 小學基金 - 規定給貧苦小學生的資助(多伦多大学中文杂志社主导的项目)。

• 中學基金 - 規定給貧苦中學生的資助。

• 大學基金 - 規定給貧苦大學生的資助（由陈喆/宋季平主导大项目）。

• 心守家園 - 我們在中國的合作夥伴，收集貧苦學生資料，由我們選擇資助。

• 建校基金 - 規定作建校或添置設備的基金（赵善康夫人指定由Alex Liew主导的项目）。

• 陝西教育 -個別個別人士簡歷，爲發展及資助家鄉教育而建立的個人基金。

• 一對一助學基金 – 學生與捐獻者可以互相通信的基金。

• Jerry英語培訓 - 提供免費英語教育講座，包括國內國外師資訓練

• 情商教育 – 促進家庭和諧、人際溝通等課堂講座

• 文化交流基金 - 給文化交流活動，如詩歌朗誦等項目。

• 廣西教育基金 -爲發展及資助家鄉教育而建立的個人基金（由刘南生主导的项目）

• 香港慈善基金 - 個別人士發動襄助香港慈善基金會，協助中國與教育有關的基金。

3. 本基金會也可以捐獻任何合法的機構或項目。

4. 本基金也能捐獻個任何未經加拿大稅務局同意的項目或個人。

• 我們不斷地繼續與“愛心教育慈善基金”及UNICEF合作。

• 每年的收入與支出不受限制；非捐獻而的盈利必須繳稅。

• 董事會乃決策機構，董事不能受薪，目前沒有特別捐獻的要求。

• 董事長由贡献的爱心人士選出；內閣制，当董事长要捐加币五百元一任，其他董事由董事

長委任；董事会可以超过五人。

• 董事必須是加拿大公民或移民，提供出生日期，身份證號碼，住址并同意接受背景調查。

• 至今的小小成果：

• 從2006年已經開始一個人的名義，不斷地支助中國貧苦的學生；每學期都幾十學子

受惠，大部份的孩子都在廣西。

• “一對一“的項目很受歡迎，因為捐獻者可以直接與學生通信。

• 开始拨款支援社区非牟利机构。

• 开始推行文化交流项目，如诗歌朗诵比赛，新年倒数活动。

• 正在策划枫叶论坛及对有益社区和群众有益的课程，并建立海外代理，收集与贫苦学

生有关的资料，扩大支援的对象。

• 准备四月开筹款晚会。

“Love Through Education International” – A Non-profit Organization

—————————————————————

11/26/2006: First Press Conference:

• Kick off Meeting with free lunch sponsored by Sino-Cann

• Standing Committee established.

11/26/2006 to 31/12/2008:

• Funding by individual donations to help students in China.

• More support from various places, including United States, Malaysia, Singapore, Taiwan and Canada.

• No tax-credit receipts issued.

• Accept various donations sponsored by individuals and individual groups, without tax-credit receipts issued.

01/01/2007 to 31/12/2009:

• UTChinese 2008 New Year Concert, a fundraising event for

Love Through Education Internatiomal.

• Funding by individual donations to help students in China.

• No tax-credit receipts issued to individual donors..

• New Bylaws and Code of Conduct and Ethics passed.

• Fund Raising Event：UTChinese 2009 New Year Concert

• Registered as a non-profit organization dated back to

January 1, 2009.

• Fifteen projects set up to meet .

01/01/2010 – Recent Date:

• New Bylaws and Code of Conduct and Ethics passed.

• UTChinese 2010 New Year Concert, a fundraising event is

Being planned for Love Through Education International.

• Committed to help LTEF and UNICEF when and where

applicable, including Haiti Earthquake that toke place in

January 12, 2010…

[爱心教育慈善基金]紧急呼吁帮助海地儿童

——换届选举，不忘赈灾 扶贫助学，奉献社会

灾难无情，爱心无价。继2008年中国汶川大地震发生后，刚刚成立不久的[爱心教育慈善基金]，又在

第一时间把善款用于救助震区儿童项目。此次，在海地大地震发生后，在1月16日爱心教育慈善基金第三届董事局成立会上，新上任的董事长屈良国表示：将一如既往在第一时间把善款用到受灾儿童上。并呼吁大众慷慨解囊，共献爱心。

爱心教育慈善基金将连同联合国儿童基金会、多伦多社区文化中心和士嘉堡淨宗道場般若佛堂等机构，于一月十八号（星期一）上午10点在士嘉堡的世纪皇宫酒店举行新闻发布会，呼吁各界朋友为海地大地震捐款，所得款项[爱心教育慈善基金]，不收任何行政费用，悉数通过基金会的合作伙伴——联合国儿童教育基金（UNICEF）送到海地资助与学童有关的教育项目。届时，热切欢迎其他社团及有爱心的团体和传媒出席。

屈良国说：“慈善工作也可以分工合作，我们的捐献顾及与教育有关的一环； 尽力而为，不以善小而不为。”在基金会成立两年多时间来，已经通过合作伙伴——联合国儿童教育基金（UNICEF）帮助受到四川地震威胁的资助项目和各类助学项目13万多加元；2009年帮助多伦多社区慈善机构5千加元。

同时，爱心教育慈善基金也在尽最大的努力，把扶贫助学的爱心行动扩大到世界的各个角落。基金会的创会会长刘南生先生说：我们目前正在策划，力争把[爱心教育慈善基金]扩大为一个由炎黄子孙主导的国际性教育慈善机构。2009年2月，在爱心教育慈善基金会基础上，又注册成立了非牟利机构——[环球爱心教育基金会]。通过组织新的项目策划，为慈善基金会补充善款来源和服务支撑。[环球爱心教育基金会]今天也同时选出了新的董事长，由宋纪平担任。目前[环球爱心教育基金会]，个人捐献不能扣税，社团与商业机构则可。[环球爱心教育基金会]的款项可以由项目主任主导，甚至可以兑到海外。

从2010年起，两个基金会将会推展一个在全球各个贫困地区推行扶贫助学的五年计划。除了每年得到多伦多大学中文杂志举行音乐会的演出赞助外，今年三四月间，将举行周年纪念筹款活动，并出版特刊号和报刊。目前这个计划正得到加拿大三级政府和中国驻多伦多总领事馆的关心和支持。同时，刘南生先生也呼吁有爱心的人士的积极参与。刘南生说：“我们需要：义工，包括行政，监督，办公室职员，刊物出版和策划人才；需要作家提供诗文论著和中/英法文翻译；需要爱心赞助，包括免费办公室，办公设备和用品，礼品，义工制服代印有关件，横幅，海报，特刊和报刊的印刷费等；需要退休专业人士的智慧和经验，给我们指导，更需要医生，律师和知名人士和大学教授，教育家和慈善家参与一个更具有炎黄子孙为代表性的大工程。”

[环球爱心教育基金会]董事长宋纪平说：“我们两个组织是一体的，只有一个义工团，为两个组织工作，一切决定由各个董事局负责，由义工团去办。目前我们的组织还不大，但“不以善小而不为”，一步一个脚印。我们有计划，也有壮志，并通过各界爱心人士的支持，为世界儿童的教育尽炎黄子孙最大的力量。”

各位朋友：

这次海地大地震，真的可以用“家破人亡”来形容。幸运生还者，连住的、吃的、题喝的都成问，不是少数人，不是几个地方，而是整个国家。很可能，这种悲剧有

一天会发生到整个地球，那就是地球末日的来临。“挽救地球”的口号，已经响遍世界，我们是不是要互相帮助呢？还是要继续地你死我活地彼此格斗下去呢？

現在該是全人類該醒悟覺悟的時候了：天災才是我們人類共同的敵人，全人類應該團結起來，不要再互相爲了自己的私欲，爲了一個國家的資源，為了一個國家的安全，而破壞了整個自然的法則。08年的汶川大地震，09莫拉克颱風登陸台灣。美國喬治亞、菲律賓馬尼拉……都泡在水裡；雪梨、昆士蘭蒙在沙塵暴裡；東非二千萬人饑荒。

不過短短幾個月，世界上已有數百萬人國土破裂，家園毀滅；總計各國死亡人數超過十萬人，上百萬人經歷生離死別。甚至國破家亡，地球的災難, 已經讓我們危機了！發動戰爭的是地球貪婪的人們，戰爭源頭來自極地的冰川，來自沉默於地底的火山地震帶，來自鋪天蓋地的颶風海嘯，來自山洪土石狂飆。天崩地裂，勝過萬馬奔騰，沒有一個朝代，沒有一個大國擋得住災難的發生。今後每一個風和日麗的日子，都是人生僥倖。也許此時此刻我們正在家中享受樂趣，但不代表明天的災難不會在您我眼前發生。曾在我們身心健康的時候，当別人需要我們獻出愛心的時候，抓緊時間奉獻自己的一份愛心吧！你可以联略我们，[爱心教育慈善基金]或附近的慈善組織聯絡；為他們祈禱、捐献和祝福。 

要捐献者，请给我们电话416-297-8776 / 416-662-6282。我们会讲国语，广州话和英文。请看我们的网站， www.ltef.ca 或发电有邮给我们：alexliew_2000@yahoo.ca.

谢谢各位朋友！

新闻发布会单章 （二）

Dear Friend:

The largest earthquake in the last 100 years hit Haiti in January 12m 2010.

The quake hit just kilometers from the densely populated capital of Port-au-Prince. Haiti has little means to help its population; its economy is severely depressed and social services are practically non-existent after years of political strife. More than 100,000 students and more than 400 teachers were affected. LTEF (Love Through Education Foundation – a public Canadian registered charity) is working with our charity partner, UNICEF to do some fund-raising for the victims to provide the necessary supplies to Jacmel and Port-au-Prince as quickly as possible to assist with recovery efforts including clean water and sanitation, therapeutic foods, medical supplies and temporary shelter. We are also focusing on children who have become separated from their families to protect them from harm or exploitation.

We urgently need your help. We cannot thank you enough for your overwhelming response to the Sichuan Earthquake in May 12, 2007 and our donations will be matched by UNICEF or from the Canadian Government. Your donations have saved lives. But we need your help today to ensure the children and families in Haiti have immediate access to life-saving supplies. We need to rush emergency relief to Haiti – vulnerable children’s lives depend on it.

You can trust that LTEF will not even charge any administration fees for the donations and we will issue tax credit receipts to anyone who donate $20.00 or above made prior to February 12, 2020, unless otherwise designated, all donations will go as Hati Earthquake Relief Fund, through our charity partner, UNICEF, for children and education reconstruction related projects.

Children are already bearing the brunt of this major catastrophe. We urgently need your help.

Please give us a call 416-297-8776，or 416-662-6282 or 647-746-8006. We will give you instructions as how to donate. We speak Mandarin, Cantonese and English. You may check our website written in Chinese: www.ltef.ca

愛心教育基金 捐獻表 （FORM: 09001-S01LTEF LTEI 通用）

www.ltef.ca ；Email: ltefcharity2010@yahoo.ca; Tel: 416-622-6282

注明：表格填妥后，請通知或交本會負責人簽名：_________日期：____/____/____

我們的使命：推展“愛心與教育”，建造一個溫馨的社會

我們的見證：人生不離教育，教育改變人生

我們的操作：隨緣精進、隨緣捐獻、不強求，不攀比

我們的信心：愛心點燃希望，教育創造文明

我們的計畫：兩年播種，三年壯大，五年全球開花

我们的行动： 两年内，我们帮助六十多位贫苦孩子继续上学，与UNICEF合作，支援中国甘肃省的一个政教育项目，捐助了将近加币十三万 （不包括UNICEF本身的）；还有多伦多社区六个慈善和非牟利机构达五千多元，展开了我们社区互助的活动。LTEI有16慈善项目，可以让有爱心人士献出爱心的机会。我门的季刊和报刊，将于本年三月与各位见面。目前（2010年1月）正在跟UNICEF合作，为海地大地震募捐。

我们需要：

1. 义工行政，监督，办公室职员，刊物出版和策划人才。

2. 作家提供诗文论著和中英法文翻译。

3. 爱心赞助，包括免费办公室，办公设备和用品，礼品，义工制服代印有关文件，横幅，海报，特刊和报刊的印刷费等。

4. 退休专业人士，请别收藏你们的智慧和经验，请给我们指导。

5. 医生，律师。知名人士和大学教授，教育家和慈善家参与一 个更具有炎黄子孙代表性的大工程。

我们的呼吁：

我们的组织不大，但我们脚踏实地，“不以善小而不为”。我们有计划，有壮志，需要有爱心的人士支持；互相帮助，建立一个和谐的社会。我门还有一个大工程，等着启动。 欲知详情，请联络屈良国Tel: 416-662-6282或刘南生Tel:416-297-8776。

我們的團隊和組織

創會會長：劉南生 Alex Liew

榮譽會長：

1。 Kirk A. Wipper，Recipient of Order of Canada （加拿大）

             2。 趙善康夫人 (美國)

2010愛心教育慈善基金董事長： 屈良國

董事： 扬健钧、耿平原、吴请杨

法律顧問：張良成大律師 Gregory L.Chang– Lawyer of Bougadis ,Chang LLP

會計師： Lim &Burggraaff , Certified General Accountants (2009)

2009顧問團：

1. 伍卓生 （安大略省最高勛章）（Mr.. Hughes Eng）– Recipient of Order of Ontario

2. 劉宗正教授（(拿督 and. Prof. C.C. Liew）– Dato of Malaysia in Canada

3. 李叔正（Mr. Norman Lee）– Consultant of Ontario Government

4. 林子舟（Mr. Zi Zhou Lin）

5. 邱瑋玲教授 (Prof. Wei Ling Qiu, Ph.D) - Chief Chinese Medicine Doctor

6. 伍丙乾 （Mr. P. K. Ng）

創會會員：

Zack Chen, Chin Lee, Tony Lok, Maria Sun, Edward Song, MingguangLu, Norman Lee, Raymond Lam, Jiping Song, May Liew, Alex Liew, Steve Liew, Connie Tschang, 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, and Zhen Wu Yang.

愛心夥伴：

美國： 陳美可, 蒲海樓, 張美俄 ; 新加坡： 黎業清

台灣： 陳年 英國： 魏珊平i

中國： 譚桂生, 劉玉華 .

加拿大：吳清揚、陳磊、林子舟

愛心贊助商和社團：

中華老字號 、家中企業家協會、多大中文雜誌社、心守家園、51 Construction 維多利亞學院、黃江夏雲山公所、倫多龍岡親義公所、Copy Star、Express Currency Exchange、維多利亞學院、多倫多在線 加拿大都市網

MGK Fashion、Peter &Burggraaff環球愛心教育基金会：http://www.LTEI.org

愛心教育慈善基金會Love Through Education Foundation）

• 是一個加拿大政府批准的公共慈善機構。慈善註冊號碼: 85797 1169 RR0001 (可以在政府網站： www.cra.gac.ca/charities 查詢)

• 捐款可以個人抵稅，或當機關或公司的開支。“愛心教育慈善基金會”有權寄發加拿大政府承認，三年內都可以退稅的收據。可以扶持的機構包括：

• 加拿大稅務局認同的項目。

• Registered Canadian charities.

• Registered Canadian amateur athletic associations.

• Registered Canadian national arts service organizations.

• Housing corporations resident in Canada and exempt from tax under Part I of the Act by

• Paragraph 149(I)(i),

• Municipalities in Canada.

• For gifts made after May 8, 2000, municipal or public bodies performing a function of

• government in Canada.

• The United Nations or agencies thereof.

• Universities outside Canada prescribed to be universities that student body of which ordinarily

• includes students from Canada.

• Charitable organizations outside Canada to which Her Majesty in right of Canada has made a gift

• during the taxpayer’s year, or the 12 months immediately preceding that taxation year.

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

• 愛心教育慈善基金與UNICEF（聯合國兒童基金會）互相合作、支持，并建立有關教育項目.目前的項目有：

• 突發性救災項目（如四川地震救災與UNICEF合作的有關教的項目）

• 中國兒童艾滋病項目

• 中國學前教育項目

• 本基金會也可以捐助加拿大註冊的任何慈善機構（本會只選擇與教育有關的項目）。

• 本基金會不能捐獻任何未經加拿大稅務局認同的項目。

• 我們不斷地繼續與“環球愛心教育基金會”及UNICEF（聯合國兒童基金會）合作。

• 我們不斷地繼續工作，向建立國際慈善機構的方向邁進。

• 每年的收入必須運用，只有20% 可以當行政費或保留。

• 董事會乃決策機構；董事不得受薪，而每年還需要捐獻至少五百加幣。

• 董事長由創會會員及當年或平均每年捐獻五百元者選出；內閣制，其他董事由董事長委任。

• 董事必須是加拿大公民或移民，提供出生日期，身份證號碼，住址并同意接受背景調查。

• 至今最大的成果：

  • 通過了聯合國兒童教育基金,捐獻了超過$130,00.00（包括 $30,000.00加拿大政府的補貼），給甘肅教育學校維修的項目（詳見UNICEF的函件）。

  • 2009 年將特備捐助多倫多本地的慈善機構，預算是5,000.00

  • 为海地大地震，发动赈灾呼吁，活动尚在进行中。

“Love Through Education Foundation” – A Public Charity

—————————————————————

11/26/2006: First Press Conference:

• Kick off Meeting with free lunch sponsored by Sino-Cann

• Standing Committee established.

11/26/2006 to 07/21/2007:

• Second Press Conference on 07/21/07

• More support from various places, including United States, Malaysia, Singapore, Taiwan and Canada.

• “Love through Education Foundation” registered without tax-credit number (the first step to register a Charity).

• Tax-credit Number applied through Charities Directorate.

• Bank Accounts set up.

07/21/2007 to 05/05/2008:

• Charity registration approved as a Public Charity and

back dated to Jan. 1, 2008,with a Charity Registration Number: c

• Third Press Conference held

• Permission given by Charities Directorate to withdraw non-taxable donations to be handled by independent group as separate organization with different Board.

• 阿with 60 students being supported by this fund.

• The Independent Group worked with “心守家園”in China.

5/05/2008 to 01/16/2010:

• First Board of Directors and Advisory Board established

• Fourth Press Conference held on July 7, 2009.

• New Bylaws and Code of Ethics passed.

• First Annual Return completed in June 30, 2009

• Working with UNICEF for Sichuan Earthquake

  Relief Fund; over $ 13,000.00 including a small portion og matching fund from CIDA..

• Three visits made to Sichuan in September by directors.

• The highest Corporation donation received: $50,000.

• Bylaws and Code of Ethics changed and passed.

• Planning set to make it as an international charity by Jan. 2014.

• Committed to donate $5,000.00 to Canadian registered charities in Toronto community by the end of 2009.

• Helping UNICEF to do fund-raising for Haiti Earthquare

聯合國兒童基金會(UNICEL)給基金會的來信 (中文譯本)

尊敬的屈良國董事長及愛心基金會委員會的各位委員：

此函旨在感謝愛心教慈善育基金（LTEF）於2008年6月23日給予聯合國兒童基金會（UNICEF）駐加拿大辦事處的總額為91080.89加元的慷慨捐款。

為了回應針對中國四川災區的救援呼籲，該筆款項已直接轉給聯合國兒童基金會駐中國辦事處。鑒於聯合國兒童基金會國際組織的特別承諾，全部資金將用於四川省和甘肅省重點恢復教育的地震應急干預行動，初步包括以下3個重點領域的工作：恢復學校教育、為兒童提供更安全的學校和提高教學品質。通過該應急專案，聯合國兒童基金會與中國政府積極合作，推進社會政策宣導，並提供技術支援，從而提高政府重建學校的能力。

為此附上作為震後救援和重建中“重建更美好”專案一部分的教育干預行動的簡要總結。同時還提供了關於愛心基金會捐款所投向的甘肅省西河縣的教育計畫的介紹資料。

聯合國兒童基金會駐中國辦事處代表魏英瑛女士最近跟我談起，希望今年能赴加會見各位慷慨的捐贈者，並介紹他們的捐款和聯合國兒童基金會的工作給四川地震受災者帶來的效應。

正如大家所瞭解的，加拿大政府曾經通過加拿大國際發展署（CIDA）承諾，政府將提供與加拿大公眾捐款數額一致的捐款，據此聯合國兒童基金會收到聯邦政府360萬美元的捐款。根據委託要求，加拿大國際發展署的捐款已經充分用於以下領域：婦幼健康、免疫、營養、愛滋病毒和愛滋病防治、教育、社會政策、宣傳和交流。

5月12日，聯合國兒童基金會駐中國辦事處發佈了《為四川大地震援助一周年報告》，詳細彙報了按照應對區域劃分的全部資金運用情況，包括對四川14個縣和甘肅3個縣的緊急教育需求的干預活動。其中包括提供帳篷和板房教室、教室器材、教輔設備、供水和衛生系統，以及修復校舍。

該報告還詳細陳述了聯合國兒童基金會的下述職責，即：風險預防和控制措施、聯合國兒童基金會內部及外部審計程式、以及截止於2011年前的恢復重建進度報告時間表。

通過愛心基金會募集的慷慨捐款，給予了中國兒童至關重要的支持。由於你們的參與，我們才能在保證優先滿足兒童需要方面所取得令人矚目的成就。

請接受我的誠摯謝意，感謝你們對一年前遭受慘重災害的中國兒童奉獻愛心並慷慨解囊。

（原件簽名）

聯合國兒童基金會駐加拿大辦事處總裁兼首席執行官

奈傑爾•費希爾（Nigel Fisher）2009年6月3日

抄送：劉南生先生

聯合國兒童基金會(UNICEL)的另一份報告

Building Back Better:

How Your Support is helping UNICEF Restore and Improve Education for China’s Children

The Sichuan Earthquake was the worst to hit China in 30 years, devastating communities in regions from central Sichuan to southern Gansu. The earthquake disrupted the education of some 2.5 million children, destroying 12,000 school buildings in Sichuan Province and 6,500 school buildings in Gansu Province.

UNICEF has worked in close collaboration with the Government of China to support relief and reconstruction efforts in the midst of this massive destruction. The scale of assistance to affected children and families has been immense. In the immediate aftermath of the earthquake, generous donor support enabled us to help restore urgent access to education for children as quickly as possible. As reconstruction and recovery continues, UNICEF is helping to build back better - supporting safer schools where previous infrastructure was not sufficient and improving the quality of education. UNICEF continues to support the needs of affected children and has laid a strong foundation for the reconstruction process that will continue over the next two years.

Restoring access to education

Getting children back into a safe classroom learning environment was an urgent priority in the aftermath of the earthquake. Donor support helped some 280,000 children in the worst-hit areas return to a safe schooling environment with basic teaching and learning materials and sports equipment. Almost all earthquake-affected children in Sichuan Province were able to return to an educational setting in time for the new school year in September 2008, whether in repaired school buildings or prefabricated classrooms.

Making schools safer

U

NICEF is actively working with the Chinese government on developing better designs for schools in seismically active zones and to help identify existing school facilities that may need to be up-graded. As the Governments’ physical reconstruction of school buildings proceeds, UNICEF is also working with the Ministry of Education to strengthen policies on school safety and emergency preparedness to ensure children’s safety in the longer term.

Improving the quality of education

Even before the emergency, educational standards in many affected areas lagged behind national levels. This is especially true in Gansu Province, home to some of the neediest communities. The earthquake further impacted the quality of education, and in some more remote areas, children were left to resume school in unsafe buildings or temporarily borrowed spaces. Thirty-nine such schools in the Xihe County in Gansu Province have been identified for more comprehensive reconstruction support and to serve as model child-friendly schools. UNICEF has provided prefabricated classroom units and is supporting the construction of water supply systems and sanitary latrines benefiting 10,000 students at these schools. In the spirit of building back better, particular attention is being paid to interactive learning, student participation, teacher training, school management and community involvement.

Supporting Schools in Xihe County, Gansu Province

The generous donation of C$91,080.89 received through the Love through Education Foundation has been specifically allocated to help improve the quality of education for students in 13 schools in Xihe County – one of the poorest counties in China. One school in each learning district of Xihe County will be supported with necessary equipment and materials to implement an effective teaching learning program using distance education materials.

Schools in this predominantly rural and mountainous county are often located in poor underdeveloped areas without many resources for quality teaching and learning materials. The remoteness of these areas means that teachers cannot take advantage of training opportunities that would require long hours of travel, and schools are monitored and supervised less often, resulting in a poorer quality of education for students.

UNICEF is supporting schools in Xihe with quality teaching aids, library books and sports kits to promote interactive learning, encourage reading habits, and to promote sports and recreational activity. In addition to providing pre-fabricated classrooms and ensuring schools have essential hardware like chairs and desks, UNICEF has also been working to improve the quality of education in schools by working with teachers to implement interactive teaching methods and to institute continuous assessment.

As part of overall build back better school reconstruction efforts in Xihe, UNICEF is supporting a distance education project providing core training in child-friendly teaching practices to teachers and school administration in 13 remote rural schools. The child-friendly school approach will help teachers and principals better understand children’s rights, improve the quality of education and strengthen students’ learning competencies. This approach, adopted by UNICEF in education programmes around the world, addresses the needs of the whole child and provides practitioners with information and tools to create and strengthen positive learning environments for all children in all circumstances. It stresses the importance of child-centred classroom practices and school environments that are safe and protective of children – including safe construction. It also promotes student participation and gender equality.

A key component of the distance education project in Xihe involves establishing a learning environment with digital learning tools. Digital tools will be used to share educational information, to train teachers and to facilitate interactive communication at schools. Computers, multimedia projectors, relevant internet equipment and educational resources will be purchased to facilitate interactive communication at the 13 identified schools in Xihe.

Thanks to your generous support, students in 13 schools in Xihe will benefit from quality, child-centred education in safe and protective classroom learning environments.

“Love through Education International

环球愛心教育基金

Constitution and By-Law

章程與細則

Ontario Registration No:

(Started from January 1, 2009 as a Non-profit Organization)

Amended to reflect resolutions passed

as of the 16^th day of January, 2010

Constitution and By-Law

A Constitution and By-law relating generally to

the transaction of the business and affairs

of

“Love Through Education International”

（環球國際教育基金會） (Hereafter called Corporation)

RESOLVED as a Constitution and Bylaw of the Corporation that:

1.00 INTERPRETATION

1.01 Definitions.

In this Constitution and By-law of the Corporation, 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.

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

including the regulations made thereunder, as amended from time to time;

4. “Articles” means the Articles of Incorporation of the Corporation as amended or

restated from time to time;

5. “Corporation” means the Corporation whose name is set out at the top of this page;

6. “Board” means the board of directors of the Foundation;

7. “Membership Fee” means 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.

8. “Voting Members” includes the founding members and those who have paid the yearly director candidate membership fees.

9. “Chair of the Board” means the header of the Board of Directors, elected in the General Meeting to hold that office. The Chair may also be called President in public.

10. “Voting Member” includes the Founding members who paid at least $100 to support the establishment of the Corporation prior to its approval and those who have paid up to $500 donation per year in average since they have joined the Corporation. The later members are qualified to be elected and nominated to the Board. Those who made donations in any fund raising event or for any specific purposes are not considered as “Voting Members”, unless their request to be voting members is approved by the Board.

11. “Staff” shall include members and other people working for the Corporation.

12. “Director” means a member of the Board;

13. “Advisor” means a person who has the professional skills and knowledge, that can be used to help the Corporation in its day to day operation.

14. “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.

15. “Officer” means an officer of the Corporation, appointed or nominated by the Board;

16. “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 Corporation.

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

18. “Arbitrator ” 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.

19. “Qualified director candidate” means a person who is interested to be in the Board and who has made $500.00 membership fees as donation, or brought in $500.00 donations from other sources within 12 months prior to the election date, or who has donated in average of $500.00 up to the election year, or who has made a contribution worth of $500.00 as determined by the Board, in term of working as volunteer of or over 50 hours or providing office space or office supplies and what not. A qualified director candidate with $500.00 donation for the current year can stand for election as Chair, while the rest can be nominated by the Chair as a directors 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 Corporation 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 Corporation shall end on the 31^st 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 Corporation. The seal will only be made available after the Corporation 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 Corporation shall mot consist more than five (5) Directors。

1.06 Staff

Staff is members working for the Corporation, including directors of the Board and members of various committees assigned to perform specific duties as directed by the Board or the committee.

• 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. Constitution

2.00 CONSITITUTION

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 next 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 First Chairman of the initial Board shall be appointed by the Founding Chairman. After then, the Chairman of the Board shall be elected from the Founding members and the Project managers, while the rest of the Directors shall be nominated by the Chairman but all nominated directors must be approved by a majority vote cast in the first Board before they can be considered as official directors. The Chairman can also be elected by the current Board, without the requirement of the $500.00 from the candidate , if no candidate for election is confirmed after election notice is published or sent to the qualified voting members, including project managers.

2.05 Qualifications of a Director:

1. Be 18 or more years of age and not an undercharged bankrupt nor a mentally incompetent person;

2. Be a Canadian citizen of good character, with business established or property owned in Canada;

3. Having his qualification met prior to the election date of the election year.

4. Willing to sign a Consent Form signed and return to the Board after being elected or nominated.

5. Having made a donation of $500.00 within the 12 months prior to the election.

2.06 Founding Members.

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

• There will be no more Founding Member after the Corporation is officially registered.

Zack Chen, Chin Lee, Tony Lok, Maria Sun, Edward Song, MingguangLu, 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 (32 members)..

2.07 Voting Members

Voting members consist of Founding Members and Project Mangers.

2.08 Election of Other Officers:

The minimum and maximum number of Officers of the Corporation 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.

2.09 Election and Term.

The directors shall be elected at each Annual General Meeting (AGM) of the qualified voting members of the Corporation 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.

2.10 Responsibilities:

1. Board of Directors

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

2. 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 to be empowered to the proper staff, or members of various committee.

• The directors shall not aim to make any personal gain.

3. 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.

4. President or Chair .

• To take overall control of the Corporation 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 Corporation 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 Corporation as spokesman and to sign contract and agreement approved by

the Board.

• To be the liaison officer with Canadian government agency.

5. Arbitrator (行政仲裁)

The Arbitrator 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 Arbitrator 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 Arbitrator

• 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 Arbitrator shall be re-elected or be replaced in the normal election time in

the AGM with the approval of the new Board and cannot be removed prior to the end of his

term.

2.11 Removal of Chair and Other Nominated Directors

• The Chair of the Board can be removed by unanimous vote cast by 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.

2.12 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 Corporation.

2.13 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.

2.14 Official Records and Documents

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

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 Corporation 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 Corporation 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.

2.15 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.

2.16 Appointment of Officers

The Board may from time to time appoint Officers, specify their s advisable and which are permitted by the Act to be so delegated. The Board may also from time to time appoint persons to serve the Corporation in such positions other than as 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.

2.17 Quorum of Committees

• 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 a majority 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.

• 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.

2.18 Remuneration

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

2.19 Indemnity

Without limit to the right of the Corporation to indemnify any person to the full extent permitted by law, the Corporation shall indemnify a Director or Officer, a former Director or Officer, or a person who acts or acted at the Corporation’s request as a Director or Officer of a body corporate of which the Corporation 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 Corporation 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

2.20 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 any issue cannot be resolved in this stage, it shall be brought to the Arbitrator, whose decision is final.

2. Bylaw

3.00 BYLAW

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 President or Vice Chairman – Overall Strategy and Planning Execution

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

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

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

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

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

2. Director –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.

3. Director — Committees Coordination

• To act as an internal auditor and supervisor of the Executive Committee and the office staff.

• To be in charge of all fundraising strategy and activities.

• To keep close contact of the CEO of the Executive Committee to obtain the related information.

• To be responsible for the preparation and arrangement of AGM and external conference.

• To be a signing officer.

4. Director — Accounting and Fundraising

• To be in charge of a;; 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 keep close contact of the Treasurer to obtain the related information.

• To make monthly financial report in the Board Meeting.

• To ensure annual fundraising budget is in place.

• 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

5. 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.

2. 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.

3. 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.

4. 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.

5. 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.

6. Website Technician

• To design and update the website.

• To report to Director –Technical Coordination.

7. 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 and the Parliamentary Procedure.

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 Corporation at which Directors are elected if such Board meeting is held immediately following the meeting of the members of the Corporation; and

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

2. 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 CORPORATION

1. Membership and Membership Fee

• A member of the Corporation must pay a membership fee as determined by the Board.

• A Board member who has not paid his membership fee prior to the election date of the election year is not entitled to vote or to be elected or nominated to the Board.

2. 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 Corporation, but such defaulting members may on payment of all unpaid dues or fees be reinstated by majority vote of the Board.

3. 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 Corporation 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 Corporation.

6.00 PLACE OF MEETINGS

Each meeting of the members of the Corporation 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 Corporation shall be those persons entitled to vote thereat, the Directors, Officers, advisors and auditor of the Corporation 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 Corporation 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 meeting.

8.00 VOTING

(a) Voting at any meeting of the members of the Corporation 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 Corporation 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 Corporation 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 Corporation,

1. A person who is a member of the Corporation as a personal representative,

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

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 Corporation. 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 Corporation, the members of the Corporation 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 Corporation.

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

12.00 NUMBER OF SIGNATURES

In addition to the Project Manager, two more signatures of the Board as 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 project.

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 Corporation 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 Corporation unless such authority has been stated in the By-law, approved by the Board on a unanimous vote cast in the Board Meeting.

15.00 APPLICATION OF FUNDING

This Corporation will approve funding as requested by the Project Manager, unless the recipient of such funding is deemed suspicious or without convincing documents to prove to be legal or to meet the objective of the project and the mandate of the Corporation.

16.00 ADMINISTRATION EXPENSES

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

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

3. This Corporation 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.

4. Each directors of this Corporation shall make a commitment prior to taking the position, to pay any administration fees exceeding the stated limit 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 ACXCUMULATED FUNDS

1. The Corporation will accumulate a deposit fund to maintain its operation, either from the administration fees from each project, or from donors whose donation is purposely for deposit funding.

2. 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 fund.

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

4. 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.

5. Amounts for which official donation receipts from tax purposes are not requested by the donors..

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

18.00 FUNFRAISING ACTIVITIES

1. Fund raising activities are considered as non-profit business fund raising activities, not as public charity fund raising activities, if it is to be held by the Corporation.

2. Each Project Manager may carry out his own fund raising activity for his project separately with or without the involvement of the Board, and provide funding to his project under the control of the Corporation, which will non personal income tax deductible receipts while the donations are still legal a business expenses for any business corporation and organization.

19.00 Qualified Donees

1. A donee is a student or an organization that can produce official documents in writing as legal recipient, for which the fund received is truly for education purposes that meet the objective of the Project and the mandate of the mandate of the Corporation.

2. The Project Manager must ensure that the funding transaction is not falling into a money laundry scam or to a project, not recognized by the local entrusted work team, the Corporation or the local government authority.

3. The project manager who offers the funding to any designated recipient must agree to allow reference check or investigation, carried out by the Corporation.

4. The decision made by the Board will be the final and the project manager might be asked to withdraw from the Corporation and the project will be closed, and made known to the public if deemed necessary.

Constitution and By-Law

A Constitution and By-law relating generally to

the transaction of the business and affairs

of

“Love Through Education International”

（環球國際教育基金會） (Hereafter called Corporation)

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

1. The original Constitution and By-law of the Corporation (# LTEI -CB-001) was passed in the General Meeting on April 19, 2009.

2. This revised version (LTEI-CB-002 was approved by the Board on January 16, 2010.

3. Witnessed by:

President: Secretary: .

President’s Signature: Secretary’s Signature:

Dated 16^th day of January, 2010

“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 16^th 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.

3. “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;

4. “Articles” means the Articles of Incorporation of the Foundation as amended or

restated from time to time;

5. 

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

7. “Board” means the board of directors of the Foundation;

8. “Membership Fee” means 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.

9. “Voting Members” includes the founding members and those who have paid the yearly director candidate membership fees.

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

11. “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.

12. “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.

13. “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.

14. “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.

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

16. “Director” means a member of the Board;

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

18. 

19. “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.

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

21. “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.

22. “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 31^st 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.

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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.

2. 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.

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3. 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.

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5. 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.

6. 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.

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3. 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.

4. 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.

5. 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

6. 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.

7. 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.

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• 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.