General Provisions

“The ‘Mongolian Heritage Center,’ is a not-for-profit corporation that conducts regular activities aimed at serving the cultural needs of the people of Mongolian origin residing in the Midwest region of the United States, transmitting and teaching younger generations Mongolian language, heritage, culture, history, and customs while fostering and strengthening their Mongolian identity. “Mongolian Heritage Center” will be located in Chicago area. (Hereafter be referred to as the “Center.”)
The official English name of the corporation is “Mongolian Heritage Center,” with the English abbreviation “MHC”.

One. Objectives of activities

1.1 Foster a welcoming environment and conducive conditions for the people of Mongolian origin to meet regularly, establish connections, forge friendships, share knowledge, and exchange information.
1.2 Teach and pass on the knowledge of Mongolian language, culture, art, literature, and traditions to younger generations.
1.3 Cultivate and strengthen the bonds of friendship and mutual understanding between the peoples of Mongolia and America.

Two. Main activities

2.1 Training in Mongolian language and script;
2.2 Training in Mongolian literature and history;
2.3 Mongolian book library;
2.4 Lectures, workshops, and meetings
2.5 Training in Mongolian; national/traditional culture, songs, music, dance, and classical music, as well as the organization of performances and concerts;
2.6 Training in national/traditional and other sports, board games, and organization of competitions;
2.7 Training in national/traditional handicrafts, clothing, and food ;
2.8 Religious practices, gathering and meditation in accordance with applicable laws of the State of Illinois;
2.9 Organizing national holidays, ceremonies, honor events and receptions;
2.10 Exhibitions and trade fairs with national characteristics;
2.11 Activities targeting families, youth and seniors;
2.12 Donations and charity initiatives for individuals of Mongolian origin;

Three. The Center’s Rights and Responsibilities

3.1 The Center shall operate in accordance with the applicable laws of the United States and the State of Illinois governing the activities of non-profit organizations, as well as any rules and regulations issued in accordance with these laws.
3.2 The Center shall provide managerial, organizational and other support, and cooperate in facilitating and coordinating the implementation of any suggestions and initiatives aligned with the operational objectives outlined in the Center’s bylaws.
3.3 The Center shall establish mutually beneficial cooperation agreements and arrangements with relevant non-for-profit organizations and individuals in the United States and other foreign countries.
3.4 The Center shall have the right to own, hold, and use of both immovable and movable property.
3.5 The Center shall have membership, and membership fees shall be determined by the Board of Directors. The Center may have honorary membership, and membership is open to citizens of any country.
3.6 The Center may establish its own awards and certificate of honors.
3.7 The Center shall possess its own symbols and signage and utilize official letterheads.
3.8 The Center will maintain its own website, Facebook page, email address, post office box, phone, fax, and may produce its own publications.
3.9 The Center shall maintain operational and donation accounts.
3.10 The Center’s financial activities shall adhere to transparent and open principles, and it has the right to conduct fundraising activities.

Four. The structure of the Center, the supreme governing body and its powers

4.1 The highest governing body of the Center is the Board of Directors. The Board of Directors shall convene at least twice a year, (on a semi-annual basis and at year-end) to review the Center’s operations and financial reports, deliberate on matters related to donations, taxes, salaries, incentives, and discounts, and determine policies and directions of future activities.
4.2 The Chairperson of the Board of Directors shall be the Consul of Mongolia in Chicago, USA.
4.3 The Board of Directors consists of no less than 5 and no more than 11 members. A Member of the Board of Directors shall be an individual of Mongolian origin who meets specific requirements and shall be elected through publicly open methods and be approved by the Board of Directors. Ethical and other qualifications for members of Board of Directors shall be determined by the Board of Directors.
4.4 The term of office for a member of the Board of Directors shall be 2 years and can be extended by additional 2 years based on discussions and evaluations conducted by the Board of Directors concerning the results of the member’s activities.
4.5 The appointment of all members of Board of Directors may not necessarily occur simultaneously. The Board of Directors may have a secretary and the Advisory Council.
4.6 In the event that a member of the Board of Directors commits an ethical error during their term of office, fails to fulfil their duties as a member of the Board of Directors, or is unable to perform their duties due to specific reasons and submits a written request for resignation, a regular or extraordinary meeting of the Board of Directors shall be convened to solve the matter.

4.7 The Board of Directors shall possess the following authority and responsibilities.
4.7.1 Approve and amend the Articles of Incorporation and Bylaws, or other internal rules of the Center.
4.7.2 Review and approve the annual operational and financial reports, annual budget proposal, and budget of the Center.
4.7.3 Develop and approve operational programs, plans, projects, and to monitor their implementation.
4.7.4 Approve the appointment and dismissal of the Center’s manager based on the proposal submitted by the Chairperson of the Board of Directors.
4.7.5 Approve the Center’s organizational structure, staffing, and budget, and determine salary and bonus structures.
4.7.6 Approve types and amounts of donations, taxes, their, and discounts for the Center.
4.7.7 Discuss and resolve the issue of dissolution of the Center.
4.8 The quorum for meetings of the Board of Directors shall consist of at least two-thirds of the members.
4.9 If a consensus is not reached when making a decision at a meeting of the Board of Directors, the decision shall be determined by a simple majority vote among the members of the Board of Directors who participated in the voting.
4.10 An extraordinary meeting of the Board of Directors may be convened at the request of two-thirds of the members of the Board of Directors. The request shall be submitted in written form to the Chairperson of the Board of Directors.
4.11 Minutes and resolutions shall be documented following each meeting of the Board of Directors, and the Board of Directors shall oversee their implementation.
4.12 Board meetings may be conducted online, votes may be cast online, and the minutes and resolutions of online meetings shall hold the same validity as if they were conducted in person.

4.13 The Chairperson of the Board of Directors shall possess the following authority and responsibilities.
4.13.1 Set policies and directions for the Center and provide guidance for activities within the framework of the Bylaws.
4.13.2 Schedule and convene both ordinary and extraordinary meetings of the Board of Directors, and issue resolutions based on its decisions.
4.13.3 Recommend the approval or dismissal of the Center’s manager to the Board of Directors.
4.13.4 Execute a contract with the Center’s manager and supervise the contract’s implementation.
4.13.5 Appoint and dismiss an acting manager in the event of the temporary absence of the Center’s manager.
4.13.6 Assign special duties and tasks to members of the Board of Directors for the implementation of the main directions and objectives of the operation.
4.13.7 The Chairperson of the Board of Directors has the authority to cast a deciding vote in the event of a tie during a Board of Directors meeting.

4.14 A member of the Board of Directors of the Center shall have the following authority and responsibilities.
4.14.1 A member of the Board of Directors shall actively participate in Board meetings, providing input and initiatives, and shall have one voting right.
4.14.2 The votes of a board member shall be independent and autonomic.
4.14.3 Shall enjoy an unhindered access to operational and financial reports of the Center.
4.14.4 May be charged with specific responsibilities assigned by the Chairperson of the Board of Directors.
4.14.5 A member of the Board of Directors may receive an appropriate bonus if they have made a valuable contribution to the strengthening and development of the Center.
4.14.6 A member of the Board of Directors shall pay his/her board membership tax at the beginning of the current fiscal year, in the amount determined by the Board of Directors.
4.14.7 Attendance at Board of Directors meetings is mandatory, except in cases of valid reasons. If a member of the Board of Directors meeting missed 2 meetings without a valid reason, the Board of Directors may propose the dismissal of the member in question due to ethical errors, and the decision shall be made during a Board meeting.
4.14.8 A member of the Board of Directors is obliged to attend the 3rd meeting in person if she/he have participated in 2 consecutive regular meetings of the Board of Directors online.

4.15 The Center’s Manager shall have the following authority and responsibilities.
4.15.1 The Manager has the authority to communicate and negotiate with non-profit organizations in Mongolia and foreign countries.
4.15.2 The Manager has the right to select members of the management team and to make recommendations to the Board of Directors.
4.15.3 Exercise the right to oversee the day-to-day operations, provide guidance, and ensure the full implementation of activities.
4.15.4 Develop annual work plans, budgets, projects, and activity plans, presenting them to the Board of Directors for approval, and ensuring the implementation of activities accordingly.
4.15.5 Organize actions to execute the decisions of Board of Directors’ meetings.
4.15.6 Responsible for managing the financial, administrative, and operational activities of the Center in compliance with relevant laws and regulations of the State of Illinois and reporting to the governing body as required.
4.15.7 Enforce other rights and obligations stipulated by laws, regulations, and contracts.
4.15.8 Manage the operation of the Center in accordance with internal regulations.

Five. Property/Assets and funding

5.1 The Center shall have its own assets, property, and financial resources as required to achieve its purposes and objectives set forth in its Articles of Incorpoartion and Bylaws.
5.1.1 The ultimate owner of the Center’s properties shall be the ‘Mongolian Heritage Center,’ and no individual, legal entity, or government authority shall have ownership rights, nor shall they transfer, sell, or dispose of them.
5.2 Funding for the acquisition of the main property and activities aligned with the main directions will come from the following sources:
5.2.1. Donations and contributions from individuals and legal entities;
5.2.2. Membership fee;
5.2.3. Income generated from activities related to implementing the objectives specified in the Bylaws;
5.2.4. Annual tax for members of the Board of Directors. The amount of annual tax shall be determined by the Board of Directors and be paid once a year;
5.2.5. Other;

Six. Dissolution of the Center

6.1 The Center will be dissolved under the following conditions:
6.1.1 Dissolution is approved by a decision of at least two-thirds of the members of the Board of Directors, concluding that the activities outlined in the Center’s Bylaws are no longer necessary.
6.1.2 Dissolution of the Center is required by a decision of the judicial authorities of the State of Illinois;
6.2 In the event of the Center’s dissolution, the real estate owned by the Center shall be transferred to a successor organization that operates for similar purposes as the Center and serves the interests of the Mongolian community in the Midwest region of the United States.
6.3 Any other assets shall be transferred to its successor organization without dispute, and in the absence of such an organization, disposition shall be determined in accordance with the laws of the State of Illinois.

Seven. Other

The Center’s Bylaws shall be approved during the inaugural meeting of the Board of Directors and shall remain in effect indefinitely from the date of approval.
The Bylaws of the Center shall be written in both the Mongolian and English languages. In case of any conflict between the Mongolian and English versions, the Mongolian original shall prevail.

APPROVED BY:
Chairperson of the Board of Directors:
T.BATTSETSEG
Member of the Board of Directors:
Т. BOLORTUYA
U. ZORIGTBAATAR
TS. UNUBOLD
O. TEMUULEN
A. TSOG
S. CHINGUN
Z. ENKHJARGAL