A Corporate Advisory Council (Special Fund Management Committee) (hereafter, the Council) will be established. The Council is the decision-making body of SHANGHAI CHARITY FOUNDATION-UNITED WAY FUND (hereafter, the Fund). The council will Make recommendations on charitable project development and supervise the fund management. The Council members, including 1 chairperson, 1 vice-chairperson and 7-9 council members, will majorly consist of corporation’s head or representatives.

　　The chairperson and vice-chairperson of the Council will be elected by the Council members. The chairperson shall be a reputable and influential entrepreneur or head of a NGO who works in Shanghai. The term for chairperson and vice-chairperson is 2 years and can be re elected. The vice-chairperson assists the chairperson. If for some reason the Chair cannot complete his/her term, the Vice Chair will become Chair.

　　The first Council members will be selected by both SCF and UWW. SCF will appoint a vice-president and UWW will appoint a vice-president of the Asia-Pacific Region to join the Council. Afterwards, the new Council member can be recommended by one Council member, and other Council members can vote o it.

　　The Council members are all volunteers and will not be paid by the Fund.

　　·Duty of the Council

　　△Make recommendations on charitable project development, helps choose project and supervise the implementation of the project.

　　△Make introduction to new potential donors and asks for their support. Steward the Fund, reviews and approves the Fund’s allocation. Supervise the daily work of the Fund.

　　·Duty of the Chairman

　　△Call and Chair at least three Council member meetings per year.

　　△Appoint Office Director based on the Council’s decision and decide important affairs of the Fund.

　　△Organize voting to elect Council members, Chair and Vice-Chair.

　　·Duty of the Office of the Council Responsible for the Council’s daily management work during the recess and manage the Fund’s daily work. The Fund can employ full-time staff(s) to manage the daily work.