Chapter Two: Members
Article 7: Membership Classifications
Three categories of membership may be distinguished. Subjects should qualify for nominations.
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(1) Individual Member: To be eligible for membership, an individual must be a citizen of the Republic of China (ROC), age 20 or above and certified by the ROC as a Medical Doctor, Nurse or Psychologist. Those who meet these criteria and have an interest in headache medical science and support the objectives of The Society shall become members after his/her application is approved by The Council of The Society.
(2) Honorary Members: People who are or have made special contributions to headache medical research can be awarded the honorary membership after approval of the Council.
(3) Sponsoring Member: An individual or organization which sponsors and supports the objectives of The Society is eligible for the membership after recommendation by two members of The Society and approval by The Council. |
Article 8; Voting and Election Rights
Only Individual Members of The Society shall be entitled to voting rights; be qualified to election to office; or have rights to recall. Every Individual Member exercises each right equally as one vote.
Article 9: Membership Obligations
Individual Members shall be obligated to honor the Articles of this Constitution and the resolutions of The Society, and must pay an annual fee for continuing membership. Failure to submit one’s membership fee for two years (based on the anniversary of an Individual Member’s date of membership) shall be regarded as voluntary resignation from The Society.
Article 10: Adherence to the Rules of Law and The Society
All Individual Members shall be required to adhere to the laws, obey the Articles of the Constitution of The Society, and the resolutions of its General Assembly. In cases of violations, the violating member shall be warned or suspended from membership as decided by The Council; in case of a major violation, the membership may be cancelled as decided by the General Assembly.
Article 11: Termination of Membership
Membership in The Society shall be terminated upon expulsion from the General Assembly (see Article 13).
Article 12: Resigning Membership
A member of The Society may resign upon a written notice to The Council detailing his/her cause of action.
Chapter Three: Assembly and Council Organization and Duties
Article 13: The General Assembly
The General Assembly is comprised of all Individual Members and shall exercise the utmost power within The Society. When the membership of the General Assembly exceeds 300, the General Assembly shall elect delegates based on the district proportion of membership to exercise the duties of the General Assembly via a Delegate Assembly. The delegates will serve a three-year term. The number, district proportion, and proceedings of such an election shall be determined by The Council and Approved by the Organizational Authority.
Article 14: Duties of the General/Delegate Assembly
The duties of the General Assembly shall be as follows:
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(1) To establish and amend the Constitution of The Society;
(2) To elect or to recall the elected members of The Council or The Accreditation Council (see Article 15);
(3) To set/change the amount of the entrance fee, the annual continuing membership fee, the business/sponsorship fees and the means of donations to The Society;
(4) To approve/resolve the annual schedule, reports, budget and financial statement;
(5) To approve/resolve the discipline of membership expulsion;
(6) To approve/resolve the handling of any property of The Society;
(7) To approve the dissolution of The Society;
(8) To approve/resolve any other important affairs relevant to the rights and obligations of the membership or The Society, said scope of these affairs shall be determined by The Council. |
Article 15: The Council, Governing Board of The Society
The Society shall establish a Governing Board, composed of eleven, 11, Directors (herein referred to as The Council); and a Supervisory Board, composed of three, 3, Supervisors (herein referred to as The Accreditation Council) elected from the membership, respectively. Three alternate Directors and one alternate Supervisor shall also be elected for purposes of substitution upon any vacancy on either respective Council. Incumbent Directors and Supervisors may nominate candidates to the Governing Board for any following term of office. The elections to The Governing Board may proceed via correspondence. The methodology and issues related to a correspondence election will be resolved by The Council and approved by the Organizational Authority before execution.
Article 16: Duties of The Council
The duties of The Council are as follows:
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(1) To process and certify all membership qualification applications;
(2) To elect or recall the Standing Directors (see Article 17) and the President;
(3) To resolve the resignation of Directors, Standing Directors, and the President;
(4) To resolve employment or dismissal of any member of The Society’s staffs;
(5) To determine the annual schedule, reports, budget and financial statement and cause to prepare and approve any documents which need to go before the General Assembly;
(6) To manage other affairs relevant to administration of its duties. |
Article 17: Standing Directors
The Council shall have three Standing Directors mutually elected by the Directors, one further elected as the President. The President shall officially represent The Society, take charge of and supervise The Society affairs, and will chair the General Assembly and The Council. One Standing Director shall be designated by the President to act as deputy in case of the latter’s absence or delegation. Once vacated, either by resignation or by removal from office, The Council must, within one month, elect replacements for either the Standing Director vacancy or the Presidency.
Article 18: Duties of The Accreditation Council
The duties of the Accreditation Council are as follows:
1) To supervise the election of The Council;
2) To verify the final financial statement;
3) To elect or recall the Standing Supervisor (see Article 19);
4) To resolve the resignation of any Supervisors;
5) To manage other affairs relevant to its supervisory duties.
Article 19: Duties of the Standing Supervisor
The Accreditation Council shall have a Standing Supervisor, mutually elected by the supervisors who will be in charge of supervising the staff and administration of The Society business affairs and chairing The Accreditation Council. One Supervisor shall be designated by the Standing Supervisor to act as deputy in case of the latter’s absence. A supplemental election, to replace a Standing Supervisor who left or was removed from his/her office for whatever reason should be held by the Supervisors within one month in case of vacancy.
Article 20: The Term
The term of both the Directors and the Supervisors shall be three years without pay, and may be renewed. The President’s is likewise but limited to the second term.
Article 21: Dismissal of the Directors and Supervisors
The Directors and the Supervisors shall be dismissed from office upon:
1) Their loss of membership, or
2) Their resignation approved by the Council or the Accreditation Council, or
3) In case of being recalled, or
4) In case of being suspended from membership.
Article 22: Secretary General and other staff persons
The Society shall have a Secretary General in charges of the Society affairs at the President’s command, and some other staff persons, both nominated by the President, employed or dismissed after approval by the Council, and reported to the authorities for reference. The dismission of the Secretary General should be reported to the authorities for approval in advance. The Directors and Supervisors are not allowed to join the above staff. The rights and duties of the staff shall be determined by the Council.
Article 23: Committees and groups
The Society shall establish various standing and/or temporary/interim committees or other internal groups and detail their respective duties and responsibilities based on principles drafted and approved by the Council. The modification of above organizations shall be governed likewise.
Article 24: Honorary President and Directors and Consultants
The Council of the Society may appoint one Honorary President, several Honorary Directors and Consultants, who may serve a term same as the incumbent Directors and Supervisors.
Chapter Four: Meetings
Article 25: Meeting of the General Assembly
A regular meeting of the General Assembly shall be convened by the President via a written notice at least fifteen days in advance. Any extraordinary meeting of the General Assembly may be convened upon shorter notice to deal with emergent affairs.
A Regular Assembly shall be held once annually. An Extraordinary Assembly is held upon the request of the Council or the Accreditation Council, or at the request of at least one-fifth of membership.
After The Society is registered as a corporation, an Extraordinary Assembly can be held upon the request of at least one-tenth of membership.
Article 26: Proxy of members
The member unable to attend the General Assembly in person may entrust, with a written notarized notice, only one other member to be present and exercise his/her rights.
Article 27: Resolutions of the General Assembly
Resolutions of the General Assembly shall be made by a majority vote in the presence of one half or more of the regular membership. A two-thirds majority vote is required regarding:
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(1) The establishment or amendment of The Society’s Constitution,
(2) The expulsion of members,
(3) The recall of any of the Directors and the Supervisors,
(4) Any and all transactions dealing with the properties, dissolution of The Society, and other important issues which may relate to membership rights and obligations. |
Except as required above, after The Society is registered as a corporation, the amendment of the Constitution shall be approved by at least three-fourth of the present membership at a regular meeting of the General Assembly, or by written notice from at least two-thirds of the whole membership.
The dissolution of The Society may be resolved at any time by at least two-third whole membership.
Article 28: Meetings of the Council and the Accreditation Council
Meetings of the Council and the Accreditation Council shall be held at least every six months; a joint or an extraordinary meeting shall be convened if necessary. Except for the Extraordinary Meeting, the above should be announced in a written notice not less than seven days in advance. Resolutions of the above meetings shall depend on a majority vote in the presence of over a half of the Governing Board’s members.
Article 29: Absence form the meetings of the Governing Board
The directors and the supervisors shall attend respective meetings of the Governing Board. Designation is not permitted for such meetings. Absence, without approval of the President or Standing Supervisor from two consecutive meetings shall be considered as resignation from the post.
Chapter Five: Budget and Accounting
Article 30: Budget resources
The budget resources of the Society shall include:
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(1) Entrance fee: For each member NT$1,000 should be paid at entrance.
(2) Annual fee: NT$500 for each member.
(3) Business fee
(4) Donations from members
(5) Profits from entrusted properties
(6) Funds and their interests, and
(7) Other revenues as may be realized. |
Article 31: Fiscal year
The fiscal year is the same as the calendar year effective from January 1 to December 31 of each year.
Article 32: Annual Schedule
Two months prior to the end of each fiscal year, the Council shall propose the annual schedule, budget and staff remuneration to be approved by the General Assembly (or, the joint meeting of the Council and the Accreditation Council, once the General Assembly is not held as scheduled), and reported to the authorities before the fiscal year begins. Within two months after ending of each fiscal year, the Council shall compile the report of annual plan and the lists of incomes and expenses, cash accounts, assets and liabilities, properties, and funds income and expenses to be verified by the Accreditation Council. The verified copy along with the comments shall be returned to the Council, proposed to the General Assembly, and, after being approved, reported to the authorities for reference (or, directly reported to the authorities if the General Assembly is not held as scheduled).
Article 33: Dissolution
Upon dissolution of The Society, the remaining assets of the Society shall be transferred to the Organizational Authority or to specific organizations assigned by the Governing Board prior to dissolution.
Chapter Six: By-Laws
Article 34
The affairs and actions of The Society that are not defined by The Constitution will adhere to the laws and regulations of the country of Taiwan.
Article 35
The Constitution is in full force after being approved by the formative Meeting of the General Assembly and when accepted for reference by the Organizational Authority. Any change of the Constitution will follow the same procedure.
Article 36
The Constitution was officially approved by the First Meeting of the First General Assembly on September 3rd, 2005. It was reported to the Ministry of Interior for reference as recognition document No. 0940036843.
Dated Nov 25th, 2005.
This text is a transcription from the original document.
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