Charter

Chapter 1. General Terms

Article  1. The English title of this organization is the Geodesy Society of the Republic of China, abbreviated as GSROC and henceforth “the Society”.

 

Article  2. The Society is a non-profit professional organization registered pursuant of the law. The goals are to promote the research, developments and interactions among the geodetic scientific community.

 

Article  3. The organization of the Society is based on the sovereignty structure of the national government.

 

Article  4. The Society is venued and based under the sovereignty of the Republic of China, and eligible to establish regional chapters as authorized by the competent authority. The regulations of the chapters are formed by the Board of Directors to be approved by the competent authority. Changing of addresses of the Society and its chapters shall be reported to the competent authority.

 

Article  5. The main missions of the Society are to carry out:

  1. matters pertaining to academic geodetic research;
  2. matters pertaining to the introduction of experiences and interactions in geodesy;
  3. matters pertaining to recommendations to the government concerning geodesy-related developments;
  4. matters pertaining to the contact and interactions among domestic and international geodetic academic organizations and groups;
  5. other activities of nature consistent with the goals of the Society.

 

Article  6. The competent authority of the Society is the Ministry of Interior, whereas the activities of the Society shall be under the auspices and guidance of the geodesy-related agencies of the Ministry of Interior.

 

Chapter 2. Members

Article  7. Members of the Society are those interested in the activities of the Society upon acceptance by the Board of Directors. There are three categories of memberships: regular membership, life membership, and group membership.

  1. A regular member is an individual active in geodesy related work.
  2. A life member is a member paying 20 years of annual dues in a lump-sum. The life membership ceases upon withdrawal.
  3. A group member is an organization or a registered society, represented by an individual.

 

Article  8.  Rights of members include:

  1. the right to express opinions;
  2. with the exception of the student members and honorary members, the right to elect, be elected, recall and vote,
  3. the right to book publishing and advertisement discount permitted by the Society;
  4. entitlements to consultation and assistance by the Society;
  5. other rights granted by the Society.

 

Article  9.  Obligations of members include:

  1. to abide to the Bylaws and regulations of the Society and its chapters;
  2. to promote activities of the Society;
  3. to share task duties assigned by the Society;
  4. payment of the membership dues. Membership will be temporarily suspended for those not paying dues for two consecutive years. Suspended members wishing to apply for resumption shall pay membership dues.

 

Article 10.  Members who violate the Bylaws or fail to comply with General Assembly resolutions, once so determined by the Board of Directors, will be suspended, or dismissed from the Society in severe cases.

 

Article 11.  A member is considered removed from membership when suspended or dismissed from the Society as determined by the General Assembly.

 

Article 12. A member have the right to withdraw from membership by writing to the Society.

 

Chapter 3. Organization and mandates

Article 13.  The General Assembly holds the highest authority of the Society. When the number of the members exceeds three hundred (300), the Society may be subdivided into regions to elect representatives in proportion to the member numbers, where the representative General Assembly shall be called to perform the duties. The member representatives serve a term of three (3) years. The quota and the election process of the member representatives shall be determined by the Board of Directors and become effective upon the notification to the competent authority.

 

Article 14.  The mandates of the General Assembly shall be:

  1. to formulate and to amend the Bylaws;
  2. to elect or to recall member(s) of the Boards of Directors or Trustees;
  3. to determine and adjust the fees and procedures of the entry membership, annual dues, and funds for public undertakings;
  4. to approve annual action plans, annual report, budget and financial statements;
  5. to determine dismissal of member(s) if needed;
  6. to dispose of the properties of the Society if needed;
  7. to dissolve the Society if needed;
  8. to resolve any important matters related to the rights and obligations of the members.

 

Article 15.  The Society shall be operated by the Board of Directors and Board of Trustees elected by the General Assembly. The Board of Directors consists of nine (9) members plus three (3) substitute members. The Board of Trustees consists of three (3) members plus one (1) substitute members. The number of Trustees shall not exceed one-third (1/3) of that of the Directors. Substitute members shall not exceed one-third (1/3) of the respective Boards in number.

 

Article 16.  The duties of the Board of Directors shall be:

  1. to decide the agenda of the General Assembly;
  2. to approve the application for memberships;
  3. to elect or recall the chairperson of the Board of Directors;
  4. to resolve the resignations of the chairperson or any member of the Board of Directors;
  5. to hire or to dismiss the staff member(s);
  6. to plan annual activities, annual reports, budget and financial statements;
  7. to manage other relevant matters.

 

Article 17. The duties of the Board of Trustees shall be:

  1. supervision of the implementation of the Board of Directors;
  2. to review the annual budget;
  3. to elect or recall the chairperson of the Board of Trustees. When vacant, the chairperson shall be elected pursuant to the Bylaws;
  4. to resolve the resignations of the chairperson or any member of the Board of Trustees;
  5. to manage other relevant matters.

 

Article 18. A chairperson of the Board of Directors shall be elected among all members of the Board.

 

Article 19. Duties of the chairperson of the Board of Directors:

  1. to manage and supervise the operations of the Society internally, and to represent the Society externally;
  2. to convene and chair the General Assembly and the meetings of the Board of Directors;
  3. If the chairperson cannot perform his/her duties, an acting chairperson should be appointed. If no acting chairperson is appointed, one acting chairperson shall be elected by all members of the Board, within one month of the vacancy.

 

Article 20. A chairperson of the Board of Trustees shall be elected among all members of the Board.

 

Article 21. Duties of chairperson of the Board of Trustees:

  1. to chair of the Board of Trustees;
  2. If the chairperson cannot perform his/her duties, an acting chairperson should be appointed. If no acting chairperson is appointed, one acting chairperson shall be elected by all members of the Board, within one month of the vacancy.

 

Article 22. Directors and Trustees of the Society are positions with no monetary pays. The term of office is 3 years and can be renewed once if reelected. The term of the chairpersons of the two Board is 3 years and can not be renewed.

 

Article 23. A Board member of the Directors or Trustees shall be dismissed from the Board in the event of any of the following situations:

  1. membership removed;
  2. resigned with the approval of the respective Board;
  3. recalled or dismissed;
  4. suspended for more than half of the term.

 

Article 24. The Society maintains a secretary general under the chairperson of the Board of Directors. The Society can hire a number of staff members who are appointed by the chairperson and approved by the Board of Directors, after reported to the competent authority.

 

Article 25. The Directors or Trustees shall not serve as staff members.

 

Article 26. The Society may establish various committees whose organizational regulations are agreed upon and put into effect by the Board of Directors after reported to the competent authority. The same procedure applies for any amendment to the regulations.

 

Chapter 4. General Assembly

Article 27. General Assemblies are called by the chairperson of the Board of Directors. Regular General Assemblies shall be held once every year at a time and place determined by the Board of Directors, and announced to the members at least 15 days prior to the meeting date. A special General Assembly can be called upon written proposal of either more than one-fifth of the total members, or the Board of Trustees. The special General Assembly shall be announced to members at least 1 day prior to the meeting.

Article 28. Any member who cannot attend a General Assembly may designate another member (Member Representative) on his/her behalf in writing. Each member (Member Representative) shall represent no more than one person besides oneself.

 

Article 29. The quorum of the General Assembly is one half of the total membership. The passing of general resolutions shall require the consent of a majority of more than half of the attending members. The resolutions associated with the following issues shall require the consent by a majority of more than two-third of the attending members:

  1.  Establishment and revision of Articles of the Society;
  2.  Dismissal of membership;
  3.  Recall of Board member(s) of Directors or Trustees;
  4.  Disposition of property;
  5.  Dissolution of the Society;
  6.  Major issues related to the rights and obligations of membership.

 

Article 30. The Boards of Directors and Trustees shall meet once every six months. If necessary, joint meetings or temporary meetings can be convened, and the substitute Directors and Trustees can be called to attend. The Directors’ or the joint meetings are convened by the chairperson of the Board of Directors. The Trustees’ meetings are convened by the chairperson of the Board of Trustees. The resolutions of the meetings should be consented by the majority of more than half of the attending members.

 

Article 31. The attendance in the meeting of Directors and Trustees by the Board members must be in person and not be designated to others. Two consecutive absences without notification of a Board member is deemed as resignation from the Board. The substitute Board members are sequentially appointed.

 

Chapter 5. Funds & Accounting

Article 32. The working capital of the Society comes from the following sources:

  1. Annual membership dues: General membership due is NT$500 per year. Life membership due is NT$10,000 in a lump-sum with exemption from further membership dues. A group membership due is NT$10,000 per year.
  2. Funds derived from public undertakings.
  3. Donated funds.
  4. Entrusted income.
  5. Funds and interests accrued.
  6. Other proper income.

 

Article 33.  The Society’s fiscal year is from January 1 to December 31 of each calendar year.

 

Article 34.  The Board of Directors shall submit to the General Assembly, two months prior to the start of the fiscal year, the operating plans, anticipated revenues and expenditures and staff payrolls (or to the joint meeting of the Boards in the event that the General Assembly is not convened in time for any reason). The same plans are submitted to the competent authority before the start of the fiscal year. Within two months after closure of a fiscal year, the Board of Directors shall work out an operation report, final revenue and expenditure accounts, a cash flow statement and balance sheet, an inventory of properties, and a fund revenue and expenditure statement to be audited by the Board of Trustees, which shall then work out the Audit Opinion Report and submit it to the Board of Directors and further to the General Assembly for resolution. The Board of Directors shall submit the final papers to the competent authority for information no later than the last day of March every year (the Board of Directors shall submit the final papers to the competent authority beforehand in the event that the General Assembly is not convened in time for any reason).

 

Article 35.  In the event that the Society is dissolved or revoked, the remaining properties shall not belong to any individual(s) but shall instead be dispersed to other autonomous organizations or governments in the venue where the Association is headquartered.

 

Chapter 6. Addendum

Article 36. Matters not covered by these Bylaws should abide by the laws and regulations of the local government.

 

Article 37. Specific regulations of operations of the Society shall be established and declared by the Board of Directors.

 

Article 38. Any proposed amendment of these Bylaws shall be adopted upon the approval by the General Assembly.

 

Article 39. These Bylaws become effective upon the approval by the General Assembly and after being submitted to the Ministry of the Interior. The same procedure applies for any amendments of these Bylaws.

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