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Association Charter

Taiwan Black Bear Conservation Association Charter

Amended on July 14, 2019 in accordance with the general assembly handbook, Article 6, Subparagraph 1.


Chapter I. General Provisions


  • Article 1

    This Association, organized under the ROC laws and regulations as a non-profit social organization, shall be named Taiwan Black Bear Conservation Association (TBBCA).

  • Article 2

    The TBBCA's goals are to promote the conservation and research of the Taiwan Black Bear, facilitate collaboration and information exchange among conservation organizations from Taiwan and abroad, and improve the conservation status of the world's bear species.

  • Article 3

    The TBBCA's organizational area shall be the national administrative region.

  • Article 4

    TBBCA’s registered address should be where the governmental regulatory authority is located and it may establish subordinate organizations with the approval of the governmental regulatory authority. Organization articles of the subordinate organizations should be drafted by the TBBCA board of directors and become effective upon approval by the governmental regulatory authority.
    The addresses of this Association and its subordinate organizations should be submitted to the regulatory government authority for recordation, as should any changes to said addresses.

  • Article 5

    The TBBCA's missions are to:

    • Engage in and encourage academic research of the Taiwan Black Bear, advance the understanding of the species' typical behaviors and status, and ensure the survival of the bears in the wild.

    • Promote the concept of bear conservation and enhance public knowledge of the species and their awareness of conservation.

    • Make conservation recommendations and provide information and educational programs concerning bears.

    • Facilitate international communication and exchange of technical information and organize related conferences.

    • Provide opportunities for international collaboration to advance bear conservation.

    • Support conservation efforts for bears and other endangered species.

  • Article 6

    The regulatory government authority of the TBBCA should be the ROC Ministry of the Interior. According to the goals and missions set out in this Charter, TBBCA's target operations should be directed and supervised by the Council of Agriculture.



Chapter II. Membership


  • Article 7

    There are two types of TBBCA members:

    • Individual members: Individuals aged 20 or over who recognize this Association's goals and missions and have paid the long-term membership fees may become TBBCA's permanent members. However, the TBBCA no longer accept permanent membership applications.
      Volunteers who have passed certification and served the Association for at least one year and social elites or corporate representatives who have worked with the TBBCA as strategic partners may become individual members at the TBBCA's invitation without the need to pay membership fees. TBBCA individual member registration should be updated annually and submitted for recordation at the joint meeting of the board of directors and board of supervisors by end of the year.

    • Corporate members:Corporate members: Organizations that recognize the Association's goals and have completed membership application procedures and paid the annual dues of NTD5,000 may become a TBBCA corporate member pending approval at the joint meeting of the board of directors and board of supervisors.

  • Article 8

    Members have the right to vote, to elect, to be elected, and to recall. Each member shall have one equal vote. However, sponsor members and preliminary members are not entitled to the abovementioned right.

  • Article 9

    Members are obligated to comply with this Charter and resolutions and should pay dues. Members who have not paid their dues are deprived of membership rights.

  • Article 10

    A member in violation of the law, this Charter, or a general assembly resolution may be warned or suspended by a resolution of the board of directors or be dismissed by general assembly resolution if such violation has resulted in grave damage to this Association.

  • Article 11

    A member shall be disaffiliated in the following situations:

    • The member has been deprived of membership status.

    • The member has been dismissed by general assembly resolution.

  • Article 12

    Members may submit for cancellation of membership in writing to the TBBCA.



Chapter III. Organization and Functions


  • Article 13

    The general assembly is the TBBCA's most powerful organ. Where membership exceeds 300, representatives should be elected according to the share of the regions they represent. Representatives should serve a term of three years; the number of seats and election rules should be established by the board of directors and become effective upon approval by the regulatory government authority.

  • Article 14

    The functions and powers of the general assembly are to:

    • Formulate and amend this organization’s charter.

    • Elect and recall directors and supervisors.

    • Resolve amount and payment method of membership admission fees, annual dues, funds for public undertakings, and member donations.

    • Resolve annual work plans, reports, budget, and closing of the books.

    • Resolve on member dismissals.

    • Resolve on disposal of property.

    • Resolve on the dissolution of the TBBCA.

    • Resolve on important matters concerning member rights and obligations.

    The scope of important matters in Point 8 should be determined by the board of directors.

  • Article 15

    Nine directors and three supervisors shall be elected from TBBCA members (or representatives) and constitute a board of directors and board of supervisors. During the election of supervisors and directors, three alternate directors and one alternate supervisor may be selected according to the order of votes received; should any vacancy occur, the vacancy should be filled by the alternates in order of votes received.
    The board of directors may propose candidates for the next election of directors and supervisors.
    Voting-by-mail may be adopted on a non-consecutive basis. Rules concerning voting by mail should be passed by the board of directors and become effective upon approval from the regulatory government authority.

  • Article 16

    The functions and powers of the board of directors include the:

    • Review and approval of member qualifications.

    • Election and recall of standing directors and chairperson.

    • Resolving on the resignation of directors, standing directors, and chairperson.

    • Employment and dismissal of staff.

    • Compilation of annual work plans, reports, budget, and closing of books.

    • Exercise of other powers and functions as directors.

  • Article 17

    The board of directors shall elect three standing directors from the board’s membership. The board shall elect one chairperson from among the three standing directors.
    The chairperson shall supervise the Association's operations, preside over general assembly meetings and board meetings, and represent the TBBCA externally.
    If the chairperson is unable to exercise his or her functions, he or she shall appoint another standing director to act as a proxy; in case of no appointment being made, one of the standing directors may act as a proxy for the absent chairperson.
    If a chairperson or standing director seat becomes vacant, a by-election shall be held within one month (30 days).

  • Article 18

    The functions and powers of the board of supervisors:

    • Supervise the operation of the board of directors.

    • Perform financial audits.

    • Elect and recall standing supervisors.

    • Resolve on the resignation of supervisors and standing supervisors.

    • Exercise other supervisory powers and functions.

  • Article 19

    The board of supervisors shall elect one standing supervisor from among the board’s membership. The standing supervisor shall supervise the Association's general operation and preside over meetings of the board of supervisors.
    If the standing supervisor is unable to exercise his or her functions, he or she shall appoint a supervisor to act as a proxy; in case of no appointment being made, one of the supervisors may act as a proxy for the absent standing supervisor.
    When standing supervisor seat becomes vacant, a by-election shall be held within one month (30 days).

  • Article 20

    Both director and supervisor positions are unpaid. Both shall serve for a term of three years and may continue to serve if re-elected. The chairperson may serve only two consecutive terms. The term of the directors and supervisors starts from the date of the first board meeting after the election.

  • Article 21

    A director or supervisor shall be discharged immediately if he or she:

    • Has been deprived of membership status.

    • Has his or her resignation approved by the board of directors or board of supervisors.

    • Has been recalled or removed.

    • Has been suspended from exercising powers for a period longer than half of the term.

  • Article 22

    The Association shall have a secretary general to handle the Association's affairs under the chairperson's order. Staff may be nominated by the chairperson and employed or dismissed by the board of directors.
    Staff positions shall not be assumed by directors or supervisors.
    Staff roles and responsibilities are established separately by the board of directors.

  • Article 23

    This Association may form committees, divisions, or any other internal entities whose organization and change of organization shall be approved by the board of directors.

  • Article 24

    The Association may employ an honorary chairperson, honorary directors, or honorary advisers, whose tenure should match that of directors and supervisors current at the time.



Chapter IV. Meetings


  • Article 25

    General assembly meetings may fall under two categories; both regular meetings and special meetings are convened by the chairperson. A 15-day written notice shall be sent to all members for the convocation of a meeting except in the case of an emergency.
    Regular meetings shall be convened on an annual basis. When deemed necessary, special meetings may be called at the request of one fifth of all members (or representatives) or by written request from the board of supervisors.
    Once the Association has been registered as a legal person, special meetings may be called with requests from one tenth of all members (or representatives).

  • Article 26

    If a member (or representative) cannot attend the general assembly meeting, he or she shall designate one of the members (representatives) to attend in his or her stead. A member (representative) may act as a proxy for a maximum of three members (representatives) at a time.

  • Article 27

    Passing resolutions in general assembly (representative) meetings requires the attendance of more than half of all members (representatives) and majority support. However, to pass resolutions on the following matters requires a two-thirds vote of attending members.

    • Establishment of and amendments to the Charter.

    • Dismissal of a member.

    • Recall of a director or supervisor.

    • Disposal of property

    • Disincorporation of the Association.

    • Other important matters concerning member's rights and obligations.

    Once the Association has been registered as a legal person, any amendment to the Charter shall require a three-quarter vote of attending members or the written approval from two thirds of the membership.
    The Association may be disincorporated at any time with the approval of two thirds of the membership.

  • Article 28

    The board of directors and board of supervisors should call their meetings at least biannually. When deemed necessary, joint meetings or special meetings may be convened.
    With the exception of special meetings, a written notice shall be sent seven days in advance; the resolution of the meeting requires the attendance of more than half of all directors and supervisors and a majority support.

  • Article 29

    Directors and supervisors shall attend their respectively meetings and may not designate a proxy to attend in his or her stead. Two consecutive instances of absence from the meetings without reason will be considered a resignation.



Chapter V. Funds and Accounting


  • Article 30

    The Association's financial resources include:

    • Admission fees: NTD 300 for individual members, NTD 200 for student members, NTD 5,000 for corporate members. Admission fees are collected at the time of admission. Sponsor and preliminary members are exempt from the admission fees.

    • Annual dues:NTD 500 for individual members, NTD 200 for student members, NTD 5,000 for corporate members, NTD 100 for sponsor members and preliminary members. Long-term (10-year) membership: NTD 4,000.

    • Funds for public undertakings.

    • Member donations.

    • Entrusted incomes.

    • Funds and interests.

    • Other income.

  • Article 31

    The TBBCA operates on a calendar year basis, with its fiscal year starting on January 1 and ending on December 31.

  • Article 32

    Two months prior to the beginning of a new fiscal year, the board of directors should submit annual work plans, reports and budget, and payroll statements for resolution at the general assembly meeting. If the general assembly meeting cannot be called, these documents may be submitted at the joint meeting of the board of directors and board of supervisors for resolution. These documents should be submitted to the regulatory government authority for recordation before the beginning of the fiscal year. The board of directors should compile an annual work report, final statements, statement of cash flows, inventory of properties, and income and expenditure statement to the board of supervisors for audit within two months of the fiscal year’s end. The board of supervisors will provide an audit statement which shall be submitted together with the abovementioned documents to the general assembly meeting and to the regulatory government authority for recordation by the end of March. If the general assembly meeting cannot be called as expected, these documents should be submitted first to the regulatory government authority.

  • Article 33

    Upon the Association's disincorporation, its remaining properties should belong to self-governing bodies located at the proprieties or to entities the regulatory government authority designates.



Chapter VI. Supplemental Provisions


  • Article 34

    Matters not provided for in this Charter shall be dealt with in accordance with pertinent laws and regulations.

  • Article 35

    This Charter is adopted by the resolution of the general assembly and shall become effective upon approval by the applicable government authority. Any amendment to this Charter shall also be made by resolution of the general assembly and become effective upon approval by the regulatory government authority.

  • Article 36

    This Charter is adopted by resolution of the first general assembly meeting on January 30, 2010.
    This Charter has been approved for record by Ministry of the Interior Tai Nei She Zi Order No. 0990033404 on February 22, 2010.

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