Chapter 1. General Provisions (Name) Article 1. This corporation is named新潟国際ボランティアセンター(Niigata Kokusai Volunteer Centre), Specified Nonprofit Activity Corporation. 2 This corporation is called Niigata International Volunteer Centre in English. 3 The English name of this corporation can be abbreviated as NVC. (Office) Article 2. NVC's office is located in Niigata city, Niigata Prefecture, Japan. (Purpose) Article 3. NVC, an international non-governmental organization was formed in order to contribute to the harmonious development of the global society. NVC also desires to contribute to international understanding, and human and community development in a local society. (Kinds of Specified Nonprofit Activities) Article 4. NVC shall conduct the following activities, in order to achieve such goals as stipulated in Article 3: (1) Activities that promote health, medical care or welfare. (2) Activities that promote social education. (3) Disaster-relief activities. (4) Activities that protect human rights and promote peace. (5) International cooperation activities. (6) Activities that promote the sound nurturing of youth. (7) Liaising, advising, or support activities related to the operation or activities of organizations performing any of the activities listed above. (Projects Related to Specified Nonprofit Activities) Article 5. NVC shall engage in the following projects, in order to achieve such goals as stipulated in Article 3; (1) International cooperative activities. (2) Collaboration with international cooperative projects of other NGOs. (3) Training for international cooperative projects. (4) Collection of information for international cooperative projects. (5) Study tours for inspection and deepening international understanding. (6) Organization of International exchange meetings, forums, and other campaign to promote understanding. (7) Domestic projects as a part of international cooperation. (8) Any other projects necessary to achieve the goals stipulated in Article 3. Chapter 2. Members (Classification) Article 6. The members of NVC are classified as follows. The regular members are stipulated as “Members" in the Law to Promote Specified Nonprofit Activity (called “Law " in the following). However, in case that a group joins as “Member" in NVC, the name of the group is deemed “Member" in the Law. (1) Regular member (“Member") A “Member" is a individual or a group who joins NVC, supporting its purpose, and has a vote in meetings of the general assembly. (2) Patronage member A patronage member is a individual or a group who joins NVC, supporting its purpose, but has no vote in meetings of the general assembly. 2 The rules for members of NVC shall separately be stipulated in meetings of the general assembly. (Admission) Article 7. A member who wants to join NVC shall submit the application form for admission stipulated separately, to the representative of the steering Committee. 2 When the representative recognizes that the applicant agrees to the goal of NVC stipulated in Article 3, as long as there is no proper reason for refusal of his/her admission, The representative of the steering committee shall consent to admission of the applicant in the preceding paragraph. 3 When the representative of the steering committee disagrees with admission of the applicant in the preceding paragraph 1, he/she shall notify its purport, without delay, with written notice. (Membership Fee) Article 8. Members shall pay a membership fee every year. 2 The amount of the annual membership fee shall be decided at meetings of the general assembly. (Withdrawal from membership) Article 9. A member who wants to withdraw from NVC can arbitrarily secede from NVC, submitting the notice of withdrawal stipulated separately to the representative of the steering committee. 2 If a member's status or definition falls under any of the following, he/she shall be deemed a seceder by NVC, upon decision from the steering committee: (1) Due to death or being under a report of disappearance. (2) Upon dissolution of the corporation. (3) Due to bankruptcy. (4) Upon failing to pay the membership fee for more than two years. (Exclusion) Article 10. When a member falls under any of the following items, he/she may be excluded, upon approval at a meeting of the general assembly, after providing him/her an opportunity of explanation in advance. (1) When injuring the honor of NVC remarkably, or taking such an action as violating the purpose of NVC. (2) When violating the Articles or rules of NVC. (Non-Repayment of Paid Money or Supplied Goods) Article 11. The membership fee and money already paid or goods already supplied shall be non-returnable, regardless of any reason. Chapter 3. Officer (Classification and the Fixed Number) Article 12. NVC shall keep the fixed number stipulated in the following, and the members of the steering committee shall act as the directors in “the Law". (1) The fixed number of members of the steering committee shall be a minimum of twenty and no more than forty. (2) The fixed number of inspectors shall be a minimum of two and no more than four. 2 One of the members of the steering committee shall be nominated as the representative of the steering committee. Ten or fewer vice-representatives may be nominated, upon approval from the steering committee, if necessary. 3 Members of the steering committee and inspectors shall be nominated from among “Members" (in case of a corporation or a group, its representative or a person in charge of NVC is deemed a “Member"), upon approval at a meeting of the general assembly. 4 When members of the steering committee or inspectors need to be nominated because of a vacancy or increase in officers, before a meeting of the general assembly is held, they may temporarily be nominated, upon approval at the steering committee. In this case, they shall be acknowledged at the first meeting of the general assembly held right after the steering committee in question. 5 The representative and vice-representatives of the steering committee shall be elected by a mutual vote at a meeting of the steering committee. 6 An inspector concurrently can not serve as a member of the steering committee and an employee of NVC. (Duties) Article 13. The representative of the steering committee shall represent NVC, and manage activities of NVC. 2 Vice-representatives of the steering committee shall assist the representative of the steering committee. When the representative has died or is absent, one of vice-representatives shall act as the representative in order of whoever has been previously nominated to assume this responsibility. 3 Members of the steering committee may organize a meeting of the steering committee. They shall plan, manage and enforce projects of NVC, based on the Articles of NVC and the decisions at the general assembly or the steering committee. 4 Inspectors shall execute the following duties: (1) They shall observe the steering committee members' performance of their duties. (2) They shall inspect the current conditions of NVC's property. (3) When they discover dishonest acts or serious facts violating Laws or Articles of NVC, as the result of an inspection, according to above item(2), they shall report those acts or facts to the general assembly and to the competent authority. (4) They shall convene a meeting of the general assembly, to report the result of the inspection of the preceding item, if necessary. (5) They shall express their opinions for members of the steering committee in connection with the result of an inspection. (Term of officer) Article 14. The term of officers shall be one year. However, their reappointment shall not be interfered. The term of the officer nominated halfway, because of supplement of vacancy or an increase in officers, shall be the rest of the prescribed term. ３ An officer shall be in his/her post until a successor succeeds his/her post, even after the term of the officer has finished, or he/she has resigned, when the number of officers does not amount to the minimum stipulated in Article 12. (Dismissal) Article 15. When an officer has been described under either of the following items, he/she may be dismissed, upon approval of the general assembly, providing him/her an opportunity for an explanation. (1) When it is recognized that an officer can not endure the burden of his/her duties. (2) When it is recognized that an officer violates his/her official duty, or has acted unsuitably as an officer. (Remuneration) Article 16. The officers can be remunerated, within the limit of a third of the whole members of the steering committee. 2 The amount of remuneration shall be decided, upon approval at a meeting of the general assembly. 3 Money paid for NVC by officers can be compensated. Chapter 4. Adviser. (Composition and Duty) Article 17. The representative of the steering committee can entrust any task of adviser to “Member" who has special expert knowledge. 2 An adviser can attend a meeting of the steering committee, and express his/her opinion. Chapter 5. Meeting. (Classification) Article 18. NVC's meetings are classified into one of the general assembly and one of the steering committee, and ones of the general assembly into ordinary and extraordinary. (Organization) Article 19. A meeting of the general assembly shall be organized by “Members".2 A meeting of the steering committee shall be organized by members of the steering committee. 3 Inspectors can attend a meeting of the steering committee and express their opinions. (Authority) Article 20. A meeting of the general assembly shall decide the followings, except the stipulation of this articles: (1) Both authorizations of activity report and settlement of revenue and expenditure. (2) Other important matters for the steering committee. ? The steering committee shall decide the followings, except stipulations of this articles: (1) Activity plan, budget of revenue and expenditure, and their changes. (2) Matters to be referred to at a meeting of the general assembly. (3) Other matters relating to NVC's activity. (Holding) Article 21. An ordinary meeting of the general assembly shall be held once a year, in less than two months from the close of the activity year. 2 Extraordinary meetings of the general assembly shall be held when status or definition falls under any of the followings: (1) By necessity of the steering committee. (2) Claim of more than a fifths of “Members" who can indicate any problem. (3) Claim of more than one inspector. 3 Meetings of the steering committee shall be held more than ten times a year, if necessary. (Convocation) Article 22. The representative of the steering committee shall convene meetings. 2 In convocation of a meeting of the general assembly, a notice shall be sent to each “Member" before more than two weeks, being specified time, place, and problems awaiting solution. 3 In convocation of a meeting of the steering committee, a notice shall be sent to each member of the committee before more than two weeks, being specified time, place, and problems awaiting solution. However, in case of emergency, this stipulation is inapplicable. 4 In case of being requested convocation of an extraordinary meeting according to the item ? of the preceding article, the representative of the steering committee shall convene it without delay. (Quorum) Article 23. The quorum necessary for a meeting of the general assembly shall be more than a tenths of the whole “Members", and the one for the steering committee more than a tenths of its members. (Chairperson) Article 24. A member of the steering committee nominated by its representative shall act as chairperson at a meeting. (Decision) Article 25. Proceedings in a meeting of the general assembly, except the stipulations of this articles, shall be decided by a majority of votes of attendant “Members". When the votes are equally divided, chairperson shall decide them. 2 A “Member" has a right to vote at a meeting of the general assembly, regardless of the number of his/her shares of membership fee. 3 Proceedings in a meeting of the steering committee, except the stipulations of this articles, shall be decided by a majority of votes of attendant members at a meeting of the steering committee. When the votes are equally divided, the chairperson shall decide them. 4 A vote of a member of the steering committee is equal. 5 When a “Member" or a member of the steering committee has special interest in connection with a decision at a meeting of the general assembly or the steering committee, he/she can not vote on the matter. (Decision by Document) Article 26. In a meeting of the general assembly, an absent “Member" can have a right to vote on the matter notified previously, through document, or he/she can entrust his/her right to vote to somebody of the attendant “Members". 2 In a meeting of the steering committee, an absent “Member" can have his/her right to vote on the matter notified previously, through document, or he/she can entrust his/her right to vote to somebody of the attendant members. 3 In each preceding paragraph, absentees at a meeting of the general assembly or ones at a meeting of the steering committee shall be deemed attendants, in the application of Article 23 and the preceding Article. (The Minutes) Article 27. In meeting of the general assembly or the steering committee, its chairperson shall record proceedings, and then he/she and signers of more than two who are elected from among the attendants, shall sign and seal for the minutes. Chapter 6 Secretariat. (Secretariat) Article 28. NVC may have a secretariat. 2 NVC's secretariat may be organized by a secretary-general and a few secretariat staff. 3 The representative of the steering committee can appoint and dismiss its secretary-general and secretariat staff. (Organization and Management) Article 29. Matters necessary for organization and management of the secretariat shall be separately decided by the representative of the steering committee, upon approval at the steering committee. Chapter 7. Committees etc. (Committees etc.) Article 30. NVC can organize a few of executive committees and professional committees etc. (called “Committees etc." in the following) to execute specified activities smoothly. 2 “Committees etc." shall investigate, plan, and execute about assigned activities. 3 The rules of “Committees etc." are separately stipulated, upon approval at the steering committee. Chapter 8. Property and Accounts. (Property and Payment of Expenses) Article 31. NVC's property is made up of the following, and it pays NVC's expenses: (1) Membership fee. (2) Donated money and goods. (3) Income earned by business. (4) Income yielded by the property. (5) Other incomes. (Administration of Property) Article 32. NVC's property is administered by the representative of the steering committee, and how to administer it is decided by the steering committee. (Activity Year) Article 33. NVC's activity year starts on April 1 every year, and finishes on March 31 of the next year. (Accounts) Article 34. Accounts are classified into general and special one. (Activity Plan and Budget of Revenue and Expenditure) Article 35. NVC's activity plans and budgets necessary for them shall be provided by the representative of steering committee, and they shall be approved by the steering committee held right before the activity year starts. 2 NVC's activity plans and budgets of revenue and expenditure for them must be changed, upon approval at the steering committee. (Activity Reports and Settlement of Revenue and Expenditure) Article 36. Documents, such as activity report, inventory of property, balance sheet and statement of acounts of cash flow (called “Activity Report etc." in the following) shall be provided by the representative of the steering committee without delay after close of the activity. “Activity Report etc." with inspectors' audit shall be approved by an ordinary meeting of the general assembly held after close of the activity year, upon approval at the steering committee. 2 “Activity Report etc." decided in the preceding paragraph, shall be submitted to the competent authority, with the lists of names of officers, some rewarded among them and “Members" of more than ten, In less than three months after close of the preceding activity year. Chapter 9. Change of Articles. (Change of Articles) Article 37. This Articles can not be changed, except a slight changes in the article stipulated in Article 25 3 in “the Law", if more than two thirds of the attendant “Members" at a meeting of the general assembly do not approve any changes of this Articles, And if the competent authority does not permit them. Chapter 10. Dissolution and Amalgamation. (Dissolution) Article 38. NVC may dissolve when it falls under any of the following: (1) Decision of the general assembly. (2) Failure of projects of specified nonprofit activity. (3) Lack of “Members". (4) Amalgamation. (5) Bankruptcy. (6) Cancellation of certification by the competent authority. 2 Dissolution according to above ? shall be voted by more than three fourths of the attendant “Members" at a meeting of the general assembly. 3 Dissolution according to ? of the preceding paragraph 1, shall be authorized by the competent authority. (Assignment of Residual Property) Article 39. Residual property of dissolved NVC shall be donated to some of specified nonprofit activity corporations or the foundations which are active for the same purpose as NVC, upon approval of more than three fourths of the attendant “Members" at a meeting of the general assembly. (Amalgamation) Article 40. NVC's amalgamation with any other specific nonprofit activity corporation shall be voted by more than three fourths of the attendant “Members" at a meeting of the general assembly. Chapter 11. Miscellaneous rules. (Delegation of Authority) Article 41. Matters necessary for enforcement of these articles shall be decided separately, upon approval at the steering committee. (Public Notice) Article 42. NVC's public notice is published in official gazette. Additional rules. 1 This articles shall be enforced on the day when NVC is registered, after being certificated by the competent authority. (The day is called “the Establishment day" in the following.) 2 Names of officials in the beginning of NVC's establishment shall be listed in the attached table, regardless of the paragraph of Article 12 3. Their term is from “the Establishment day" to March 31 2000, regardless of the paragraph of Article 14 1. 3 Activity plan and budget of revenue-expenditure in the activity year in the beginning of NVC's establishment shall follow the decision in the establishment meeting of the general assembly, regardless of Article 20 2 (1). 4 As the result of establishment of this corporation, it takes over members and the whole property of the former Niigata International Volunteer Centre. 5 The activity year of the beginning of establishment of this corporation is from “the establishment day" to March 31 2000, regardless of the stipulation of Article 33. （Attached Table ） Members of Steering Committee; Mieko Abe, Toshiko Ito, Masaki Eguchi, Yasuko Otake, Kazui Ono, Yorimi Kato, Yasushi Kitamura, Yuko Kiryu, Ayako Koikegami, Nobuko Kobayashi, Kyouko Saito, Tadashi Sato, Nobuyuki Sato, Masayoshi Shimada, Reiko Seino, Kazuya Seki, Yumiko Sodeyama, Hidetoshi Taga, Masaki Takahashi, Hayato Takizawa, Yoko Takizawa, Yumiko Nakamura, Yoshihide Nishikata, Kazuyuki Nomizu, Takashi Baba, Yukiko Ban,Yuuki Maeda, Akihiro Majima, Yumiko Fujii, Chiyoko Fujisaki, Tadahiro Fukuda, Ei Yada, Kazuo Yamai, Akira Wakatsuki, Setsuko Takahashi, Ryo Taniguchi, Machiyo Shimada. Inspectors; Toshihiko Hirata, Toshiaki Hara, Hideo Wakui. |