... Constitution

Charter of the Taiwanese Society of Biological Psychiatry and Neuropsychopharmacology

Chapter 1: General Provisions

Article 1
The name of this society is the Taiwanese Society of Biological Psychiatry and Neuropsychopharmacology (hereinafter referred to as the "Society").
The Society is a legally established, non-profit social organization.

Article 2
The purposes of the Society are as follows:
Biological psychiatry and neuropsychopharmacology have gradually become mainstream values in modern psychiatry. Through understanding the human body and the effects of drugs on human behavior, significant breakthroughs in the treatment process of modern psychiatry have been achieved. The primary purpose of the Society is to bring together domestic researchers, strengthen connections, exchange research insights, improve the level of research in biological psychiatry and neuropsychopharmacology in Taiwan, and promote the thriving development of psychiatry in the country.

Article 3
The organization of the Society is based on the national administrative divisions.

Article 4
The headquarters of the Society is located in the area of the competent authority, and the Society may, with the approval of the competent authority, set up branch offices.
The organization of such branch offices shall be proposed by the Board of Directors and implemented after approval from the competent authority. The addresses of the headquarters and branch offices must be reported to the competent authority for filing when established or when changed.

Article 5
The tasks of the Society are as follows:

1. To hold academic meetings.
2. To participate in domestic and international activities and conferences related to biological psychiatry and neuropsychopharmacology.
3. To organize educational and research activities related to biological psychiatry and neuropsychopharmacology.
4. To provide information on biological psychiatry and neuropsychopharmacology to relevant societies.
5. To accept commissions from relevant societies or organizations to promote the work and research of biological psychiatry and neuropsychopharmacology.
6. To join international academic organizations as members.

Article 6
The competent authority of the Society is the Ministry of the Interior.
The competent authority for the Society's purpose-related activities is the Department of Health, Executive Yuan.
The activities of the Society are subject to guidance and supervision by the relevant competent authorities.

Chapter 2: Membership

Article 7
The eligibility for membership in the Society is as follows:

1. Individual Members: Any person who agrees with the purposes of the Society, is at least 20 years old, holds a university degree or higher, and is engaged in research related to biological psychiatry or neuropsychopharmacology.
2. Sponsor Members: Any group or individual that sponsors the work of the Society.

To apply for membership, applicants must fill out an application form, which will be reviewed and approved by the Board of Directors. Members must also pay the membership fee.

Article 8
Members (or their representatives) have the rights to vote, to be elected, to elect others, and to remove officers.
Each member (or representative) has one vote.
Sponsor members do not have the rights mentioned in the previous paragraph.

Article 9
Members have the duty to comply with the Society’s charter, resolutions, and to pay the membership fee.

Article 10
If a member (or representative) violates laws, the charter, or fails to comply with resolutions made by the General Assembly, the Board of Directors may resolve to issue a warning or suspend the member's rights. In cases where the violation severely harms the organization, the General Assembly may vote to expel the member.

Article 11
A member loses their membership status or is expelled by a resolution of the General Assembly, in which case they are considered to have withdrawn from the Society.

Article 12
A member may submit a written statement to the Society to formally resign from membership.

Chapter 3: Organization and Powers

Article 13
The highest governing body of the Society is the General Assembly.
When the number of members exceeds 300, representatives of the members may be elected in proportion by district. A General Assembly of member representatives shall then be convened to exercise the powers of the General Assembly.
The term of office for each member representative is two years. The number of representatives and the election method shall be proposed by the Board of Directors and implemented after approval by the competent authority.

Article 14
The powers of the General Assembly are as follows:

1. To establish and amend the charter.
2. To elect and dismiss the Directors and Supervisors.
3. To approve the amount and method of membership fees, annual dues, business fees, and member donations.
4. To approve the annual work plan, reports, budgets, and financial statements.
5. To decide on the expulsion of members (or member representatives).
6. To decide on the disposal of the Society’s assets.
7. To decide on the dissolution of the Society.
8. To decide on other major matters related to members’ rights and obligations.

The scope of the major matters in the eighth item shall be defined by the Board of Directors.

Article 15
The Society shall have 15 Directors and 5 Supervisors, who shall be elected by the members (or their representatives). They shall form the Board of Directors and the Board of Supervisors.
In the election of Directors and Supervisors, two alternate Directors and one alternate Supervisor may be elected based on the vote count. If any Director or Supervisor position becomes vacant, the alternates shall fill the vacancies in order.
The current Board of Directors may propose a list of candidates for the next term of Directors and Supervisors for reference.
Directors and Supervisors may be elected through mail voting, but consecutive mail voting is not allowed. The method of mail voting shall be approved by the Board of Directors and submitted to the competent authority for approval before implementation.

Article 16
The powers of the Board of Directors are as follows:

1. To review the qualifications of members (or member representatives).
2. To elect and dismiss the Executive Directors and the President.
3. To decide on the resignation of Directors, Executive Directors, and the President.
4. To hire and dismiss staff.
5. To formulate the annual work plan, reports, budgets, and financial statements.
6. To carry out other necessary tasks.

Article 17
The Board of Directors shall have 5 Executive Directors, elected by the Directors. One of the Executive Directors shall be elected as the President.
The President is responsible for overseeing and managing the internal affairs of the Society and representing the Society externally. The President shall also serve as the chair of the General Assembly and the Board of Directors.
If the President is unable to perform their duties, they shall designate one of the Executive Directors to act as a substitute. If no designation is made or it is not possible, the Executive Directors shall elect one among themselves to act as a substitute.
If the President or any Executive Director position becomes vacant, a replacement election must be held within one month.

Article 18
The powers of the Board of Supervisors are as follows:

1. To supervise the work of the Board of Directors.
2. To review the annual financial statements.
3. To elect and dismiss the Executive Supervisor.
4. To decide on the resignation of Supervisors and Executive Supervisors.
5. To supervise other necessary matters.

Article 19
The Board of Supervisors shall have 1 Executive Supervisor, elected by the Supervisors. The Executive Supervisor shall oversee the daily affairs of the Supervisors and serve as the chair of the Board of Supervisors.
If the Executive Supervisor is unable to perform their duties, they shall designate one of the Supervisors to act as a substitute. If no designation is made or it is not possible, the Supervisors shall elect one among themselves to act as a substitute.
If the chair of the Board of Supervisors (the Executive Supervisor) becomes vacant, a replacement election must be held within one month.

Article 20
Both Directors and Supervisors are non-paid positions, with a term of three years. They may be re-elected. However, the President may not serve consecutive terms.

Article 21
A Director or Supervisor shall be dismissed immediately if any of the following conditions occur:

1. They lose their membership (or member representative) status.
2. They resign, and their resignation is approved by the Board of Directors or the Board of Supervisors.
3. They are dismissed or removed from office.
4. They have been suspended for more than half of their term.

Article 22
The Society shall have a Secretary-General, who shall handle the affairs of the Society under the direction of the President. Other staff members may be hired, and their appointment shall be nominated by the President, approved by the Board of Directors, and reported to the competent authority for record. However, the dismissal of the Secretary-General must first be reported to the competent authority for approval.
The staff members mentioned above shall not be elected personnel.
The responsibilities and division of duties for staff members shall be established by the Board of Directors.

Article 23
The Society may establish various committees, subgroups, or other internal operational organizations. Their organizational guidelines shall be implemented after approval by the Board of Directors. Any changes to these guidelines shall also require approval from the Board.

Article 24
The Society may appoint an Honorary President, Honorary Directors, and Advisors. Their terms shall be the same as those of the Directors and Supervisors.

Chapter 4: Meetings

Article 25

The General Assembly shall consist of regular meetings and extraordinary meetings. The President shall convene these meetings, and, except for emergency extraordinary meetings, a written notice must be sent at least 15 days in advance.

The regular meeting shall be held once a year. Extraordinary meetings shall be convened when the Board of Directors deems necessary, or upon a request from more than one-fifth of the members (or member representatives), or upon a request from the Board of Supervisors.

After the Society has registered as a legal entity, extraordinary meetings shall be convened upon a request from more than one-tenth of the members (or member representatives).

Article 26

If a member (or member representative) cannot attend a General Assembly in person, they may delegate another member (or member representative) to represent them with a written proxy. Each member (or representative) may only appoint one proxy.

Article 27

Resolutions of the General Assembly shall be passed with a majority of the attending members (or member representatives). However, for the following matters—amendment of the charter, expulsion of members (or member representatives), removal of Directors or Supervisors, disposal of assets, dissolution of the Society, and other significant matters related to members' rights and obligations—resolutions shall require the consent of at least two-thirds of the members present.

After the Society has registered as a legal entity, amendments to the charter shall require the consent of at least three-fourths of those present or written consent from at least two-thirds of all members. The dissolution of the Society may be decided at any time by a resolution approved by two-thirds of all members.

Article 28

The Board of Directors and the Board of Supervisors shall hold meetings at least once every six months. If necessary, joint meetings or extraordinary meetings may be convened.

Except for extraordinary meetings, written notice of meetings must be sent at least 7 days in advance. Resolutions at these meetings shall be passed with a majority of the attending Directors or Supervisors.

Article 29

Directors are required to attend Board of Directors meetings, and Supervisors are required to attend Board of Supervisors meetings. They may not delegate attendance to others. If a Director or Supervisor misses two consecutive meetings without cause, it shall be considered as resignation.

Chapter 5: Finances and Accounting

Article 30
The sources of funding for the Society are as follows:

1. Membership Fees: NT$1,000 for individual members.
2. Annual Dues: NT$1,200 for individual members.
3. Business Fees.
4. Member Donations.
5. Sponsor Member Donations: NT$10,000.
6. Commissioned Revenue.
7. Funds and their Earnings.
8. Other Income.

Article 31

The accounting year of the Society follows the calendar year, starting from January 1 and ending on December 31.

Article 32

Two months before the start of the accounting year, the Board of Directors shall prepare the annual work plan, income and expenditure budget, and staff compensation plan. These shall be submitted to the General Assembly for approval (if the General Assembly cannot be convened on time, the joint meeting of the Board of Directors and the Board of Supervisors shall approve it). The documents shall be submitted to the competent authority for filing before the start of the accounting year.

Within two months after the end of the accounting year, the Board of Directors shall prepare the annual work report, income and expenditure statement, cash register, balance sheet, financial records, and fund income and expenditure statement. These shall be reviewed by the Board of Supervisors. After receiving the review opinion, they shall be returned to the Board of Directors and submitted to the General Assembly for approval. The documents must be filed with the competent authority before March 31 (if the General Assembly cannot be convened on time, they must first be submitted to the competent authority).

Article 33

After the dissolution of the Society, any remaining assets shall be transferred to a local self-government organization or an agency designated by the competent authority.

Chapter 6: Supplementary Provisions

Article 34

Matters not specified in this charter shall be handled in accordance with relevant laws and regulations.

Article 35

This charter shall be implemented after being approved by the General Assembly (or member representatives) and filed with the competent authority. The same process applies for any amendments.

Article 36

This charter was approved at the 1st General Assembly, 1st Session, on November 2, 2002.

It was filed with the Ministry of the Interior on December 26, 2002, under the document number Tai Nei She Zi No. 0910064755.