Association Charter
Association Charter
Taiwan Ecotourism Association Charter
Chapter I General Provisions
Article 1: The name of this association is Taiwan Ecotourism Association (hereinafter referred to as this association).
Article 2: This association is a non-profit social organization established in accordance with the law. Its purpose is to advocate for the protection of the natural ecological environment, enhance natural ecological knowledge, improve the quality of life of the people, and promote tourism activities under the principle of environmental sustainability.
Article 3: The Association shall be organized based on the administrative regions of the country. It may establish sub-divisions in accordance with the law, named "XX County (City) Ecotourism Association." Its operations shall be under the guidance of the Association, and representatives may participate in its activities. They shall enjoy the same rights and obligations as members of the Association.
Article 4: The headquarters of this association shall be located in the area where the competent authority is located, and branches may be established with the approval of the competent authority.
The organizational charter of the branch office referred to in the preceding paragraph shall be drafted by the Board of Directors and submitted to the competent authority for approval before implementation.
The establishment and change of the addresses of the headquarters and branches shall be reported to the competent authority for approval.
Chapter II Mission
Article 5: The missions of this Association are as follows:
1. Organize various promotional activities for sustainable ecotourism. 2. Accept commissions from domestic and international academic institutions and organizations to conduct resource surveys, ecological research, education, and conservation related to sustainable ecotourism.
3. Organize education, training and certification for personnel related to sustainable ecotourism.
4. Promote international cooperation, exchanges and liaison in sustainable ecotourism.
5. Edit and publish publications related to sustainable ecotourism.
6. Other matters related to sustainable ecotourism.
Article 6: The competent authority of the Association is the Ministry of the Interior. The competent authority for the target businesses shall be the Tourism Bureau of the Ministry of Transportation and Communications, in accordance with the purposes and responsibilities set forth in the Articles of Association. The target businesses shall be guided and supervised by the competent authorities of the respective industries.
Chapter III Membership
Article 7: The members of this association are divided into the following five categories:
1. Individual Member: A person who agrees with the purpose of the Association, is 20 years of age or older, and possesses the nationality of the Republic of China and the capacity to conduct himself or herself.
2. Corporate Members: Any government-registered company, agency, or organization that agrees with the Association's objectives.
3. Student members: Those who agree with the purpose of the association, are under the age of 20, and have the nationality of the Republic of China.
4. Sponsoring Members: Groups or individuals who sponsor the Association.
5. Honorary Members: Individuals, foreign nationals or groups who have made outstanding contributions to the mission of the Association.
Members must be recommended by two members and fill out an application form. After approval by the Board of Directors, they must pay membership fees in accordance with the regulations to become full members.
Group members may appoint two representatives to exercise their group membership rights.
The municipal, county, and city-level organizations of the Association shall join the Association as group members.
Article 8: Individual members have the right to vote, elect, be elected and remove, and each member has one right.
Group member representatives have the right to vote, elect, be elected and recall, and each representative has one right.
Student members, sponsoring members, and honorary members do not have the rights set forth in the preceding paragraph.
Article 9: Members are obligated to abide by the Association's Articles of Association, resolutions, and dues. Members who fail to renew their annual dues by the end of March each year will be deemed to have their membership suspended. Members who fail to pay dues as required by the Articles of Association for two consecutive years will be deemed to have automatically withdrawn from the Association.
Article 10: If a member (member representative) violates laws, the charter, or fails to comply with the resolution of the general meeting of members, he or she may be given a warning or suspended upon resolution of the board of directors. If the harm caused to the group is serious, he or she may be expelled upon resolution of the general meeting of members.
Article 11: A member who loses his membership or is expelled by a resolution of the general meeting of members shall be deemed to have left the association.
Article 12: Members may withdraw from the Association by stating the reasons in writing.
Chapter IV Organization and Powers
Article 13: The Association's highest authority is the General Assembly. When the number of members exceeds 300, member representatives may be elected based on the proportion of districts and then convene a General Assembly to exercise the powers of the General Assembly.
The term of office of member representatives is three years. The number of representatives and the election procedures shall be formulated by the Board of Directors and submitted to the competent authority for approval before implementation.
Article 14: The powers of the general meeting of members are as follows:
1. Establish and amend the Articles of Association.
2. Election and removal of directors and supervisors.
3. Decide on the amount and method of membership fees, annual dues, operating expenses and member donations.
4. Decide on the annual work plan, report, budget and final accounts.
5. Decide on the expulsion of members (member representatives).
6. Decide on the disposal of property.
7. Decide on the dissolution of this association.
8. Decide on other important matters related to the rights and obligations of members.
The scope of major matters referred to in Subparagraph 8 of the preceding paragraph shall be determined by the Board of Directors.
Article 15: The Association shall have 15 directors and 5 supervisors, who shall be elected by members (member representatives) and form the Board of Directors and the Board of Supervisors respectively.
When electing the directors and supervisors referred to in the preceding paragraph, five alternate directors and one alternate supervisor may be elected simultaneously based on the vote count. In the event of vacancies on the board of directors or supervisors, these vacancies shall be filled in order of priority.
The current board of directors may propose a reference list of candidates for the next board of directors and supervisors.
Directors and supervisors may be elected by correspondence, but not consecutively. The procedures for correspondence elections shall be adopted 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. Review the qualifications of members (member representatives).
2. Election and removal of executive directors and the chairman.
3. Decide on the resignation of directors, executive directors and the chairman.
4. Recruitment and dismissal of staff.
5. Prepare annual work plans, reports, budgets, and final accounts.
6. Other matters that should be implemented.
Article 17: The Board of Directors shall have five standing directors, who shall be elected by the directors themselves, and the directors shall elect one of the standing directors as the chairman.
The Chairman shall oversee the internal affairs of the Association, represent the Association externally, and serve as the Chairman of the General Assembly and the Board of Directors.
When the Chairman is unable to perform his duties due to personal reasons, he shall designate one of the Executive Directors to act as the Chairman. If no designation is made or no designation is possible, the Executive Directors shall elect one person to act as the Chairman.
When the chairman or executive director is absent, a by-election shall be held within one month.
Article 18: The powers of the Board of Supervisors are as follows:
1. Oversee the execution of the work of the Board of Directors.
2. Review the annual financial statements.
3. Election and removal of executive supervisors.
4. Decide on the resignation of supervisors and executive supervisors.
5. Other matters that should be monitored.
Article 19: The Supervisory Board shall have one standing supervisor, who shall be elected by the supervisors from among themselves, to oversee the daily affairs of the Board and serve as the Chairman of the Supervisory Board.
When a standing supervisor is unable to perform his duties due to personal reasons, he shall designate a supervisor to act on his behalf. If no such designation is made or no designation is possible, the supervisors shall nominate one person among themselves to act on his behalf.
In case of vacancy of the Chairman of the Board of Supervisors or the Standing Supervisor, a by-election shall be held within one month.
Article 20: Directors and supervisors shall serve unpaid terms for three years and may be re-elected. The chairman may be re-elected only once.
Article 21: Directors and supervisors shall be dismissed immediately if they have any of the following circumstances:
1. Loss of membership (or membership representative) status.
2. Resignation for any reason approved by the Board of Directors or the Board of Supervisors.
3. Those who have been dismissed or removed from office.
4. The period of suspension exceeds half of the term.
Article 22: The Association shall have one Secretary-General, who shall be nominated by the Chairman and appointed and dismissed after approval by the Board of Directors. He shall handle the affairs of the Association under the orders of the Chairman. The Association shall also have a number of other staff members, who shall be nominated by the Secretary-General and appointed and dismissed after approval by the Board of Directors, and reported to the competent authority for record. However, the dismissal of the Secretary-General shall first be reported to the competent authority for review.
The powers and responsibilities of staff members and the division of responsibilities shall be determined by the Board of Directors.
Article 23: The Association may establish various committees, groups or other internal working organizations, and their organizational rules shall be implemented after approval by the Board of Directors, and the same applies to any changes.
Article 24: The Association may appoint a number of Honorary Directors and Advisors through the Board of Directors. Their terms of appointment shall be the same as those of the Directors and Supervisors. The Board of Directors may appoint individuals who have made outstanding contributions to the Association as Honorary Chairman.
Chapter V Meetings
Article 25: The general meeting of members is divided into regular meetings and extraordinary meetings. They are convened by the chairman of the board of directors. Except for extraordinary meetings in case of emergencies, written notice shall be given 15 days in advance when convening the meeting.
Regular meetings shall be held once a year. Extraordinary meetings shall be held when the Board of Directors deems it necessary, or upon the request of more than one-fifth of the members (member representatives), or when the Board of Supervisors requests it in writing.
After the Association has completed legal person registration, an extraordinary meeting may be held upon the request of more than one-tenth of the members (member representatives).
Article 26: When a member (member representative) cannot attend the general meeting in person, he or she may authorize another member (member representative) to act on his or her behalf in writing. Each member (member representative) may only authorize one person to act on his or her behalf.
Article 27: Resolutions of the General Meeting shall be made by a majority vote of the members (member representatives) present. However, the establishment and amendment of the Articles of Association, the removal of members (member representatives), the dismissal of directors and supervisors, the disposal of property, the dissolution of the Association, and other major matters concerning the rights and obligations of members shall require the consent of more than two-thirds of the attendees.
After the Association has completed legal person registration, any amendment to the Articles of Association shall be subject to the consent of more than three-quarters of the attendees or the written consent of more than two-thirds of all members.
The Association may be dissolved at any time by a resolution of more than two-thirds of all members.
Article 28: The Board of Directors and the Board of Supervisors shall hold a meeting at least once every six months and may hold a joint meeting or an extraordinary meeting when necessary.
When convening a meeting as referred to in the preceding paragraph, except for an extraordinary meeting, a written notice shall be given seven days in advance. Resolutions of the meeting shall be made with the attendance of more than half of the directors and supervisors, or with the consent of a relatively large number of attendees.
Article 29: Directors shall attend the board of directors meeting, and supervisors shall attend the supervisory board meeting. They may not delegate attendance. If a director or supervisor is absent from the board of directors or the supervisory board for two consecutive times without reason, it shall be deemed as resignation.
Chapter 6 Funding and Accounting
Article 30: The sources of funds for the Association are as follows:
1. Membership Fee: Individual Member: NT$500; Group Member: NT$10,000; Student Member: NT$200, payable upon joining.
2. Annual membership fee: Individual membership: NT$1,000; Group membership: NT$10,000; Student membership: NT$300.
3. Operating expenses.
4. Member donations.
5. Entrustment income.
6. Funds and their interest.
7. Other income.
Article 31: The accounting year of the Association shall be based on the calendar year, which shall start from January 1 and end on December 31 of each year.
Article 32: Two months before the start of each fiscal year, the Board of Directors shall prepare an annual work plan, revenue and expenditure budget, and employee compensation statement. These plans shall be submitted to the General Meeting for approval (if the General Meeting cannot be held as scheduled for any reason, the plan shall first be submitted to the joint meeting of directors and supervisors for approval). These plans shall then be submitted to the competent authority for review and approval before the start of the fiscal year. Within two months after the end of the fiscal year, the Board of Directors shall prepare an annual work report, revenue and expenditure statement, cash register statement, balance sheet, property inventory, and fund revenue and expenditure statement. These reports shall be submitted to the Supervisory Board for review, and the Board of Directors shall prepare a written review opinion, which shall be returned to the Board of Directors for approval by the General Meeting and submitted to the competent authority for review and approval by the end of March (if the General Meeting cannot be held as scheduled for any reason, the plan shall first be submitted to the competent authority).
Article 33: After the dissolution of this association, the remaining property shall belong to the local self-governing body or the agency or group designated by the competent authority.
Chapter VII Supplementary Provisions
Article 34: Matters not stipulated in this charter shall be handled in accordance with relevant laws and regulations.
Article 35: These Articles of Association shall be adopted by the General Meeting of Members and submitted to the competent authorities for approval before implementation. The same shall apply to any amendments. Article 36: These Articles of Association were adopted by the First General Meeting of the Eighth Session of the Association on March 11, 2018, and were approved by the Ministry of the Interior in Letter No. 1070024978 dated May 1, 2018 for recordation.
