Charter & Purpose

English translation for reference. In case of any discrepancy, the Chinese text prevails.

Charter

Charter of the Federation of the International Management Council of the Republic of China

Adopted 15 September 1995 · approved 2 October 1995 · amended 20 March 1998, 13 November 2005, 4 November 2007, 4 November 2012, 2 November 2014 and 6 November 2021

Chapter 1 — General Provisions

Article 1: The name of this Federation is 中華民國國際工商經營研究社聯合會 (hereinafter “the Federation”); its English name is The Federation of the International Management Council of the Republic of China.

Article 2: The Federation is a non-profit social organisation established according to law. Its purpose is to coordinate and assist its members in promoting friendship among people in business and industry, building a spirit of mutual help and cooperation, studying and learning the knowledge of business operation and management in order to solve problems, developing sound character and leadership, assisting the YMCA and other public-benefit organisations in promoting welfare, and encouraging, coordinating, facilitating and promoting the participation of member clubs in international fellowship and the exchange of management knowledge.

Article 3: The Federation's area of organisation is the whole country. It may establish county (city) or special-municipality level organisations according to law, named “[place] County (City) / Special Municipality International Management Council”.

Article 4: The Federation's seat is located in the area of the competent authority, and it may establish branches with the approval of the competent authority.

Article 5: The tasks of the Federation are:

1. To invite, or assist member clubs in inviting, experts and scholars from Taiwan and abroad to speak, raising business management capability and promoting friendship among people in business at home and abroad.

2. To assist member clubs in developing club affairs, coordinate cooperation among member clubs, and respect the independent operation and development of each club.

3. To examine international business information so as to promote study and learning about management issues among member clubs.

4. To assist member clubs in holding public-benefit activities, separately or jointly, to develop sound character and leadership, and to assist the YMCA and other public-benefit organisations in promoting social welfare.

5. To encourage, coordinate, facilitate and promote fellowship between member clubs and international organisations and the exchange of management knowledge.

6. To bring business management issues, jointly with members, to the government and relevant agencies and request appropriate solutions, promoting the development of industry and commerce.

Article 6: The competent authority of the Federation is the Ministry of the Interior. The competent authority for its purposes and tasks is principally the Ministry of Economic Affairs, under whose guidance and supervision these activities are conducted.

Chapter 2 — Members

Article 7: Any International Management Council established according to law that supports the purpose of the Federation may become a group member by submitting an application, being approved by the Board of Directors and paying the membership fee. A member club with sixty or more members appoints twelve representatives; a club with fewer than sixty members appoints one representative for every five members. A club with more than sixty members appoints one additional representative for every twenty-five members.

Article 8: A member representative who violates the law, this Charter or the resolutions of the General Assembly may be warned or suspended by resolution of the Board of Directors; in serious cases the representative may be expelled by resolution of the General Assembly, and the member club appoints a replacement.

Article 9: A member ceases to be a member if it loses its membership qualifications or is expelled by resolution of the General Assembly.

Article 10: A member may withdraw by written notice stating its reasons, given to the Board of Directors three months in advance.

Article 11: Member representatives have the rights to vote, to elect, to be elected and to recall. Each representative has one vote.

Article 12: Members are obliged to observe this Charter and the resolutions of the Federation and to pay membership fees.

Chapter 3 — Organisation and Officers

Article 13: The General Assembly of Member Representatives is the Federation's highest authority; between its sessions the Board of Directors exercises its powers, and the Board of Supervisors is the supervisory body. Member representatives serve for one year; the rules for their election are drawn up by the Board of Directors and filed with the competent authority.

Article 14: The powers of the General Assembly are to adopt and amend the Charter; to elect and recall Directors and Supervisors; to decide the amounts of entrance fees, annual fees, project fees and member donations; to decide the annual work plan, report, budget and final accounts; to decide the expulsion of member representatives; to decide the disposal of property; to decide the dissolution of the Federation; and to decide other important matters concerning the rights and obligations of members and representatives.

Article 15: The Federation has thirty-five Directors and eleven Supervisors, elected by the member representatives, forming the Board of Directors and the Board of Supervisors. Seven alternate Directors and three alternate Supervisors are elected at the same time and fill vacancies in order. The current Board of Directors may propose a reference list of candidates for the next Board.

Article 16: The powers of the Board of Directors are to decide on convening the General Assembly; to review the qualifications of member representatives; to elect and recall the Executive Directors, the Vice President and the President; to decide on their resignations; to appoint and dismiss staff; to draw up the annual work plan, report, budget and final accounts; and other matters to be carried out.

Article 17: The Board of Directors has eleven Executive Directors elected from among the Directors; the Directors elect one Executive Director as President and one as Vice President. The President directs the Federation's affairs, represents it externally and chairs the General Assembly and the Board of Directors. When the President is unable to act, the Vice President acts in his or her place; failing that, the Executive Directors choose one of their number. Vacancies are filled by election within one month.

Article 18: The powers of the Board of Supervisors are to supervise the work of the Board of Directors; to audit the annual final accounts; to elect and recall the Executive Supervisors; to decide on the resignation of Supervisors and Executive Supervisors; and other supervisory matters.

Article 19: The Board of Supervisors has three Executive Supervisors elected from among the Supervisors, who choose one of their number as Convener. The Convener supervises day-to-day affairs and chairs the Board of Supervisors; when unable to act, the Convener designates a Supervisor, or failing that the Executive Supervisors choose one of their number. Vacancies are filled by election within one month.

Article 20: Directors and Supervisors serve without pay for a one-year term and may be re-elected; the President may not serve consecutive terms. Terms begin on the date of the first Board of Directors meeting of the new term.

Article 21: A Director or Supervisor leaves office on losing the status of member representative; on resignation approved by the Board; on being recalled or dismissed; or when suspended for more than half of the term.

Article 22: The Federation has a Secretary-General and a Treasurer, who handle its affairs under the President's direction, and other staff as required. They are nominated by the President, approved by the Board of Directors and filed with the competent authority; the dismissal of the Secretary-General or Treasurer must first be filed with the competent authority. Staff may not be elected officers. Their responsibilities are set by the Board of Directors.

Article 23: The Federation's internal organisation is governed by rules drawn up by the Board of Directors and filed with the competent authority, as are any amendments.

Article 24: The Board of Directors may appoint one Honorary President and a number of Honorary Directors and Advisers, whose terms coincide with those of the Directors and Supervisors.

Chapter 4 — Meetings

Article 25: The General Assembly holds regular and extraordinary meetings, convened by the President with written notice fifteen days in advance except in emergencies. Regular meetings are held once a year; extraordinary meetings are held when the Board of Directors considers it necessary, at the request of one fifth of the member representatives, or at the request of the Board of Supervisors.

Article 26: A member representative unable to attend may appoint another representative in writing as proxy; each representative may hold only one proxy.

Article 27: Resolutions of the General Assembly require the attendance of a majority of the member representatives and the agreement of a majority of those present. The following require the agreement of three quarters of those present: adoption and amendment of the Charter; expulsion of member representatives; recall of Directors and Supervisors; disposal of property; dissolution of the Federation; and other important matters concerning the rights and obligations of member clubs and representatives.

Article 28: The Boards of Directors and Supervisors meet at least once every six months and may hold joint or extraordinary meetings when necessary, including by video conference (except for elections, by-elections, recalls and the adoption of rules). Except for extraordinary meetings, written notice is given seven days in advance; resolutions require the attendance of a majority of the Directors or Supervisors and the agreement of a majority of those present.

Article 29: Directors and Supervisors must attend Board meetings in person; a Director or Supervisor absent without reason from two consecutive meetings is deemed to have resigned.

Chapter 5 — Finance and Accounting

Article 30: The Federation's income comes from an entrance fee of NT$5,000; annual fees of NT$500 for each member of a member club, counted as of October each year and collected by the member clubs; project fees; member donations; commissioned income; funds and their interest; and other income.

Article 31: The Federation's financial year is the calendar year, from 1 January to 31 December.

Article 32: Two months before each year begins, the Board of Directors prepares the annual work plan, budget and staff salary table for approval by the General Assembly (or, if the Assembly cannot meet in time, by a joint meeting of the Boards) and files them with the competent authority before the year begins. Within two months after the year ends, the Board of Directors prepares the annual work report, final accounts, cash statement, balance sheet, property list and fund statement; the Board of Supervisors audits them and returns an audit opinion; they are then approved by the General Assembly and filed with the competent authority by the end of March.

Article 33: On dissolution, the Federation's remaining property belongs to the local government of its seat or to an organisation designated by the competent authority.

Chapter 6 — Supplementary Provisions

Article 34: Matters not provided for in this Charter are handled according to the Federation's rules on internal organisation, and otherwise according to the relevant laws and regulations.

Article 35: This Charter and its amendments take effect after approval by the General Assembly and filing with the competent authority.

Article 36: Adoption and amendments: adopted at the second Board of Directors meeting of the first term on 15 September 1995; filed with the Ministry of the Interior by letter Tai (84) Nei-She-Zi No. 8425528 of 2 October 1995; amended for the first time at the fourth General Assembly on 20 March 1998; for the second time at the twelfth General Assembly on 13 November 2005; for the third time at the fourteenth General Assembly on 4 November 2007; for the fourth time at the nineteenth General Assembly on 4 November 2012; for the fifth time at the twenty-first General Assembly on 2 November 2014; and for the sixth time at the twenty-eighth General Assembly on 6 November 2021.

Purpose, Mission, Vision and Core Values

IMC Purpose

1. To promote friendship among people in business and industry and build a spirit of mutual help and cooperation.

2. To study and learn about the problems of business operation and management.

3. To develop sound character and leadership, assist the work of the YMCA and support social welfare.

IMC Mission

1. To develop business leaders, strengthen research, development and innovation, and raise the international competitiveness of enterprises.

2. To set an example of happy families and build a harmonious society.

IMC Vision

To be the international business organisation of first choice.

Core Values

Care, learning, integrity, respect, responsibility and dedication.

The purpose, mission and vision surround the core values. (First revised 7 April 2012)