The Association’s Articles of Incorporation
ALP’s Articles of Incorporation
Chapter One General Provisions
- Article 1 The name of the Association is Association of Language Providers (Hereinafter referred to as The Association)
- Article 2 The Association is a non-profit organization established under the law to engage in the practical work of translation and interpretation in international industries for the purpose of improving the quality of Taiwan’s related international industrialized services.
- Article 3 The Association is a national organization not limited to a specific area. It is necessary to set up the organization according to law, the name of which is “City Association” or “County (City) Association”
- Article 4 The Association’s meetings shall take place where the competent authorities are located. It is necessary to get approval from the competent authorities to set up a branch office. The organizational structure of the aforementioned branch office shall be prepared by the board of directors and then submitted to the competent authorities for approval. Changes to the location of the meeting place and the address of the branch office shall be reported to the competent authorities for verification.
- Article 5 The Association’s Missions are as follows：
- Expand translation and interpretation services in international industries to improve the quality of related professional international industrialization services.
- Promote the exchange of information and coordination of communication between international and domestic industries and translators to satisfy the needs of industrial globalization.
- Promote international industrialization and exchange of cross-industry information and provide a business platform for business groups and related government agencies to increase international business exchanges and mutual cooperation and coordination.
- Organize various translation and interpretation certification examinations for international industries and talent cultivation programs for international enterprises.
- Article 6 The Association’s competent authority is the internal department. Its main order of business shall be instructed and supervised by the competent authority.
Chapter Two Members
- Article Seven Membership requirements are as follows：
- Individual (General) Membership: Individuals who endorse the objectives of the Association, are at least twenty years of age and are concerned about translation, interpreting and other related affairs of international industries. You will become an individual member after applying for membership, getting approval from the board of directors and paying the membership fee.
- Corporate Membership: Public or private institutions or groups (legal) who endorse the objectives of the Association. You will become a group member after applying for membership, getting approval from the board of directors and paying the membership fee. group members shall appoint two members to exercise the rights of the members.
- Sponsor Membership: The Board shall grant sponsor membership to those who provide the Association with financial assistance.
- Article Eight Members (Member Representatives) have the right to vote, be elected and dismiss. Every member (member representative) has the right whereas sponsor members do not have the aforementioned rights.
- Article Nine Members have the obligation to comply with the Association’s Articles of Incorporation, resolutions and membership dues.
- Article Ten Members (Member Representatives) who violate the laws and regulations and the Articles of Incorporation or do not comply with the Assembly’s resolutions shall be given a warning or have their powers suspended. Those who bring harm to the organization shall have their membership revoked after the Assembly’s resolutions.
- Article Eleven Loss of membership or dismissal from the Association calls for an immediate meeting.
- Article Twelve Members who wish to withdraw from the Association shall express their reason in writing.
Chapter Three Organization and Authorities
- Article Thirteen The Association’s Assembly holds the highest authority. When the membership count exceeds three hundred, the Association shall elect representatives according to different regions. The Representative Assembly shall then be convened to exercise the authority of the Assembly. The tenure of representatives is four years. The member count and election methods shall be prepared by the board of directors and reported to the competent authorities for verification.
- Article Fourteen The Authorities of the Assembly are as follows:
- Draft and amend the Articles of Incorporation
- Elect and dismiss directors and supervisors
- Resolve the amounts and methods of initial membership fees, annual membership fees, business expenses and membership donations
- Resolve annual work schedules, reports and budgets and financial statements.
- Resolve issues of membership revocation
- Resolve assets conflicts
- Resolve the dissolution of the Association
- Resolve other significant matters related to the rights and obligations of its members
The scope of the aforementioned item eight shall be determined by the board of directors.
- Article Fifteen The Association has nine directors and three supervisors. The members (member representatives) shall recommend directors and supervisors separately. When electing directors and supervisors, depending on the vote count situation it is necessary to elect three directors and one supervisor as proxies at the same time. In the event that a director or supervisor is unavailable, proxies shall fill the spot in sequential order.
- Article Sixteen The Authorities of Board of Directors are as follows：
- Approve member (member representative) requirements
- Elect and dismiss managing director and chairman
- Resolve resignations of directors, managing directors and chairman
- Hire staff
- Prepare annual work schedules, reports and budgets and financial statements.
- Other matters that need execution
- Article Seventeen The board of directors has three managing directors. Directors shall recommend one another, and elect one person from among the managing directors as the chairman. Additionally, the Association shall have two vice chairmen who will be elected from among the managing directors.
The chairman shall represent the Association and supervise its operations, and also serve as the chairman of the board of directors. In the event that the chairman is unable to perform his or her duties, a managing director shall be appointed to stand in his or her place. In the event that an inauguration cannot be made, managing directors shall elect one person from among members to serve.
In the event that the chairman and managing director is unavailable, they shall be re-elected within a month.
- Article Eighteen The Authorities of the Supervisors are as follows：
- Oversee the operations executed by the board of directors
- Review annual financial statements
- Elect and dismiss managing supervisors
- Resolve resignation of supervisors and managing supervisors
- Other matters that need monitoring
- Article Nineteen The board of supervisors has one managing supervisor. Supervisors shall recommend one another and oversee daily operations and serve on the board of supervisors.
In the event that the managing supervisor cannot perform his or her duties, a supervisor shall be appointed. In the event that an inauguration cannot be made, supervisors shall elect one person from among members to serve.
In the event that the chairman of the board of supervisors (managing supervisor) is unavailable, they shall be re-elected within a month.
- Article Twenty Directors and supervisors cannot not give positions, serve a four year term and are eligible for reelection. The chairman is limited to one term in office. The term of office for directors and supervisors shall start from the first day of the board of directors’ first session.
- Article Twenty One If directors and supervisors demonstrate any of the following circumstances below, he or she shall be relieved of his or her duties：
- Those who lose their memberships
- Those who resign from their positions due to the resolutions of the board of directors or board of supervisors
- Those who have been dismissed or have their membership revoked
- Those who have been given a suspension period of more than half a term
- Article Twenty Two The Association has one secretary general that handles the operations of the Association on behalf of the Chairman. Certain other staff members shall be recommended by the Chairman and approved by the board of directors and then reported to the main authority for verification.
Directors and supervisors shall not be held responsible for the aforementioned staff members.
The rights and responsibilities of the staff members will be determined by the board of directors.
- Article Twenty Three The Association shall set up various committees, small groups or other internal organizations. The criterion for these groups shall be approved by the board of directors before implementation. The same holds true for any amendments.
- Article Twenty Four The board of directors shall appoint one honorary chairman, honorary directors and consultants. The tenure of office shall be the same as that of the directors and supervisors.
Chapter Four Meetings
- Article Twenty Five Members (member representatives) shall be divided into two types: general and extraordinary meetings. They shall be convened by the chairman. In the event that a general meeting is unable to be convened due to an emergency, a extraordinary meeting shall be notified in writing fifteen days in advance.
General meetings shall be held once each year. Extraordinary meetings shall be held when deemed necessary by the board of directors, upon request by more than one-fifth of the members or when the board of supervisors submits a letter of request during the meeting.
After the Association’s legal registration, extraordinary meetings shall be held upon request of more than one-tenth of the members (member representatives).
- Article Twenty Six Members (member representatives) who cannot personally attend Assembly meetings shall entrust their representation to other members (member representatives) in writing. Every member (member representative) is limited to one representative.
- Article Twenty Seven Resolutions of the Assembly are passed by affirmative majority vote of more than half of the members in attendance. However, resolutions on the following matters below are passed by affirmative majority vote of more than two-thirds of the members in attendance.
- Establishment and amendments to the Articles of Incorporation
- Member (member representatives) Revocation
- The dismissal of directors and supervisors
- Asset conflicts
- The dissolution of the Association
- Other significant matters related to the rights and obligations of its members
After the Association’s legal registration, amendments to the Articles of Incorporation shall be subject to the written consent of more than three-quarters of the members in attendance or more than two-thirds of all the members.
The dissolution of the Association is permitted with the consent of more than two-thirds of all the members at any given time.
- Article Twenty Eight The board of directors and board of supervisors shall convene a meeting once every three months, and if necessary, a joint or extraordinary meeting may be held. The aforementioned meetings shall be informed in writing seven days in advance and the resolutions are passed by affirmative majority vote of more than half of the members in attendance.
- Article Twenty Nine Directors shall attend the board of directors meetings and supervisors shall attend board of supervisors meetings. The board of directors and board of supervisors cannot entrust their attendance to others. Directors and supervisors who are absent from the board of directors and board of supervisor meetings unexcused twice consecutively shall be deemed to have resigned.
Chapter Five Funding and Accounting
- Article Thirty The Association’s Sources of Funding are as follows：
- Initial Membership Fee: Individual Membership is NTD$1,000 and Group (Legal) Membership is NTD$5,000. Payable when the member initially applies for membership.
- Annual Membership Fees (Yearly Fee): Individual Membership is NTD$800 and Group (Legal) Membership is NTD$4,000. Annual Membership Fee is waived for the first year.
- Business Expenses
- Membership Donation
- Entrusted Earnings
- Capital and Interest
- Other Sources of Income
- Article Thirty One The business year of the Association begins on January 1st and ends of December 31st of each year.
- Article Thirty Two Every year, the Association shall prepare the annual work schedule, statement of income and expenditure and employee wages two months before the start of the business year and submit it to the competent authorities for verification after the board of directors’ approval (If the Assembly fails to convene due to an unavoidable reason, a board of supervisors meeting will be convened first). The Association shall also prepare the annual work report, statement of income and expenditure, cashier statement, balance sheet, and asset schedule and submit it to the board of supervisors for review within two months after the end of the business year. Submissions shall be sent to the board of supervisors for review and then returned to the board of directors for approval by the Assembly and finally submitted to the competent authorities before the end of March for verification. (If the Assembly fails to convene as scheduled, it shall report to the competent authorities first).
- Article Thirty Three Residual assets after the dissolution of the Association shall be signed over to the local self-governing organizations or organization specified by the competent authorities.
Chapter Six Supplementary
- Article Thirty Four Matters not specified in the Articles of Incorporation shall be handled in accordance with the laws and regulations.
- Article Thirty Five The Articles of Incorporation was implemented after getting approval from the Assembly and submitting it to the competent authority for verification. The same holds true for any amendments.
- Article Thirty Six The Articles of Incorporation was approved by the Assembly in the first session on September 30, 2017.
As reported by the internal department on November 24, 2017 in Ri-Tai-Tuan-Zi No. 1060077702 which is available upon request.