Chapter 1: General Rules

(Name)
Article 1   The name of this society shall be the Japan Society of Quality Assurance JSQA).

(Purpose)
Article 2　The purpose of this society is to raise and develop the knowledge and technical know-how of those involved with quality and reliability assurance for medicines, agricultural chemicals, chemical substances, food items, medical devices, veterinary drugs, and feed additives, among others. 

(Activities)
Article 3　This society shall perform the following activities to accomplish the contents of the aforementioned articles. One activity period is equivalent to two years.

1. Research related to quality and reliability assurance.
2. Issuance of materials based on collected information and research results.
3. Holding of conference and seminars, etc.
4. Association with concerned government authorities and interested organizations.
5. Collecting information from concerned government agencies and providing information to society members. 
6. Association with concerned overseas organizations, collection of overseas information, and providing information to society members.
7. Other matters necessary for this society to achieve its objectives.

(Organizational structure)
Article 4   This society shall establish a board of directors, a committee, and a secretariat’s office to ensure smooth business operations.

2  This society shall establish divisions to ensure the smooth operation of study group activities.

3  This society shall establish special divisions to ensure that new study group activities are implemented in earnest. 

(Secretariat’s office)
Article 5   The operation of the secretariat’s office shall be controlled by the secretariat’s office director.

2  The director shall conduct office activities based on direction provided by the board of directors.

3  The office shall handle the society’s general affairs, publications, and accounting, as well as plan and promote the society’s activities and act as liaison for public relations.

4  The office shall be able to place officials to take charge of each office duty as necessary to ensure the efficient implementation of these activities. 
 

Chapter 2: Society Members

(Members)
Article 6   Society members shall consist of persons involved with conducting quality and reliability assurance, and persons who are interested in this field.

2　Society members shall consist of corporate members corporate representatives and general corporate members), individual members, special members, and honorary members.

3  Corporate members shall be affiliated to corporations, which have paid society support fees. One corporate representative shall be appointed for each division and special division toward which society support fees have been paid.General corporate members shall be those persons who do not meet the above criteria.

4  Individual members shall be those who find it difficult to become a corporate member such as persons affiliated with a university, overseas applicants, and former society members who have retired from corporations, among others.

5  As special committee members shall seek counsel as to the society’s activities, special members shall be commissioned by the president after a convening of the board of directors.

6  Honorary members shall be those who have made significant achievements toward the development of this society, who are recommended by the board of directors and whose appointment is approved at a general meeting.

7  Persons possessing voting rights at general meetings shall be corporate representatives.

(Admission)
Article 7   Corporate corporate representatives) and individual members who wish to receive admission into this society must apply to each respective division they wish admission into, and must receive approval by the board of directors. 

2  General corporate members from approved corporations who wish admission into this society must receive approval from corporate representative members.

(Membership fees)
Article 8   Members must pay society support fees and individual fees as annual membership fees.

2  Corporations shall pay society support fees for each division and special division.

3  Corporate members representative and general members) shall pay individual fees for each division and special division.

4  Honorary members and special committee members shall be exempt from paying membership fees.

5  A president who was not selected from among society members is exempt from paying membership fees.

(Withdrawal from membership)
Article 9   If a member wishes to withdraw from membership or loses his/her rights to be a member, this person must submit a notification of membership change/withdrawal.

2  If a member does not pay the year’s membership fees within that year, this person shall be considered to have withdrawn from membership.

Chapter 3:　Board Members and Auditors

(Composition of Board member)
Article 10   Board members are made up from the following members:

1. President:                                1 person
2. Division director:                     1 person for each division
3. Associate Division Director:     1 person for each division
4. Other board members:              not exceeding 3 members for each division

(Selection of board members)
Article 11   Board members are selected from among corporate members and individual members affiliated to the subject division.
　A prescribed number 2-5 members) of board members determined by each division are selected from among candidates at each division through voting by corporate representative members. However, voting shall not be conducted if the number of candidates is equivalent to the prescribed number of board members. The elected division board members shall then elect one division director and one Associate Division Director through a mutual vote and the results shall be reported at a general meeting.
　 Board members shall promote the smooth business operations of this society through board of directors, committee, and division steering committee meetings.

2   The president shall be elected by one of the following procedures and approved at a general meeting.

1. If elected from among board members, a mutual vote by board members shall be conducted. In this case, if necessary, alternate members shall be appointed at the division steering committee meeting if there is a vacancy of board members.
2. If the president is not to be selected from among society members, the board of directors shall select candidates for president. 

(President)
Article 12   The president shall represent this society and oversee the activities of this society. 

(Vice-president)
Article 13   The vice-president shall assist the president and act on behalf of the president when necessary.

2   The division director shall hold a concurrent post of vice-president. 

(Term of office of board members)
Article 14   The term of office of board members shall be two years, although board members may be re-appointed for two consecutive terms. 

2   If there is a vacancy in board members, alternate members shall be appointed at the division steering committee meeting, if necessary. However, the term of office of the alternate member shall be for the remaining period of the person he/she is replacing. If the remaining term exceeds one year, the period shall be regarded as one term.

3  Although the term of office for a president who was not selected from among society members shall be for one term of two years, it shall be possible to re-appoint him/her irrespective of the provisions in the first clause of this article.

(Auditors)
Article 15   The board of directors shall select one auditor from each division and report the results at a general meeting.
　The auditors shall inspect the activities of this society.

2   If there is an insufficiency in auditors, an alternate shall be appointed at the division steering committee meeting. However, the term of office of this alternate auditor shall be for the remaining period of the auditor he/she is replacing. If the remaining period exceeds one year, the period shall be for one term.

3   Although the auditor’s term of office shall be for one term of two years, the auditor may be re-appointed consecutively for up to two terms. 

Chapter 4: Meetings

(General meetings)
Article 16   General meetings shall be comprised of corporate representative members and convened by the president.

2   General meetings shall take the form of regular general meetings and extraordinary general meetings. 

3  Regular general meetings shall be held once annually.

4  Extraordinary general meetings shall be convened by the president as required.

5  General meetings shall resolve the following matters:

1. Activity plan and budget
2. Activity report and financial closing
3. Changes in society rules
4. Revision in society membership fees
5. Dissolution of meetings
6. Other important matters relating to the above

6  The general meeting shall be chaired by the president or a person appointed by the president.

7  General meetings shall be effective with attendance by more than half of the corporate representatives.  However, if a corporate representative may not attend, his/her attendance may be substituted with a power of attorney letter.

8  Excepting situations stipulated in a separate article, agenda items at general meetings shall be resolved if the majority of the corporate representatives and general corporate members designated as agents of corporate representatives in attendance vote in favor of or against an agenda item.

(Board of directors)
Article 17   The board of directors shall consist of the president, division directors, Associate Division Directors, and other board members.

2  Voting rights shall be possessed by the president and the division directors and Associate Division Directors of each division. 

3  Board of directors meetings shall be convened by the president and held four times a year or more.

4  Board of directors meetings shall be effective when 2/3 or more of the board members possessing voting rights are in attendance, and when at least one board member possessing voting rights from each division is in attendance.

5  If a board member possessing voting rights is absent, the absent board member may appoint a proxy from among the division board members. However, the voting rights of a proxy for the president shall not be recognized.

6  The board of directors shall vote to resolve the following items, apart from items designated in a separate article:

1. Measures to be submitted at general meetings
2. Presidents and vice-presidents for each committee
3. Proposal items for each committee
4. Drafting, amendment, and abolition of rules necessary for the operation of society activities.
5. Items relating to the execution of society activities.
6. Other items deemed necessary by the president.

7  Resolutions at board of directors meetings require the majority of approvals from attendees possessing voting rights.

8 Auditors may attend board of directors meetings and express opinions.

9   Depending on the necessity of agenda items, the board of directors may seek attendance by honorary members, special committee members, committee presidents, special division representatives, and director of the secretariat’s office, among others.

Chapter 5: Committees, divisions, subcommittees, and research topic groups

(Committees)
Article 18   The board of directors shall establish standing committees to ensure the effective achievement of objectives, and the smooth and efficient operation of this society. 

1. General Affairs Committee
2. Financial Committee
3. Publication Committee
4. Events Committee
5. Education Committee
6. International Affairs committee
7. Information Committee

2   Standing committee activities shall be reported to the board of directors and approval must be received.

3   The board of directors may establish ad hoc committees to resolve specific problems. The ad hoc committees must report on their investigative results to the board of directors and receive its approval. 

(Divisions, special divisions, and subcommittees)
Article 19   In order to efficiently promote and manage research into topics, divisions shall establish subcommittees in which research topic groups have been assembled into appropriate units.
　Election of the subcommittee president shall be conducted through mutual voting by subcommittee members.

2   Divisions shall be operated by division steering committees consisting of a division director, a Associate Division Director, other board members, subcommittee president, and topic research group executives. 

3   Special divisions shall be established by the board of directors, and shall be repositioned to a permanent division upon receipt of approval at general meetings according to its achievements.

4   In conformity with divisions, special divisions shall elect a special division director, vice-director, other board members, and a subcommittee president, and they will be operated by special division steering committees including the research topic group executives.

(Research topic group)
Article 20  Research topics shall be established for study groups, which is the purpose of this society. Research topic groups shall be established for each topic.

2  Research topics shall be established at division steering committee meetings and shall be approved by the board of directors. 

3   Groups may be established to respond to research topics, which cross-cut divisions or subcommittees, or in response to specific topics.

Chapter 6:　Accounting

(Accounting)
Article 21  The expenses required to operate this society shall be paid for with annual membership fees, extraordinary membership fees, contributions and other income.

(Fiscal year and activity period)
Article 22  The fiscal year of this society shall start on April 1st and end on March 31st of the following year. However, the activity period shall be for 2 years.

(Activity plan and budget)
Article 23  The activity plan of this society and budget shall be drafted after the president convenes a board of director’s meeting. They must receive approval at a general meeting.

(Activity report and closing of accounts)
Article 24  The activity report of this society and closing of accounts are drafted after the president convenes a board of director’s meeting. They must receive approval at a general meeting. 

Chapter 7:　Changes in Society Rules and Dissolution

(Changes in society rules)
Article 25  In order to change society rules, there must be consent by at least 2/3 of corporate representative members in attendance at a general meeting.

(Dissolution)
Article 26  In order to dissolve this society, there must be consent by at least 3/4 of corporate representative members in attendance at a general meeting.

Chapter 8:　 Miscellaneous Rules

(Miscellaneous rules)
Article 27   Various provisions are established relating to the details of the society’s business operations.

2  Various regulations are determined at a board of directors meeting convened by the president.

　Supplementary provision 1: enacted February 6, 1992
　Supplementary provision 2: enacted March 4, 1993
   Supplementary provision 3: enacted March 15, 1994
   Supplementary provision 4: enacted March 2, 1995
   Supplementary provision 5: enacted February 29, 1996
   Supplementary provision 6: enacted March 19, 1998
   Supplementary provision 7: enacted June 3, 1999
   Supplementary provision 8: enacted March 15, 2000
   Supplementary provision 9: enacted May 31, 2001
   Supplementary provision 10: enacted May 31, 2002
   Supplementary provision 11: enacted June 2, 2005
   Supplementary provision 12: enacted May 31, 2007