Articles of
Global Talentrepreneur Innovation and Collaboration Association
Chapter I. General Provisions
Chapter I Chapter II Chapter III Chapter IV Chapter V Chapter VI
Article 1. The name of the Association is“Global Talentrepreneur Innovation &
Collaboration Association”
Article 2. This Association is a non-profit marking social organization incorporated
pursuant to laws.
The purpose for which this Association is incorporated is:
To establish a multi-territorial and multi-national interactive network
system and form a knowledge service platform for creation and start-
up, in order to help the industrial, governmental, academic and
research circles attain top-level goals in the area of creation and
start-up.
Article 3. The organizational area of this Association includes the administrative districts
throughout the nation.
Article 4. This association is situated at the location where the competent
authority is situated and may establish branches upon the competent
authorities' approval .
The organizational rules of the branches referred to in the preceding
paragraph shall be defined by the board of directors and enforced
upon the competent authoritys approval.
The establishment and change of the addresses of this Association
and branches shall be subject to the competent authority's approval.
Where it is necessary to incorporate off-shore branches, the relevant
organizational rules shall be defined by the board of directors and
enforced upon the competent authority's approval.
Article 5. The missions of this Association are:
(1) To hold multi-territorial and multi-national summit forums and
symposiums and to accelerate formation and foundation of the
policies about creation and start-up, in order to build the
cooperative system between locals and foreigners.
(2) To promote the various creation and start-up activities with
respect to websites, education, products, fairs and contests and
to develop multi-purpose learning opportunities, in order to form
a knowledge service platform for creation and start-up.
(3) To facilitate research and promotion of new products, new
business and multi-national business models, in order to help the
industrial, governmental, academic and research circles to attain
top levels in the area of creation and start-up.
(4) Other matters related to the purpose and missions defined in these
Articles.
Article 6. The competent authority governing this Association shall be the
Ministry of Interior. The competent authorities in charge of the object
business shall be the Ministry of Economic Affairs and Ministry of
Education. The object business of this Association shall be subject
to the guidance and supervision of the competent authorities in
charge of the business.
Chapter II. Members
Article 7. Members of this Association can be classified into the following nine types:
‧Individual Members:The Individual
The individual members shall consist of persons who agree with the purpose of this association at the age of more than 20 years old with the education degree of college or working seniority of more than five years. The entrance fee is NT$3,000 per person. It is necessary to pay the annual fee, NT$3,000, per year.
‧Social Education Members:
The social education members shall consist of schools which agree with the purpose of this association, or non-profit-making organizations recommended by members, all of which shall be subject to the review and approval of the board of directors. It is necessary to pay the entrance fee, NT$10,000, and the annual fee, NT$10,000, per year.
‧Commercial Members:
The commercial members shall consist of small and medium enterprises which agree with the purpose of this association. The commercial member shall nominate one representative to exercise the member’s rights on behalf of it. It is necessary to pay the entrance fee, NT$10,000, and the annual fee, NT$10,000, per year.
‧Group Members:
The group members shall consist of organizations or groups which agree with the purpose of this association. The group member shall nominate one representative to exercise the member’s rights on behalf of it. It is necessary to pay the entrance fee, NT$50,000, and the annual fee, NT$50,000, per year
‧Outstanding Members:
The outstanding members shall consist of individual members or group members who agree with the purpose of this association and have donated more than NT$300,000. Such members may “guide”, “sponsor”, “co-sponsor”, "co-initiate” or “initiate” activities upon the approval of the board of directors.
‧Honorable Members:
The honorable members shall consist of individuals, public/private organizations or groups who/which agree with the purpose of this association and have enthusiastically recommended, contributed to, sponsored or handled the activities related to this association’s affairs, and donated more than NT$1,000,000. Such members may “guide”, “sponsor”, “co-sponsor”, “co-initiate” or “initiate” activities upon the approval of the board of directors.
‧Social Work Members:
The social work members shall consist of individuals, who agree with the purpose of this association, once joined and was in the service of any innovation, entrepreneurial related activities and also having the recommendation from other members. The social work members can constitute committee under the authority of the compendium, inspect and learn, and serve for the activities of association as volunteer as the main ways of involvement. It is necessary to pay the entrance fee, NT$500, and the annual fee, NT$500, per year.
‧Youth Members:
The youth members shall mainly consist of associate members, who will be able to gain further membership only by the recommendation from other members. The youth members can constitute committee under the authority of the compendium, inspect and learn, and serve for the activities of association as volunteer as the main ways of involvement. Every youth activities driven by the association will take youth members as top priorities for attendant selection. It is necessary to pay the entrance fee, NT$500, and the annual fee, NT$500, per year.
‧Associate members:
The associate members shall consist of students agree with the purpose of this Association. Once applied for joining any innovation and entrepreneurial related activities, or have graduated for no more than five years and also having the recommendation from our members. The main way of involvement of associate members is to inspect and learn, and serve for the activities of association as volunteer.
All of the said members shall submit filled-out application forms when applying for the membership and pay the membership fees upon approval of the board of directors. Group and social education members shall nominate representatives to exercise the membership on behalf of them.
Article 8. Members (members representatives) have the rights to vote, elect,
be elected and impeach. Each member (members representative)
represents one right.
None of the rights referred to in the preceding paragraph is
conferred to outstanding members, honorable members and
standard members.
Article 9. Members shall be obligated to comply with these Articles and this
Association's resolutions and to pay the membership fees, and shall
participate in at least one commission engaged in promoting this
Association's affairs and assume responsibility for volunteers in one
activity.
Where members fail to pay the membership fees or participate in the
commission and activity pursuant to these Articles for two
consecutive years, they shall be deemed withdrawing from this
Association automatically.
Article 10. Where members (members' representatives) violate any laws or
these Articles, or fail to comply with resolutions made by the
members' meeting, the board of directors may resolve to punish
the members with warning or suspension of rights. Where the
violation or failure endangers the Association materially, the
members may be dismissed subject to resolution of the
members' meeting.
Article 11. In either of the following circumstances, members shall be deemed
withdrawing from this Association:
‧Who forfeit the membership.
‧Who are dismissed subject to the resolution of the members'
meeting.
Article 12. Members may declare withdrawal from this Association in writing
to the Association.
Chapter III. Organization and Authority
Article 13. The members' meeting shall be the highest ranking authority of this
Association. In the event of members (members' representatives)
surpassing 300 persons, the members' representatives shall be
nominated subject to the zoning proportion, and then the meeting of
members' representatives shall be held to enable members to
exercise rights. The tenure of office for members' representatives
shall be three years. The quorum and election rules thereof shall be
defined by the board of directors and enforced upon approval of
the competent authority.
Article 14. The authority of members (members' representatives) exercisable
in this Association is as following:
1. Defining and altering these Articles;
2. Electing and impeaching directors/supervisors;
3. Resolving the amount and payment terms of entrance fees,
annual fees, business fees and members' donations.
4. Resolving annual working plan, report and budget, final account.
5. Resolving dismissal of members (members' representatives).
6. Resolving disposition of property.
7. Resolving dissolution of this Association.
8. Resolving other material matters related to members' rights and
obligations.
The scope of the material matters referred to in the sub-paragraph
8 shall be defined by the board of directors.
Article 15. There are 15 directors and 5 supervisors in this Association, all of
whom are elected by members (members' representatives). This
Association establishes the board of directors and board of
supervisors respectively. When directors and supervisors referred
to in the preceding paragraph are elected, 3 alternate directors
and 1 alternate supervisor shall be elected subject to the vote
count concurrently. Where any director/supervisor position falls
vacant, the alternate director/supervisor shall fill the vacant
position in order.
Article 16. The authority of board of directors is as following:
1. Evaluating the qualification of members(members' representatives).
2. Electing and impeaching standing directors/chairman of the
board of directors;
3. Resolving resignation of directors, standing directors and
chairman of the board of directors.
4. Employment and dismissal of working staff.
5. Drafting annual working plan, report and budget, final account.
6. Other tasks to be executed.
Article 17. There are 5 standing directors in the board of directors, all of
whom are elected among the directors. Directors shall elect one of
the standing directors as the chairman of the board of directors and
two as the vice chairman of the board of directors.
The chairman of the board of directors shall govern the affairs of
this Association internally and represent this Association externally,
and assume the chairpersonship of the members' meeting and
board of directors.
Where the chairman fails to perform his/her job duty with due cause,
he/she shall appoint a standing director to be his/her proxy, or if the
chairman fails to appoint or it is impossible for the chairman to
appoint a standing director, the proxy shall be elected among the
standing directors.
Where the chairman or standing director position falls vacant, he/she
shall be re-elected within one month.
Article 18. The authority of the board of supervisors is as following:
1. Supervising implementation of tasks of the board of directors.
2. Auditing yearly final account.
3. Electing and impeaching standing supervisors.
4. Resolving resignation of supervisors and standing supervisors.
5. Other matters to be supervised.
Article 19. There is one standing supervisor on the board of supervisors, who
is elected among the supervisors and responsible for supervising
this Association's routine affairs, and shall assume the chairperson
of the board of supervisors.
Where the standing supervisor fails to perform his/her job duty,
he/she shall appoint one supervisor to be his/her proxy, or if the
standing supervisor fails to appoint or it is impossible for the
standing supervisor to appoint a proxy, the proxy shall be elected
among the supervisors.
Where the position of chairperson of the board of supervisors (standing
supervisors) falls vacant the chairperson shall be re-elected within one month.
Article 20. Directors and supervisors shall serve without paying and be eligible
for re-election, whose term of office shall be three years, provided
that the chairman shall be eligible for re-election only once. The
term of office of directors and supervisors shall commence from
the date when 1st directors' meeting during the term takes place.
Article 21. In any of the following circumstances, directors/supervisors shall
be dismissed immediately:
1. Who forfeit the membership as members (members' representatives).
2. Whose resignation that is approved subject to resolution of the
board of directors or the board of supervisors.
3. Who are impeached or terminated.
4. Whose suspension of rights that prolongs more than 50% of
his/her term of office.
Article 22. There is one secretary-general in this Association, together with
certain working staff, responsible for dealing with this
Association's affairs according to the chairman's order, all of whom
shall be nominated by the chairman and employed/dismissed
subject to the resolution of the board of directors and recorded at
the competent authority, provided that the termination of the
secretary-general shall be approved by the competent authority.
The staff position referred to in the preceding paragraph shall not
be assumed by directors/supervisors.
The job responsibility and levels of the working staff shall be
defined by the board of directors separately.
Article 23. This Association may establish a variety of commissions,
task forces or other internal operational organizations. The
organizational rules there of shall be enforced upon approval of the
board of directors. The same shall apply to the amendments to the
rules.
Article 24. The board of directors may appoint one honorary chairman and
certain honorary directors/advisors for this Association. The term
of office of such chairman and directors/advisors is the same as
that of directors/supervisors.
Chapter IV. Meeting
Article 25. There are two kinds of members' (members' representatives)
meetings, namely general meeting and provisional meeting, which
are called by the chairman. Except the provisional meetings held
for urgent cases, the meetings shall be informed in writing 15 days
ago.
The general meeting shall be held once per year. The provisional
meeting shall be held when the board of directors deems it
necessary, or upon the request of more than one-tenth of members
(members' representatives), or upon the written request of the
board of supervisors.
Article 26. Where any member (member's representative) fails to attend the
members' meeting, he/she may appoint another member
(member's representative) in writing to be his/her proxy. Each
member (member's representative) may represent one person only.
Article 27. The resolution of a members' (members' representatives) meeting
shall be passed by a majority of votes where the meeting is
attended by a majority of all members (members' representatives),
provided that the following resolution shall be passed by two-thirds
of votes of the attending members:
1. Defining and change of these Articles
2. Dismissal of members (members' representatives)
3. Impeach of directors/supervisors
4. Disposition of property
5. Dissolution of this Association
6. Other material matters related to members' rights and obligations
Upon this Association's registration of incorporation, any alternation
to these Articles shall be made subject to the consent of more than
three-fourths of the attending members or the written agreement of
more than two-thirds of all members.
The dissolution of this Association shall be carried out upon
approval of more than two-thirds of all members.
Article 28. The directors' meeting shall be held once every six months and
supervisors' meeting also once every six months. If necessary, the
joint meeting or provisional meeting may be held.
Except for the provisional meeting, the meetings referred to in the
preceding paragraph shall be informed in writing seven days ago.
The resolution of the meetings shall be passed by a majority of the
attending directors/supervisors if the meetings are attended by a
majority of all directors/supervisors.
Article 29. Directors shall attend the directors' meeting personally.
Supervisors shall attend the supervisors' meeting personally. No
proxies may be appointed to attend the directors' meeting or the
supervisors' meeting. Where any director/supervisor fails to attend
the directors' meeting/supervisors' meeting consecutively for twice
without due cause, he/she shall be deemed as resigning, whose
vacancy shall be filled by an alternate director/supervisor.
Chapter V. Budget and Accounting
Article 30. The source funds of this Association is as following:
(1) Membership fees: including entrance fee and annual fee
NT$3,000 for entrance fee per individual member; NT$3,000
for annual fee per member
NT$50,000 for entrance fee per group member; NT$50,000
for annual fee per member
NT$10,000 for entrance per social education member;
NT$10,000 for annual fee per member
(2) Membership fee of outstanding member: Donation, sponsorship
or handling of activities related to this Association's affairs,
totaling NT$300,000.
(3) Membership fee of honorary member: donation, sponsorship or
handeling of activities related to this Association's affairs,
totaling NT$1,000,000.
(4) Members' donation
(5) Funds and accrued interest
(6) Gain on consignment
(7) Other income
Article 31. The fiscal year of this Association shall be subject to the Julian
calendar, commencing from January 1 to December 31 per year.
Article 32. This Association shall have the board of directors prepare the
annual working plan, revenue & expenditure budget and payroll
two months prior to the commencement of each fiscal year for the
approval of the members' meeting (where the members' meeting
is not held on time with due cause, they shall be subject to the
resolution of the directors and supervisors' joint meeting), and
then submit them to the competent authority for review and
approval prior to the commencement of each fiscal year. The
board of directors shall also prepare the annual work report, final
statement for revenue and expenditure, cash flow statement,
balance sheet, catalogue of property and statement for revenue
and expenditure of funds within two months upon conclusion of
the fiscal year for the approval of the supervisors' meeting, and
then produce the auditing report to be submitted to the board of
directors and subject to the resolution of the members' meeting,
and finally submit the report to the competent authority for
approval before the end of March (where the members' meeting
is not held on time, the report shall be submitted to the competent
authority first).
Article 33. Upon dissolution of this Association, its residual property shall vest
in the local autonomous group situated in the location of the
property or the organization designated by the competent authority.
Chapter VI. By-laws
Article 34. Other matters not provided in these Articles shall be subject to the
relevant laws and regulations.
Article 35. These Articles shall be enforced upon approval of the competent authority
after being resolved in the members' (members' representatives) meeting.
The same shall apply where these Articles are amended.
Article 36. These Articles have passed the first members' meeting of first
term held on 2006, day of January, 12th.
These Articles are approved by the Ministry of Interior via its
official letter under Tai-Nei-She-Tze No. 0950043684 .
Note: These Articles specify the members' meeting resolving these Articles,
and date/term of the meeting, and date and reference number of the
official letter of the Ministry of Interior.