Tokyo PC Users Group Constitution

The Constitution of The Tokyo PC Users Group

ARTICLE I: NAME

The name of the organization shall be the "Tokyo PC Users Group" hereinafter called the "TPC."

ARTICLE II: OBJECTIVES

The objectives of Tokyo PC shall be:

To provide a both online and offline forum where individuals who have an interest in personal computing can meet and exchange information.
To improve and foster the knowledge of members about computers and computer applications.

ARTICLE III: MEMBERSHIP

A Member shall be an individual in good standing as required by the articles of this Constitution and the applicable Bylaws. Membership shall be available to all individuals and companies interested in promoting the objectives of TPC.
Categories of Membership shall be as follows:
1. Full
2. Honorary. (An individual granted Membership by a majority vote of the Executive Board. The term of the Honorary Membership shall be at the discretion of the Executive Board.)
3. Company. (A company engaged in business in Japan. The company may designate up to three of its employees to participate in TPC activities. Membership under the company category will beThe officers of Tokyo PC shall be the President, the Vice-President, and the Treasurer. The term of office shall be from 1 November to 31 October of the following year. An elected term shall not exceed one year, but any officer may serve more than one term consecutively if reelected according to provisions of this Constitution. fully transferable among employees of the company holding the membership.)
All Membership categories except for Company shall have full voting privileges. A Company Membership shall entitle the company to only one vote, to be exercised by the designated company representative. An Honorary Member may also hold Full or Associate Membership status simultaneously should full voting privileges be desired.
The Membership Year shall be 12 months starting from the 1st of the month (called the anniversary date) in which the individual joins and terminating on the last day of the preceding month one year later.
Subject to the conditions specified in the bylaws, nonmembers may participate in designated TPC activities and avail themselves of selected services provided by TPC.

ARTICLE IV: OFFICERS AND EXECUTIVE BOARD

The officers of Tokyo PC shall be the President, the Vice-President, and the Treasurer. The term of office shall be from 1 November to 31 October of the following year. An elected term shall not exceed one year, but any officer may serve more than one term consecutively if reelected according to provisions of this Constitution.
The Executive Board shall consist of the officers, the appointed positions listed in Section 4, and the immediate past president, acting as an ex officio member. The Executive Board shall conduct the affairs of TPC and act in its name. A quorum shall consist of two elected officers and the immediate past president.
The Executive Board shall fill any vacancies among the officers that may occur during the Membership term.
The Executive officers shall appoint a Webmaster, Publicity Officer, Programs Director, Reviews Editor, SIG Coordinator and Workshop Coordinator as needed.
The Executive Board shall create and disband committees and appointed positions as it deems necessary in order to fulfill the objectives of the TPC or assist its operations.
All actions taken by the Executive Board are subject to challenge by any voting member at any general meeting of members and may be overturned by a two-thirds vote of voting members present.
All members of the Executive Board as defined in Sections 1, 4 and 5 of this Article shall have a vote. All others attending Executive Board meetings shall not have a vote. Those who are absent may give their written proxy to any Member of the TPC who is attending, as long as no Member holds more than one proxy.

ARTICLE V: ANNUAL GENERAL MEETING

TPC shall hold an Annual General Meeting in October each year, coinciding with the regular general meeting, for the business of electing officers, and consideration of any other matters as necessary. All Members shall receive due notice of the meeting.
If, in the opinion of the Executive Board, it is not possible to hold the Annual General Meeting in October, then it shall be held as soon as possible thereafter and shall be deemed to have been held in October.

ARTICLE VI: PROXIES

At any time, a Voting Member with written authority from another Member may act as proxy for that one other Member only.
At any time, Voting Members may send to the President their written proxies specifying their votes if they cannot attend a meeting. Such proxy votes received before the meeting is held will be counted as if the Voting Member were in attendance and voting in person.

ARTICLE VII: FINANCES

The TPC is a non-profit organization. However, it may accept donations from businesses, associations, or agencies which may wish to further the Group's objectives. Such contributions shall not be binding in any way upon any aspect of the TPC's activities or operations.
Membership fees shall be assigned in the Bylaws.

ARTICLE VIII: DISSOLUTION

Ten percent of the Voting Members, by petition to the Executive Board, may call for the dissolution of The TPC. Due notice shall be given to all Members within three weeks of receipt of the petition. To become effective, the proposal must be approved by a two-thirds vote of all Voting Members of the TPC present at a General Meeting to be held within three months of receipt of the petition.

ARTICLE IX: BYLAWS

Matters required by the articles to this Constitution and any other procedural matters shall be set forth in the Bylaws which form part of this document.

ARTICLE X: AMENDMENTS

The Executive Board, or five percent of the Voting Members, by petition to the Executive Board, may propose amendments to this Constitution which shall be distributed to the Members before any general meeting and voted upon at the subsequent general meeting.

All Members shall be notified of the proposed amendment in advance of the meeting at which the vote will be taken. An amendment shall become effective if approved by a two-thirds majority of the total votes cast by voting Members present at any general Meeting and Members voting by proxy. The Members present shall constitute a quorum.