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Articles of Incorporation

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Articles of Incorporation
The European Union Studies Association of Korea

Created: Feb 28, 1994

Chapter 1. General

Article 1 (Denomination)

This association shall be called to as the EU Studies Association of Korea(hereinafter referred to as "Association") and notated to The European Union Studies Association of Korea (abbreviated as EUSA-Korea)in English.

Article 2 (Objective)

The Association aims to contribute to academic and national development by promoting understanding of the overall economy of the EU in Korea as well as by promoting economic exchanges and cooperation and contributing to the formation of cooperation on the international stage between Korea and the EU, through the academic and policy studies on the European Union's foreign trade policies, investment conditions and economic policies and trends of the member countries.

Article 3 (Office)

The Association's office shall be located in the Seoul, capital of Korea.

Article 4 (Business)

The Association shall carry out the following business to achieve the purpose of Article 2.
    • 1. 1. A Study on trends of EU economy and economic policy of each member country
    • 2. 2. Consultation on the drafting of the government's strategy for economic cooperation with the EU based on the analysis of the integrated trends of the EU and its impact on non-member countries including Korea.
    • 3. A Study on the expansion of economic cooperation between Korea and EU through the analysis of trade and investment exchange trends between Korea and EU, Policy recommendation and advising based on information on the expansion of economic cooperation between Korea and EU.
    • 4. A detailed review of the EU's foreign trade policy including anti-dumping policy and developing of response strategy, political advice to the government on this issue.
    • 5. Providing the results of the above paragraphs to the members, the government and the general public through publications such as the Journal and the EU-related materials.
    • 6. Spreading the research results by holding academic seminars, policy meetings, symposiums, lectures, and open lectures, etc.
    • 7. Carry out the external research service task in relation to paragraph 1-4.
    • 8. Establishment of information and research network through exchanges with domestic and overseas related societies and related organizations.
    • 9. Other business to achieve the purpose of this Association.

Chapter 2. Member

Article 5 (Composition and Qualification of Members)

Members of this Association consist of regular members, associate members, group members, all life member, honorary members and special members and qualification of each member level is as follows.
  • (1) Regular members
    Regular member is a person who has agreed with the purpose of this Association and is involved in education, research or practice in EU related fields at the university or research institute and who has taken the prescribed procedure.
  • (2)Associate members
    An associate member is a postgraduate student or an employee who is interested in the EU related field and who has been recommended by two or more regular members and has entered by prescribed procedure.
  • (3) Group members
    A group member is an enterprise, an institution or an organization related to the EU who has already entered by the prescribed procedure.
    • ① All life members
      All life member shall be a regular member of the Society who have entered by the prescribed procedure.
    • ② Honorary members and Special members
      This member is a person who has made a great contribution to the development of the Association in favor of the purpose of the Association and who has been recommended by the Standing Board of Directors.

Article 6 (Rights and Obligations of Members)

  • (1) Regular member, group member, and all life member shall be members of the general meeting, and shall have the right to vote, election and voting rights of the general meeting. However, the group member shall be the representative director of the group.
  • (2) Associate members, honorary members and special members may present opinions at the general meeting.
  • (3) Members of this Association shall pay the prescribed dues as determined by the Standing Board of Directors. However, honorary members and special members may be exempted from member dues by resolution of the Standing Board of Directors.

Article 7 (Loss and expulsion of membership)

If the members of this Association fall under any of the following subparagraphs, they may be disqualified or expelled by the resolution of the Standing Board of Directors.
  • 1. In case that a member reports the withdraw in writing
  • 2. In case that member impair the reputation of this Association, do not fulfill its obligations, or fail to comply with its articles of incorporation or other resolutions.

Chapter 3. Officers

Article 8 (Officers)

This Association shall have the following Officers.
  • 1. One chairman
  • 2. One vice-chairman
  • 3. Less than 50 Directors
  • 4. Less than two Auditors

Article 9 (Election and Term of Officers)

  • (1) The chairman, vice-chairman and the auditor shall be elected by the Standing Board of Directors and shall be approved by the General meeting.
  • (2) The directors are divided into standing directors and non-standing directors and the directors shall be elected by the chairman and approved by the general meeting.
  • (3) The term of Officers shall be two years and may be renewed.
    • If vacancy of Officers occurs, it shall be re-elected within 60 days, but if a vacancy occurs within 90 days before the expiration of the term of Officers, it may not be re-elected by resolution of the board of directors.

Article 10 (Duties of officers)

  • (1) The chairman represents this Association and supervise the business of Association.
  • (2) The Vice chairman shall assist the chairman and shall perform his duties in the absence of the chairman.
  • (3) The Vice chairman shall assist the chairman and shall perform his duties in the absence of the chairman.
  • (4) The auditor shall audit the work and property matters and the business execution matters of this Association, report the results of the audits once a year to the General meeting or the Board of Directors, and state opinions to the General meeting and the Board of Directors or the chairman.

Article 11 (Remuneration of officers)

In principle, the officers of this Association shall be unpaid. However, according to the regulations, it is possible to receive travel expenses and other expenses for the execution of public works.

Article 12 (Consultants and Advisors)

The chairman may, with the approval of the Standing Board of Directors, have a number of Consultants and Advisors to be advised of the operations of the Association.

Chapter 4. General Meeting

Article 13 (Composition and Function of General Meeting)

    The General Meeting of this Association shall consist of regular members, group members and all life members, and shall resolve the following matters.
  • 1. Change of Articles of Incorporation
  • 2. Approval and dismissal of officers
  • 3. Approval of business plan
  • 4. Approval of budget and settlement
  • 5. Matters concerning the dissolution of this Association.
  • 6. Any other matters deemed important by the chairman or the board of directors.

Article 14 (Convening of the General Meeting)

  • (1) The general meeting of this Association shall be divided into a regular general meeting and an extraordinary general meeting. The regular general meeting shall be convened once a year, and the extraordinary general meeting shall be convened and executed by the chairman in the following cases.
    • 1. When the chairman deems necessary.
    • 2. When the convening of the meeting is requested by resolution of the board of directors.
    • 3. In case of the request of one third of the members of the general meeting who are registered. (However, when there are requests by majority of members in case of amendment of Articles of Incorporation.)
    • 4. When there is a request by auditors for convening a meeting in accordance with Article 10 (4)./li>
  • (2) The convening of the general meeting shall notify all members in writing of the purpose, date and place of the meeting at least seven days before the meeting.

Article 15 (Quorum of consultation and decision for the general meeting)

  • (1) The general meeting shall decide by a majority of the members attended and the chairman shall decide by himself in case of tie in the vote.
  • (2) Members of the general meeting may exercise their voting rights in writing or by agents.
  • (3) he case of Paragraph 2, the mandator shall be deemed to have attended the General Meeting, and the power of attorney shall be submitted to the Chairman before commencement of the General meeting

Article 16 (Reason for exclusion from the general meeting)

    A Member shall not participate in any resolution of matters falling on any of the following:
  • (1) Matters concerning oneself in approval or appointment of officers.
  • (2) Items that involve the acceptance of money and property, which are conflicting in interests between oneself and this Association.

Article 17 (Minutes of general meeting)

A written statement containing the progress and results regarding the proceedings of the general meeting shall be prepared and signed by the chairman and one of the members present and members of general meeting nominated by the chairman, and kept at the office of this Association and distribute copies thereof to each Director and Auditor.

Chapter 5. Board of Directors

Article 18 (The Head of a Board)

The chairman shall also serve as the head of a board.

Article 19 (Structure and Function of the Board of Directors)

    The board of directors is composed of the chairman, vice-chairman and directors, and resolves the following matters. However, the auditor may attend the board to present opinion.
  • 1. Proposal to or delegated matters from the general meeting.
  • 2. Creation and amendment of regulations.
  • 3. Report of business plan, budget formation, settlement.
  • 4. Other matters deemed important to the performance of the business.

Article 20 (Convening of the Board of Directors)

  • (1) The board of directors shall be convened by chairman and chairman become the head of the board.
  • (2) The chairman shall convene the board of directors in each of the following cases:
    • 1. When the chairman deems necessary.
    • 2. When majority of the directors present the purpose of the meeting and demand convening of the meeting.
    • 3. When there is a request by auditors for convening a meeting in accordance with Article 10 (4).
  • (3) The convening of the board of directors shall notify directors, vice-chairman and auditors in writing of the purpose, date and place of the meeting at least seven days before the meeting. However, if the chairman recognizes that the matter is urgent, chairman can notify until the day before the meeting.

Article 21 (Quorum of Consultation and Decision, etc.)

  • (1) The general meeting shall decide by attending of majority of directors and by approval of a majority of the members attended. However, the amendment of articles of incorporation and the dissolution of the Association shall be decided by consent of two-thirds or more members.
  • (2) If it is unavoidable to attend the board, he/she shall notify the chairman of the reason for the meeting, and when submitting a power of attorney, he/she shall be regarded to attendance and delegate voting rights to his/her designated representative.
  • (3) In case of unavoidable circumstances, it is possible to decide in writing for the matters that there is no room for convening the board of directors or the minor matters. However, they the result shall be reported to the board of directors at the next time.

Article 22. (Minutes)

A written minute containing the progress and results regarding the proceedings of the board of directors shall be prepared and signed by the head of board and two of the directors nominated by the head of board, and kept at the secretariat of this Association.

Chapter 6 Standing Board of Directors

Article 23 (Function and Composition of the Standing Board of Directors)

  • (1) In order to operate the duties of the Board of Directors more efficiently, this Association shall review and resolve the following matters by appointing a standing board of directors.
    • 1. Election of chairman, vice chairman and auditor
    • 2. Proposal to the board of directors or matters delegated by the general meeting and the board of directors.
    • 3. Matters concerning acquisition and disposal of property
    • 4. Matters concerning rewards, enrollment, withdrawal, exclusion of members
    • 5. Preliminary deliberations on the enactment and amendment of regulations.
    • 6. Preliminary deliberations of business plan, budgeting, and financial reporting.
    • 7. Operation of subcommittees under Article 27.
    • 8. Establishment and operation of the Institute under Article 28.
    • 9. Other matters deemed important for business execution.
  • (2) The standing board of directors is composed of the head of board, the vice chairman and the directors appointed by the chairman among the directors, and the auditor may attend and present opinions at the standing board of directors.

Article 24 (Convening a Standing Board of Directors)

  • (1) The standing board of directors shall be convened by chairman and chairman become the head of the board.
  • (2) The chairman shall convene the standing board of directors in each of the following cases:
    • 1. When the chairman deems necessary.
    • 2. When majority of the directors request the convening of the meeting.
    • 3. When there is a request by auditors for convening a meeting in accordance with Article 10

Article 25 (Quorum of Consultation and Decision, etc.)

  • (1) The standing board of directors shall decide by attending of majority of directors and by approval of a majority of the members attended.
  • (2) If it is unavoidable to attend the board, he/she shall notify the chairman of the reason for the meeting, and when submitting a power of attorney, he/she shall be regarded to attendance and delegate voting rights to his/her designated representative.
  • (3) In case of unavoidable circumstances, it is possible to decide in writing for the matters that there is no room for convening the board of directors or the minor matters. However, they the result shall be reported to the board of directors at the next time.

Article 26 (Minute)

For the proceedings of the standing board of directors, the minutes shall be filled out and the head of the board and one nominated by the Chairman shall seal and sign.

Chapter 7. Operation of secretariat, subcommittee and research institute

Article 27 (Secretariat)

  • (1) It is possible to have necessary departments and staff to handle business affairs of this Association.
  • (2) The departments and positions are appointed by a resolution of the executive board, and the director managing the entire business of the secretariat operates the secretariat.
  • (3) The Director of secretariat shall be appointed by the chairman, and the staff of the department shall be appointed by the chairman on the proposal from director of secretariat.

Article 28 (Subcommittee)

  • (1)In order to carry out the business mentioned on Article 4, this Association will organize and operate various committees for each project with few members selected by standing board of directors.
  • (2) The head of the subcommittee shall be appointed by the chairman upon the recommendation of the standing board of directors.
  • (3) The provisions of the subcommittee shall be determined separately by resolution of the standing board of directors.

Article 29 (Research Institute)

  • (1) This Association can have an affiliated research institute to carry out the academic purpose progressively and promote the industry-academic cooperation effectively.
  • (2) The provisions of the research instituteshall be determined separately by resolution of the standing board of directors.

Chapter 8. Property and Accounting

Article 30 (Property)

  • (1) The property of the Association refers to real estate or movable property and other property related to the performance of the objective business.
  • (2) When the property is sold, donated, exchanged, collateralized, waiver of the obligation, burden or right is imposed, it shall be resolved by the standing board of directors.
  • (3) The maintenance, preservation and other management of property shall be as prescribed by the standing board of directors.

Article 31 (Finance)

    Finances of this Association shall be covered by following revenues.
  • 1. Enrollment fee and membership fee
  • 2. Fee income from academic research services.
  • 3. Revenue from publications
  • 4. Donations
  • 5. Other income

Article 32 (Pricing and Collecting of Dues)

The method of pricing and collecting dues shall be as prescribed by the standing board of directors

Article 33 (Fiscal Year)

The fiscal year of this Association shall be from January 1 to December 31 of each year.

Article 34 (Budget)

    The chairman shall complete the following documents and obtain the approval of the general meeting:
  • 1. Business plan document
  • 2. Balance budget document

Article 35 (Settlement)

  • (1) The chairman shall prepare the following documents with the statement of audit and obtain the approval of the general meeting.
    • 1. Business Report
    • 2. Income Statement
    • 3. Statement of appropriation of retained earnings
  • (2) In order to create the property of this Association, more than 10% of the annual surplus shall be accumulated.

Chapter 9. Awards and Discipline

Article 36 (Awards)

Any person who has made a significant contribution to the development of this Association or has contributed to the business may be rewarded as a resolution of the standing board of directors.

Article 37 (Discipline)

Any person who has violated article 2 and 6 of this document among the members of this Association may be disciplined as a resolution of the Executive Board.

Chapter 10. Change of Articles of Incorporation

Article 38 (Change of Articles of Incorporation)

    The chairman shall propose changes to the Articles of Incorporation to the general meeting in the following cases:
  • (1) When it is demanded as decision of board of directors.
  • (2) When a majority of the members of the general meeting request in writing.
  • (3) The amendment of the Articles of Incorporation shall be approved by minister of the Ministry of Justice after a majority of the members attended at a general meeting in which a majority of the members are present resolved to approval.

Chapter 11. Dissolution

Article 39 (Dissolution)

In order to dissolve this Association, a general meeting should be convened and a resolution of two-thirds or more of the members of the general meeting shall be approved. After that, the approval of the Minister of Ministry of Justice shall be obtained.

Article 40 (Treatment of property at the time of dissolution)

When dissolving this Association, the property owned by this Association shall be donated to similar organizations or countries with the permission of the Minister of Ministry of Justice.

Chapter 12. Supplementary Provisions

Article 41 (Enforcement Rules and Bylaw)

The bylaws and regulations required for the implementation of this Articles of Incorporation for business promotion, operation and execution of this Association shall be enacted separately as a resolution of the Standing Board of Directors.

Article 42 (Application Mutatis Mutandis)

  • (1) All matters related to the academic work of Association prior to the enactment of this Articles of Incorporation shall be deemed to have been made by the provisions of this Articles of Incorporation.
  • (2) Any matters not provided in the articles of incorporation shall be subject to the decision of the Civil Act and the general meeting.

Addendum

Article 1 (Enforcement Date)

This Articles of Incorporation shall enter into force on the date of approval of the Minister of Ministry of Justice after the resolution of the general meeting.

Article 2 (Election of First Chairman, Vice Chairman and Auditor)

The first chairman, vice chairman and the auditor of this Association shall be elected at the inaugural meeting, notwithstanding the provisions of Articles 9, 13 and 23.

Article 3 (Affixation of signature/name and seal of Founding Member)

The founding member shall prepare this Articles of Incorporation for the establishment of the Association and shall be duly signed here below on February 28, 1994.
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