Bylaws

Articles of the Japanese Cancer Association, a General Incorporated Association

Chapter I General provisions

(Name)
Article 1 The association shall be named the Japanese Cancer Association.
(Office)
Article 2 The main office of the association shall be located in Shinjuku-ku, Tokyo.
(Method of public notices)
Article 3 Public notices of the association shall be made by publication in the official gazette.

Chapter II Purpose and activities

(Purpose)
Article 4 The purpose of the association shall be to contribute to the health and welfare of the public by engaging in activities to contribute to the development of cancer research and contributing to the development of academic society and the improvement of cancer treatment through research presentations on cancer-related science and its application, exchanges of knowledge, and cooperation between association members and related academic societies in Japan and overseas.
(Activities)
Article 5 The association shall engage in the following activities to achieve the purpose of the preceding Article.
(1) Holding of an annual academic meeting and other academic meetings
(2) Publication of the official journal of the association and other publications
(3) Encouragement of research and public recognition of research results
(4) Communication and cooperation with related academic organizations
(5) Promotion of international research cooperation
(6) Educational activities for the public
(7) Provision of information and guidelines on cancer treatment
(8) Gathering of opinions on healthcare policy and proposals
(9) Other activities necessary to achieve the purpose of the association

Chapter III Membership

(Members of the association)
Article 6 The association shall consist of individuals or groups who have joined out of agreement with the activities of the association.
(Acquisition of eligibility as a member)
Article 7 A person who wishes to become a member of the association must apply pursuant to the provisions of the Board of Directors and obtain the approval of general members.
(Voluntary withdrawal)
Article 8 A member may withdraw from membership of the association voluntarily at any time by submitting the notice of withdrawal specified by the association.
(Expulsion)
Article 9 The association may expel a member who falls under any of the following by resolution of a general assembly of members.
(1) When a member has violated these Articles or other rules of the association.
(2) When a member has damaged the honor of the association or committed an act contrary to its purpose.
(3) When there is any other justifiable reason for being expelled.
(Loss of eligibility as a member)
Article 10 Apart from the two preceding Articles, a member shall lose eligibility as a member if he/she falls under any of the following.
(1) When the general membership agrees.
(2) When the member dies or is disbanded.

Chapter IV General meetings of employees

(Composition)
Article 11 A general assembly of members shall be composed of all members.
(Authority)
Article 12 A general assembly of members shall resolve upon the following matters.
(1) Expulsion of members
(2) Election or dismissal of Directors and Auditors
(3) Amount of remuneration, etc., of Directors and Auditors
(4) Approval of balance sheet and profit and loss statement
(5) Amendments to these Articles
(6) Dissolution and disposal of residual assets
(7) Other matters established by laws and regulations or these Articles
(Holding)
Article 13 The association shall hold a general assembly of members once within three months from the day following the last day of each fiscal year as an ordinary general assembly of members, and otherwise, shall hold an extraordinary general assembly if required.
(Convocation)
Article 14 The President shall convene a general assembly of members based on a resolution of the Board of Directors unless otherwise provided for by laws and regulations.
2. If the President is absent or suffers an accident or hindrance, another Director shall convene a general assembly of members in the order established in advance by the Board of Directors.
(Chair)
Article 15 The President shall serve as the chair of a general assembly of members.
2. If the President is absent or suffers an accident or hindrance, another Director shall serve as chair in the order established in advance by the Board of Directors.
(Voting rights)
Article 16 Each member shall have one voting right at a general assembly of members.
(Resolutions)
Article 17 A resolution of a general assembly of members shall be passed by a majority of the voting rights of members in attendance and with members with a majority of voting rights of all members in attendance, unless as otherwise provided for in laws and regulations or these Articles.
2. Notwithstanding the provisions of the preceding paragraph, the following resolutions shall be passed with a two-thirds or greater majority of the voting rights of all members, accounting for more than half of all members.
(1) Expulsion of members
(2) Dismissal of Directors or Auditors
(3) Amendments to these Articles
(4) Dissolution
(5) Other matters established by laws and regulations
(Minutes of a general assembly of members)
Article 18 The minutes of the proceedings of a general assembly of members shall be prepared based on the provisions of laws and regulations.

Chapter V Officers

(Appointment of officers)
Article 19 The association shall appoint the following officers.
(1) Three or more Directors
(2) One or more Auditors
2. One Director shall be the President, who shall also be the Representative Director under the Act on General Incorporated Associations and General Incorporated Foundations (hereinafter referred to as the “Associations Act”).
(Election of officers)
Article 20 The association shall elect Directors and Auditors by resolution of a general assembly of members.
2. The association shall select a President from among the Directors by a resolution of the Board of Directors.
3. A person may not serve concurrently as Director and Auditor.
4. Of the Directors of the association, the total number of persons including a Director, their spouse, relatives up to and including the third degree of kinship and any other person with a special relationship with that Director as established by laws and regulations must not exceed one-third of the current number of Directors.
(Duties and authority of Directors)
Article 21 Directors shall constitute the Board of Directors and execute their duties in accordance with laws and regulations and the provisions of these Articles.
2. The President shall represent the association and execute their duties in accordance with the provisions of laws and regulations and these Articles.
3. The President shall report on the state of execution of their duties to the Board of Directors at least twice each fiscal year at intervals exceeding four months.
(Duties and authority of Auditors)
Article 22 The Auditors shall audit the execution of the duties of Directors and prepare audit reports based on the provisions of laws and regulations.
2. The Auditors may, at any time, request Directors and employees to report on activities and investigate the state of activities and property of the association.
(Term of office of Directors)
Article 23 The term of office of Directors shall last until the end of the ordinary general assembly of members for the last fiscal year ending within two years after their election.
2. The term of office of a Director elected as a substitute or a Director elected due to an increase in the number of Directors shall be the same as the remaining term of office of the predecessor or other currently serving Directors.
3. Directors may be reelected to a maximum of twice consecutively.
4. A Director who has resigned after reaching the limit on reelection under the provisions of the preceding paragraph is not precluded from being elected newly as a Director at the ordinary general assembly of members for the fiscal year after next. In this case, the Director may be reelected again up to the limit established in the preceding paragraph.
5. The mandatory retirement age of Directors shall be 65 years old. Notwithstanding the provisions of Paragraph 1, a Director who has reached the mandatory retirement age shall resign due to expiry of their term of office as of the close of the first ordinary general assembly of members after reaching the mandatory retirement age. A Director who will reach the mandatory retirement age on the day of an ordinary general assembly of members shall resign due to expiry of their term of office as of the close of said ordinary general assembly of members.
6. Notwithstanding the provisions of the preceding paragraph, if a Director who has reached the mandatory retirement age is President or Vice President, the term of office of said Director shall be extended until their term of office expires based on the provisions of Paragraph 1.
(Term of office of Auditors)
Article 24 The term of office of Auditors shall last until the end of the ordinary general assembly of members for the last fiscal year ending within two years after their election.
2. The term of office of an Auditor elected as a substitute shall be the same as the remaining term of office of the predecessor.
3. The mandatory retirement age of Auditors shall be 65 years old. The term of office of an Auditor who has reached the mandatory retirement age shall be until their term of office expires based on the provisions of Paragraph 1.
(Rights and obligations of officers)
Article 25 If the number of Directors or Auditors is less than the number established by laws and regulations or these Articles, even after expiry of their term of office or resignation, Directors and Auditors shall still have rights and obligations as Directors or Auditors until their successor takes office.
(Dismissal of officers)
Article 26 The association may dismiss Directors and Auditors by resolution of a general assembly of members.
(Remuneration, etc., of officers)
Article 27 The remuneration, bonuses and other economic benefits of Directors and Auditors received from the association as consideration for the execution of duties shall be determined by resolution of a general assembly of members.

Chapter VI Board of Directors

(Composition of the Board of Directors)
Article 28 The association shall establish a Board of Directors.
2. The Board of Directors shall be composed of all Directors.
(Authority of the Board of Directors)
Article 29 The Board of Directors shall execute the following duties.
(1) Decisions on the execution of the activities of the association
(2) Supervision of the execution of the duties of Directors
(3) Election and dismissal of the President
(Convocation and chair of the Board of Directors)
Article 30 The President shall convene the Board of Directors and serve as its chair.
2. If the President is absent or suffers an accident or hindrance, another Director shall convene the Board of Directors and serve as chair in the order established in advance by the Board of Directors.
(Resolutions of the Board of Directors)
Article 31 A resolution of the Board of Directors shall be passed by a majority of the Directors in attendance, with a majority of Directors able to vote on that resolution in attendance.
2. If the requirements of Article 96 of the Associations Act are satisfied, it shall be deemed that a resolution of the Board of Directors was passed.
(Minutes of the Board of Directors)
Article 32 Minutes of the proceedings of the Board of Directors shall be prepared based on the provisions of laws and regulations, and the Directors and Auditors in attendance shall affix their names and seals thereto.

Chapter VII Funds

(Funds)
Article 33 The association may recruit people from whom it will receive funds.
(Fund recruitment procedures)
Article 34 The procedures for the recruitment, allocation, payment, etc., of funds shall be established separately by the President following a resolution by the Board of Directors.
(Rights of fund contributors)
Article 35 The association shall not return contributed funds until the association disbands.
(Procedures for return of funds)
Article 36 The place and method whereby funds are returned and other necessary matters concerning the procedures for the return of funds shall be established separately by the liquidator.

Chapter VIII Assets and accounting

(Fiscal year)
Article 37 The fiscal year of the association shall be from August 1 each year to July 31 the following year.
(Plans and budgeting for revenue and expenditure)
Article 38 Plans and budgets for revenue and expenditure of the association shall be prepared by the President and approved by the Board of Directors by the day before the start of each fiscal year, and shall be kept at the main office until the completion of that fiscal year.
(Activity report and settlement of accounts)
Article 39 The President must prepare the following documents after the end of each fiscal year, have them audited by the Auditors, and obtain the approval of the Board of Directors.
(1) Activity report
(2) Supplementary schedules of the activity report
(3) Balance sheet
(4) Profit and loss statement
(4) Supplementary schedules of the balance sheet and profit and loss statement
2. Of the documents approved based on the preceding paragraph, the activity report must be reported to the ordinary general assembly of members, and the balance sheet and profit and loss statement must be approved by the ordinary general assembly of members.

Chapter IX Amendments to these Articles and disbandment

(Amendments to these Articles)
Article 40 Amendments to these Articles shall be made by resolution of a general assembly of members.
(Disbandment)
Article 41 The association shall disband based on a resolution of a general assembly of members or other reason established by laws and regulations.
(Ownership of residual assets and distribution of surplus funds)
Article 42 Residual assets held by the association in the event that it liquidates shall be donated to Public Interest Incorporated Associations, Public Interest Incorporated Foundations, or the corporations, national or local governments listed in Article 5, Item 17, (a) to (g) of the Act on Authorization of Public Interest Incorporated Associations and Public Interest Incorporated Foundations following a resolution of a general assembly of members.
2. The association shall not distribute any surplus.

Chapter X Executive Office and consultants

(Executive Office)
Article 43 An Executive Office shall be established to process the administrative work of the association.
2. The Executive Office shall have a Secretary-General and the required personnel.
3. Necessary matters concerning the organization and operation of the Executive Office shall be determined separately by the President following the approval of the Board of Directors.
(Consultants)
Article 44 The association may appoint a consultant.
2. The President shall commission a consultant from among persons with deep knowledge related to the purpose of the association.
3. A consultant shall respond to consultation by the President with respect to important matters of the association.

Chapter XI Supplementary provisions

(Officers at time of establishment)
Article 45 The Directors, Representative Director and Auditors at the time of establishment of the association shall be as follows.
Hideyuki Saya, Director at the time of establishment
Koichi Akashi, Director at the time of establishment
Fuyuki Ishikawa, Director at the time of establishment
Johji Inazawa, Director at the time of establishment
Toshikazu Ushijima, Director at the time of establishment
Atsushi Ohtsu, Director at the time of establishment
Masanobu Oshima, Director at the time of establishment
Naoko Hara, Director at the time of establishment
Seishi Ogawa, Director at the time of establishment
Atsushi Ochiai, Director at the time of establishment
Yutaka Kawakami, Director at the time of establishment
Tomoki Todo, Director at the time of establishment
Takuro Nakamura, Director at the time of establishment
Naoya Fujita, Director at the time of establishment
Yoshio Miki, Director at the time of establishment
Kohei Miyazono, Director at the time of establishment
Yoshinori Murakami, Director at the time of establishment
Masaki Mori, Director at the time of establishment
Hideyuki Saya, Representative Director at the time of establishment
Hiroyuki Seimiya, Auditor at the time of establishment
Seiji Yano, Auditor at the time of establishment
(First fiscal year)
Article 46 The first fiscal year of the association shall be from the date of establishment of the association to July 31, 2021.
(Names and addresses of members at the time of establishment)
Article 47 The names and addresses of members at the time of establishment of the association shall be as follows.
(Omitted)
(Address of the main office at the time of establishment)
Article 48 The address of the main office at the time of establishment of the association shall be as follows.
35 Shinanomachi, Shinjuku-ku, Tokyo
(Term of office of first officers)
Article 49 Notwithstanding the provisions of Article 23, Paragraph 1 of these Articles, the term of office of the first Directors after the establishment of the association shall end as of the close of the ordinary general assembly of members for the last fiscal year that ends within one year after the date of establishment of the association.