(Name)

Article 1

The name of this association shall be the Japanese Society of Cancer Nursing (abbreviated name: JSCN) (hereafter referred to as "the Society").

(Office)

Article 2

1. The Society shall maintain its Office in Nishi-ku, Osaka-City, Osaka, Japan.
2. However, upon a resolution passed by the Board of Directors, the Office of the Society may be changed to any location as required.

(Purpose)

Article 3

The Society promotes the development and improvement of research and education regarding cancer nursing and contributes to the health and welfare of people.

(Activities)

Article 4

To fulfill its purpose in Article 3, the Society shall conduct the following activities:
(1) Convene an Academic Conference
(2) Publish official Journals
(3) Improve practices in each nursing specialty and facilitate research and education activities
(4) Cooperate and link with relevant national and international academic societies
(5) Conduct international exchange activities
(6) Conduct social activities to contribute to people' s health and welfare
(7) Conduct other activities deemed necessary to achieve the Society' s purpose

(Means of notification)

Article 5

Announcements issued by the Society shall be published by electronic announcement.

(Establishment of institutions)

Article 6

The Society shall establish Councilors, Directors, Board of Directors, and Auditors.

(Membership categories)

Article 7

The membership of the Society shall be as follows.
(1) Regular members: A regular member is an individual who agrees with the purpose of the Society, who conducts research, education and practice in cancer nursing, and who has been approved by the Board of Directors.
(2) Associate members: An associate member is an individual who agrees with the purpose of the Society, who conducts research in health care, and who has been approved by the Board of Directors.
(3) Supporting members: A supporting member is an individual or organization that agrees with the purpose of the Society and has been approved by the Board of Directors.
(4) Honorary members: An honorary member is an individual who has made an outstanding contribution to the Society and has been approved for "honorary membership" at the Councilors meeting. The means of selecting honorary members shall be separately determined.

(Admittance to the Society)

Article 8

A person who wishes to join the Society must submit a membership application form for entry and receive approval by the Board of Directors. Upon approval, the person becomes a member.

(Membership dues)

Article 9

A member must pay the membership dues, the amount of which is set at the Councilors meeting. Paid membership dues shall not be refunded for any reason. An honorary member is not required to pay the membership dues.

(Withdrawal from the Society)

Article 10

A member who wishes to withdraw from the Society can withdraw at will by submitting a notice of withdrawal.

(Expulsion)

Article 11

If one of the following applies to a member, the member may be expelled from the Society by a special resolution passed at a Councilors meeting in accordance with Article 22.2:
(1) If a member violates the Constitution or other regulations
(2) If a member damages the reputation of the Society or does not comply with the purpose of the Society
(3) For due reasons to expel

(Termination of membership)

Article 12

Other than Articles 9 and 10 above, if one or more of the following applies to a member, the member shall lose membership in the Society:
(1) Withdrawal from the Society
(2) Failure to pay membership dues within two years after the membership invoice date
(3) If all regular members agree
(4) If a member dies or disappears/missing
(5) If an applicable member is dissolved

(Rights and obligations following termination of membership)

Article 13

1. A person whose membership in the Society is terminated in accordance with Article 10, 11, or 12 above shall lose rights as a member in the Society and be released from obligations, although the person shall not be released from unfulfilled obligations.
2. The Society shall not refund paid membership dues and other contributions even if a person has terminated membership in the Society.

(Councilors)

Article 14

1. The Society shall be represented by elected Councilors.
2. In order to elect Councilors, election of Councilors shall be conducted by regular members according to regulations that are separately determined by the Board of Directors.
3. Councilors shall be elected from among regular members who are qualified to be elected as Councilors.
4. The election of Councilors shall be conducted according to the election bylaw which is separately determined.

(Terms of office)

Article 15

1. Councilors shall remain in office until the completion of the election of Councilors that will be conducted two years after their election, and re-election is permitted. They may not, however, serve consecutively for more than two terms.
2. Irrespective of the above Article 15.1, if a Councilor proposes a resolution protesting a resolution that had been passed at the Councilors meeting, seeks dissolution, pursues liability, or seeks dismissal of a Director or Auditor [the Act on General Incorporated Associations and General Incorporated Foundations (hereafter the ‘Associations and Foundations Act ' ), Article 266.1, Article 268, Article 278, or Article 284] (including when proposing items to be prescribed in the Associations and Foundations Act, Article 278.1), the applicable Councilor shall not lose his or her position as Councilor until the protest is resolved. In this case, the applicable Councilor shall not have a vote in electing or deposing of Directors or Auditors (hereinafter Officers) (Associations and Foundations Act, Article 63 and 70), and concerning changes to the Society' s Constitution (Associations and Foundations Act, Article 146).
3. When a Councilor' s position becomes vacant due to resignation, death or other reason, the person who had the next highest number of votes after those elected in the Councilors' election immediately preceding the applicable vacancy will substitute in the vacated Councilor' s position.
4. The term of the substitute Councilor specified in Article 15.3 shall be until the end of the term of the Councilor who resigned before the end of his or her term.

(Categories)

Article 16

There shall be two categories of the Society' s Councilors meetings: an ordinary Councilors meeting and an extraordinary Councilors meeting.

(Composition)

Article 17

1. The Councilors meeting shall be attended by all Councilors.
2. Each Councilor shall have one vote when voting at the Councilors meeting.

(Authority)

Article 18

The Councilors shall vote on the following matters at the Councilors meetings.
(1) Standards of admission to the Society, and amounts of admission and membership dues
(2) Expulsion of members
(3) Selection and dismissal of Officers
(4) Remuneration amount for Officers and Provision standards for remuneration of Officers
(5) Approval of statement documents and asset statements
(6) Revision of the Constitution
(7) Disposal and transfer of long-term debt and assets
(8) Dissolution
(9) Merger or transfer of the whole operation or subsets of the operation
(10) Matters to be listed on the agenda of Councilors meetings with the approval of the Board of Directors
(11) Other matters specified by the Associations and Foundations Act and this Constitution

(Councilors meeting)

Article 19

1. In accordance with a resolution by the Board of Directors, the Society shall hold an ordinary Councilors meeting every year within three months of the day following the final day of the fiscal year.
2. An extraordinary Councilors meeting shall be convened in accordance with Article 20.

(Convocation)

Article 20

1. The Councilors meeting shall be convened by the Chairperson of the Board of Directors in accordance with a resolution by the Board of Directors, except when otherwise prescribed by law. However, if all Councilors agree, the convocation procedure shall be omissible, except when Councilors have written or electronic votes.
2. A Councilor who has one-fifth or more of the votes of all Councilors can demand that the Chairperson of the Board of Directors convene a Councilors meeting, indicating the items that are the purposes for the Councilors meeting and the reasons for convening it.

(Chairperson)

Article 21

The Chairperson of the Councilors meeting shall be the Chairperson of the Board of Directors. However, if the Chairperson of the Board of Directors is absent or incapacitated, the Vice-chairperson shall occupy the position of Chairperson of the Councilors meeting.

(Adopting resolutions)

Article 22

1. Resolutions passed at a Councilors meeting shall be determined by a simple majority of the Councilors in attendance, except when otherwise prescribed by law or this Constitution. The quorum for the Councilors meeting is at least a simple majority of the total number of Councilors.
2. Irrespective of the above Article 22.1, the following special resolutions in the Associations and Foundations Act, Article 49.2 require a quorum of half or more of all Councilors, and approval by two-thirds or more of votes from all Councilors.
(1) Expulsion of members
(2) Dismissal of an Auditor
(3) Amendments to the Constitution
(4) Dissolution
(5) Disposal of specific property for charitable purposes
(6) Other matters specified by law

(Proxy)

Article 23

A Councilor who is not able to attend a Councilors meeting may assign their voting right to another Councilor. In this case, the Councilor or the proxy must submit a proxy notification or other document as proof of delegation of voting right to the Society.

(Omission of a resolution or report)

Article 24

1. If an item is proposed by a member of the Board of Directors or a Councilor at a Councilors' meeting and all Councilors indicate a willingness to approve it by written or electronic votes, the resolution of the Councilor' s meeting shall be deemed to be adopted.
2. If a member of the Board of Directors notifies all Councilors about a matter that should be reported at the Councilor' s meeting and all Councilors indicate a willingness to approve that there is no need to report the matter at the Councilors meeting by written or electronic votes, the matter shall be deemed to be reported at the Councilors Meeting.

(Minutes)

Article 25

1. Minutes of the Councilors meeting shall be produced according to the law.
2. The Chairperson and at least two persons appointed as minutes-secretaries from among the Directors during the Councilors meeting must sign or sign and affix their seal to confirm the minutes specified in Article 25.1.

(Appointment of Officers)

Article 26

1. The Society shall have the following officers.
(1) Chairperson: One person
(2) Vice-chairperson: One person
(3) Directors: Not more than fifteen (including the Chairperson, the Vice-chairperson, and three Directors appointed by the Chairperson)
(4) Auditors: Not more than two
2. From among the Directors, one person shall be appointed Chairperson and one person shall be appointed Vice-chairperson.
3. The three Directors mentioned in Article 26.1.3 shall be appointed by the Chairperson from among the regular members.

(Selection of Officers)

Article 27

1. The Directors and Auditors (excluding the three appointed by the Chairperson) shall be elected from among the Councilors by voting at the Councilors meeting.
2. The Chairperson and Vice-chairperson of the Board of Directors shall be selected from among the Directors by voting by the Board of Directors.
3. An Auditor is not able to serve at the same time as a Director or an Office staff of this Society or its subsidiary society.
4. No more than one-third of Director positions (current number) is allowed to be occupied by a single Director and related parties of that Director, such as the Director' s spouse, family relative within three degrees of kinship, or other extraordinary relationship [including those people who enjoy a special relationship (a person who does not file his or her marriage paper but is virtually in a marital relationship with that Director, a person who serves as a staff, etc.) specified by the ordinance (Act on Authorization of Public Interest Incorporated Associations and Public Interest Incorporate Foundations, Article 4)]. The same rule applies to Auditors.
5. Other same groups (I remove a public service corporation.) The total numbers of the director who is a person having a relation close mutually following these which are director or a servant person or other must not exceed a one-third of the total number of the director. About the auditors, it is said that it is similar.

(Duties of Directors and Officers)

Article 28

1. The Chairperson of the Board of Directors shall represent the Society and shall have overall control of the Society' s activities.
2. The Vice-chairperson shall support the Chairperson and shall take the Chairperson' s duty if the Chairperson is absent or incapacitated.
3. The Directors shall form the Board of Directors and administer the Society' s official duties.

(Duties of Auditors)

Article 29

1. The Auditors will audit the implementation of the duties of the Directors and the Society' s accounting and assets, and produce audit reports in accordance with the law.
2. The Auditor can at any time demand activity reports from the Directors or Office staffs, and investigate operations and assets of the Society.
3. The Auditor can wield other approved statutory authorities.

(Term of Office)

Article 30

1. Directors shall remain in office until the completion of the ordinary Councilors meeting for the fiscal year ending two years after their election. They may not, however, serve consecutively for more than two terms.
2. Auditors shall remain in office until the completion of the ordinary Councilors meeting for the fiscal year ending two years after their election.
3. The term of office for a Director or Auditor appointed as a replacement for a Director or Auditor resigning from his/her position before the expiry of his/her term of office, shall be for the remaining term of the vacated position.
4. If the number of Directors or Auditors falls below the quota specified in Article 26 after his/her retirement from office due to expiry of term of office or resignation, the retired Director or Auditor shall retain the rights and obligations of Director or Auditor until his/her newly appointed replacement assumes his/her duties.

(Dismissal)

Article 31

Employment of an Officer can be terminated by approval of a resolution to that effect at the Councilors meeting.

(Remuneration, etc.)

Article 32

Directors and Auditors receive no remuneration. However, an amount calculated in accordance with the standard of payment such as remuneration, separately determined at the Councilors meeting, can be paid to full-time Directors and Auditors as the property benefits received from the Society. Remuneration, bonus, or other compensations for administration of official duties (hereinafter called ‘remuneration, etc.' ) can be dispensed after a resolution is passed at the Councilors meeting.

(Board of Directors)

Article 33

The Board of Directors shall comprise all Directors.

(Duties)

Article 34

1. The Board of Directors shall perform the following duties in addition to the matters prescribed separately in this Constitution.
(1) Decide the date, location and matters to be listed on the agenda for the Councilors meeting
(2) Make, change, or abolish regulations
(3) In addition to matters in the preceding items, decide other matters deemed necessary to manage the Society' s operations
(4) Supervise implementation of the duties of the Directors
(5) Elect and dismiss the Chairperson and Vice-chairperson
(6) Decide the criteria of admittance of regular, associate, and supporting members to the Society
2. The Board of Directors cannot delegate to Directors decisions about the following items and other important business operations.
(1) Disposal and acceptance of important assets
(2) Taking out high-value loans
(3) Selection and dismissal of important Office staff
(4) Establishment, changes and abolition of the Society office and other important organizational aspects
(5) Improvement of the system for securing that implementation of the duties of the Directors meets the law and this constitution, and the system defined by the law and necessary for securing the appropriateness of the Society' s operations.

(Categories, etc.)

Article 35

1. There shall be an ordinary Board of Directors meeting, and an extraordinary Board of Directors meeting.
2. The ordinary Board of Directors meeting shall be convened at least four times each fiscal year.
3. An extraordinary Board of Directors meeting shall be convened when applicable to one of the following situations:
(1) When the Chairperson of the Board of Directors approves
(2) When more than one-third of the current number of Directors other than the Chairperson and Auditors request the Chairperson to convene a meeting with a document stating the purpose of the meeting
(3) When the Chairperson of the Board of Directors does not send a convocation notification of the Board of Directors meeting to be held on a day within two weeks of the day of the request, within five days from the day of the request in Article 35.3(2), and the Director or Auditor who made the request convenes the Board of Directors meeting

(Convocation)

Article 36

1. The Chairperson of the Board of Directors shall convene a meeting of the Board of Directors except in the case that the Director or Auditor shall convene a meeting of the Board of Directors in accordance with Article 35.3(3).
2. When applicable to Article 35.3(2), the Chairperson of the Board of Directors must send a convocation notification of the Board of Directors meeting to be held on a day within two weeks of the day of request, within five days from the day of request.

(Chairperson)

Article 37

The Board of Directors meeting shall be chaired by the Chairperson of the Board of Directors unless otherwise stipulated by law.

(Resolution)

Article 38

1. Meetings of the Board of Directors where motions are discussed must be attended by a majority of Directors who are qualified to vote on that item and the majority shall vote on that item unless otherwise stipulated by this constitution.
2. Directors who cannot attend the Board of Directors meeting can exercise their voting right in writing or by electronic record. In this case, the number of votes shall be included in the number of votes mentioned in Article 38.1.

(Conditions for omitting a resolution)

Article 39

If a Director has proposed an agenda item for a Board meeting, when all Directors who are qualified to vote on that item have indicated agreement in writing or by electronic record, it shall be deemed that the Board has voted to adopt the proposal. However, if the Auditor states an objection to the proposal, this does not apply.

(Conditions for omitting a report to the Board of Directors)

Article 40

When a Director or Auditor has notified all the Directors and Auditors about an item that should be reported to the Board of Directors, it is not required to report that item to the Board of Directors. However, this does not apply if it is the report specified in the Associations and Foundations Act, Article 29.2.

(Minutes)

Article 41

The minutes of the Board of Directors meeting shall be recorded in accordance with the law and must be signed, stamped and signed, or signed electronically by more than two Directors selected from among the Directors who attended the meeting and an Auditor who attended the meeting.

(Rules of the Board of Directors meeting)

Article 42

Items regarding the Board of Directors meeting shall be separately determined at the Board of Directors meeting except for the items determined by law or this constitution.

(Contribution to the Fund)

Article 43

The Society is allowed to advertise for a Society member or a third party to collect funds.

(Raising funds, etc.)

Article 44

The procedure for advertising for funds, dispersing, etc., shall be decided by a resolution adopted by the Board of Directors and follow the funds control rule that will be separately defined by the Chairperson.

(Rights of contributors of funds)

Article 45

Contributors of funds cannot file a claim for return of funds after the day defined by the funds control rule of Article 44.

(Procedures for returning funds)

Article 46

Funds shall be returned to contributors in accordance with a resolution passed at the ordinary Councilor meeting, within the limits of the Associations and Foundations Act, Article 141.2.

(Management of assets)

Article 47

The assets of the Society shall be managed by the Chairperson of the Board of Directors and its management method shall follow the resolution of the Board of Directors.

(Fiscal year)

Article 48

The Society' s fiscal year shall start on January 1 and end on December 31 every year.

(Business plan and cash budget)

Article 49

1. The Chairperson of the Board of Directors shall produce a business plan and cash budget, and financing and capital investment estimates of the Society by the day before the start of each fiscal year, and these must be approved by the Board of Directors and by the Councilors at the Councilor' s meeting. Revisions of the approved business plan and cash budget must also be approved by the Board of Directors and the Councilors at the Councilor' s meeting.
2. The documents in Article 49.1 shall be kept in the main and subordinate Offices until the end of the applicable fiscal year.

(Annual report and account statement)

Article 50

1. Regarding the Society' s annual report and account statement, the Chairperson of the Board of Directors shall produce the following documents after each fiscal year, get them audited by the Auditors and approved by the Board of Directors, and submit them to the Councilors at the Councilors meeting [excluding (2) and (5)]:
(1) Annual report
(2) Supplementary statement to the annual report
(3) Balance sheet
(4) Net assets balance report (statement of changes in net assets)
(5) Supplementary statement to the balance sheet and net assets balance report (statement of changes in net assets)
(6) List of assets
2. Documents (3), (4), and (5) of Article 50 shall be reviewed and approved at the ordinary Councilors meeting as a substitute for reporting to the ordinary Councilors meeting if their requirements are not applicable to the Associations and Foundations Act, Article 48.
3. In addition to the documents in Article 50.1, the following documents must be kept at the main Office for 5 years and at the subordinate Office for 3 years, available for general inspection. Also, this Constitution shall be kept at the main and subordinate Offices and the Society members' list shall be kept at the main Office, available for general inspection.
(1) Audit report
(2) Accounting audit report
(3) List of Board of Directors and Auditors
(4) Documents listing standards for provision of remuneration, etc., to the Board of Directors and Auditors
(5) Outline of management structure and business activities, and documents listing important figures related to these business activities

(Amendments of the Constitution)

Article 51

1. This constitution can be amended by a resolution passed at the Councilors meeting, requiring a quorum of half or more of all Councilors, and approval by two-thirds or more of votes from all Councilors.
2. When the Society receives its public interest authorization from the Public Interest Incorporated Associations and Public Interest Incorporated Foundations in accordance with the Act on the Authorization of Public Interest Incorporated Associations and Public Interest Incorporated Foundations and implements amendments in Article 51.1, the amendments must be reported to the intendance without delay.

(Dissolution)

Article 52

The Society can be dissolved by a resolution passed at the Councilors meeting, requiring a quorum of half or more of all Councilors, and approval by two-thirds or more of votes from all Councilors, in addition to due reasons as defined in the Associations and Foundations Act, Article 148.1,2,4,5,6, and 7.

(Reversion of surplus funds, etc.)

Article 53

1. In the event of liquidation of the Society, surplus funds remaining in the Society shall be transferred to a corporate body, the national government, or regional public body specified in the Act on Authorization of Public Interest Incorporated Associations and Public Interest Incorporated Foundations Article 5 Clause 17, after approval at the Councilors meeting.
2. The Society shall not distribute its surplus funds.

(Committees)

Article 54

1. For smooth management of its activities, the Society can establish Committees by resolutions passed by the Board of Directors.
2. Committee members shall be selected from among Society members and academic experts by the Board of Directors.
3. Necessary details of the duties, composition, and management of Committees shall be separately decided by resolutions passed by the Board of Directors.

(Categories of general assembly)

Article 55

1. For smooth management of its activities, the Society can convene the General assembly by a resolution passed by the Board of Directors.
2. There shall be an ordinary general assembly and an extraordinary general assembly.

(Composition of the general assembly)

Article 56

The general assembly shall be composed of all regular members.

(Duties of the general assembly)

Article 57

The general assembly shall offer opinions to the Board of Directors on important issues about the operation of the Society.

(Holding of general assembly)

Article 58

1. An ordinary general assembly shall be held once every year.
2. An extraordinary general assembly shall be held when applicable to one of the followings:
(1) The Board of Directors passes a resolution to hold a Convocation.
(2) More than one-fifth of regular members (present number) request a convocation to the Chairperson of the Board of Directors.
(3) The Auditors request a convocation.

(Convocation of general assembly)

Article 59

1. The Chairperson of the Board of Directors shall convene a general assembly.
2. When applicable to Article 58.2, the Chairperson of the Board of Directors must convene an extraordinary general assembly within thirty days.
3. Upon convening a general assembly, the Chairperson of the Board of Directors shall send a convocation notice, stating the time and date, venue, purpose, and items to be discussed, to regular members up to seven days prior to the general assembly.

(Chairperson of the general assembly)

Article 60

The Chairperson of the general assembly shall be the Chairperson of the Board of Directors. However, the Chairperson of the extraordinary general assembly shall be elected by approval of half or more of votes from all attending regular members.

(Quorum of the general assembly)

Article 61

The quorum of the general assembly requires attendance by at least one-tenth of the total number of regular members.

(Resolution of the general assembly)

Article 62

1. A resolution passed by the general assembly requires half or more of votes from all attending regular members except for resolutions particularly determined by this constitution.
2. Each regular member shall have one vote when voting at the general assembly.

(Voting by proxy)

Article 63

Regular members who cannot attend the general assembly can exercise their voting right by proxy by submitting a proxy notification. In this case, the number of votes shall be included in the number of votes in Article 60, 61, and 62.

(Minutes)

Article 64

1. Minutes of the general assembly shall be recorded.
2. Minutes must be signed and stamped by the Chairperson and more than two regular members selected at the general assembly for approval.

(Setup, etc.)

Article 65

1. A secretariat shall be set up for the Society' s office functions.
2. The chief of the secretariat and required secretariats shall be assigned in the secretariat.
3. The chief of the secretariat and important secretariats shall be appointed or dismissed by the Chairperson of the Board of Directors after approval by the Board of Directors.
4. Necessary details of the secretariat' s organizations and operations shall be separately defined by the Chairperson of the Board of Directors after a resolution is passed by the Board of Directors.
5. The chief of the secretariat and secretariats shall be salaried.

(Disclosure of information)

Article 66

1. The Society shall willingly disclose its activity status, operational contents, financial materials, etc., to promote fair and open activity.
2. Necessary details of disclosure of information shall follow the rule for disclosure of information which will be separately defined by resolutions passed by the Board of Directors.

(Protection of personal information)

Article 67

1. The Society shall expend all possible means to protect personal information.
2. Necessary details of protection of personal information shall follow the resolution passed by the Board of Directors.

Chapter 12. Supplementary provisions

(Leaving documents unchanged)

Article 68

Making documents, leaving documents unchanged, keeping documents, etc., shall follow the rules of the Associations and Foundations Act.

(Commission)

Article 69

Necessary details of the Society' s operations shall be separately defined by resolutions passed by the Board of Directors except for the details determined in this Constitution.

(Prohibition of special interests provision)

Article 70

The Society is prohibited from providing special interests regarding the use of facilities, pecuniary loan, transfer of assets, selection of the Board of Directors, and other financial and business operations, to property donators, devisors, members of the Board of Directors, regular members, and their relatives.

(First business year)

Article 71

The Society' s first fiscal year shall be from the date of the Society' s establishment to December 31, 2013.

(Initial Officers)

Article 72

The initial Officers shall be as below.

Initial members of the Board of Directors
Ishigaki Yasuko
Uchinuno Atsuko
Kanda Kiyoko
Kokufu Hiroko
Komatsu Hiroko
Sato Mayumi
Suzuki Shizue
Fujita Sawa
Watanabe Mari
Tazumi Keiko
Nomura Mika
Yagasaki Kaori
Akimoto Noriko
Abe Mayumi
Umeda Megumi

Initial Chairperson of the Board of Directors
Komatsu Hiroko

Initial Auditors
Kojima Misako
Sato Reiko

(Names and addresses of the initial members)

Article 73

Names and addresses of the initial members are shown below.
Initial members
Address
Name Suzuki Shizue
Address
Name Uchinuno Atsuko

(Compliance with laws)

Article 74

All of the matters not determined by this Constitution shall follow the laws of the Association and Foundations Act.