Bylaws
| Section I. | Membership |
| Section II. | Board of Directors |
| Section III. | Election Procedure |
| Section IV. | Chapters |
| Section V. | Conferences |
| Section VI. | Committees |
| Section VII. | The JAT Mailing Lists |
| Section VIII. | Automatic Proxy |
| Change History |
- There is only one class of membership: individual member. Dues are the same for all members.
- Termination
- Members will be notified one (1) month before their membership expires. If they do not renew, their membership will be terminated once their membership expires.
- A membership may also be terminated by decision of the Board of Directors for professional conduct unbecoming a member. A member against whom such proceedings have been initiated shall be afforded a chance to defend him/herself before the Board of Directors before a decision is made on termination. A person whose membership is so terminated shall have any dues on account refunded on a pro rata basis.
- Reinstatement
- In the event of termination for non-payment of dues, the membership may be reinstated upon payment of the prescribed dues.
- In the event of termination under the provisions of Section I.2.b, application for reinstatement shall be reviewed and acted upon by the Board of Directors.
- Dues
- Dues are set at ¥10,000/year.
- Membership shall be for a period of one year, beginning on the day on which payment was received. Multiyear payments are not accepted.
- Dues are not refundable except in the event of membership termination by decision of the Board of Directors.
Section II. Board of Directors
- Responsibilities
- The Directors shall select officers from among their own number and assign them executive responsibility for the affairs of the Association.
- Among the responsibilities that the Directors shall make provision for in assigning executive responsibility for the Association’s affairs are those of coordinating among the Directors, managing the Association’s finances, maintaining membership rolls, publicizing the Association’s activities, and liaising with other professional organizations.
- Board Meetings
- All Directors shall make every reasonable effort to participate in Board meetings, to stay informed on issues involving the Association, and to cooperate in enabling the Association to fulfill its purposes.
- Board meetings may be held either remotely using some communications medium such as the Internet (remote Board meeting), or in person, where board members physically attend the meeting (face-to-face Board meeting). Face-to-face Board meetings typically take place on a single day, while a remote Board meeting typically occurs over a longer period.
- Schedule of Board Meetings
- There may be up to one face-to-face Board meeting per year for which Board members will be reimbursed for travel expenses; this meeting is to be held approximately half a year after new members join the Board.
- The exact dates for this and any other meeting should be discussed and scheduled as soon as possible after the AGM confirms the Board members for the year, so as to give Board members time to make arrangements to attend.
- There are four remote Board meetings per year, and they run from December 16 to March 15, from March 16 to June 15, from June 16 to September 15, and from September 16 to December 15.
- Travel Expenses for Directors Attending Board Meetings
- The amount spent for board meetings in a year shall not exceed the amount budgeted for that year.
- JAT will pay
- Round trip economy travel from home to the meeting by the most direct route
- If traveling by train, “economy” includes a seat reservation, but excludes first class, “green car,” and sleeper fares
- If traveling by personal vehicle (e.g., car), base mileage allowances (as defined by the relevant tax authority) plus parking expenses (for a maximum two nights at the hotel where the director/auditor is staying) shall be paid.
- Hotel for two nights near the meeting location
- Taxi to and from the meeting when necessary
- Directors should generally try to conserve JAT funds by taking public transportation rather than taxis, when that makes more sense, and using reasonably priced accommodations. Common sense should determine what is a “reasonable amount.”
- Directors must submit their receipts to the treasurer to be reimbursed.
- Procedure for Remote Board Meetings
- All discussion and voting is conducted over the communications medium.
- Remote Board meetings consist of Proposals and Calls for Votes posted on the communications medium.
- Proposals are posted to the communications medium with “Proposal [proposal name]” in the subject line, or optionally “[P] [proposal name],” and this means that the topic is open for discussion only, without a call for votes.
- Calls for Votes are posted to the communications medium with “Proposal and Call for Votes [proposal name]” in the subject line, or optionally “[P+V] [proposal name],” with the actual name of the proposal instead of “[proposal name].”
- Any Board member may post a Proposal or Call for Votes.
- A standing secretary should be appointed to announce the close of voting and the results of the vote.
- For a vote to be considered valid, the number of votes has to meet the quorum requirement.
- For each of the four remote Board meetings, executive directors submit reports on the activities under their supervision so that the Board has enough information to determine if these activities are operating as required and so that the membership may be informed about the activities of the Board.
- Directors may change their vote up until the vote closes.
- In keeping with Article 34 of the JAT Constitution (Calling Board Meetings), which requires a minimum of 15 day’s prior notification of a Board meeting and the agenda, the vote on a proposal is closed at noon on the 20th day after the Call for Votes was posted.
- Japan Standard Time (JST) is the time zone used for managing remote Board meetings.
- The record of the discussion held on the communications medium will be maintained for viewing by future Board members.
- Minutes of Remote Board Meetings
- The results of the vote will be included in the minutes of the first remote Board meeting following the close of voting, but the proposal will be effective the day the vote closes.
- In addition to any other requirements for meeting minutes, minutes for remote Board meetings will use the following format:
Place: Basecamp site
http://jatadmin.grouphub.com
Time:
[Date range, for example, June 16 to August 15]
Attendance: [names of all board members and auditors]
Proposal 1. [Name of Proposal]
Discussion Highlights:
For:
Against:
Abstain: - Calls for Votes that do not get enough votes to meet the quorum requirement are included in the minutes with a note to that effect.
Section III. Election Procedure
- The Election Committee established by the Board of Directors shall consist of at least three members.
- Candidate Qualifications
- Any member wishing to run for Director or Auditor shall file a candidacy statement with the Election Committee by March 20.
- Candidacy statements must include the candidate’s full name, gender, nationality, address of current residence, home telephone number, and e-mail address.
- Only JAT members are eligible to become members of the Board of Directors.
Candidates must have been JAT members for the entire year preceding the deadline for submitting candidacy statements. - No one can serve as director for more than 4 years in any 6-year period. This provision applies to years served starting from the 2004 AGM.
- Partial years served on the board are considered one full year when calculating term limits.
- Voting
- After verifying the candidate’s qualifications, the Election Committee shall arrange for the candidacy statements and voting instructions to be sent to all members in April.
- Each member shall be able to cast one vote each for or against up to five directors, and each member shall be able to cast one vote for or against one auditor.
- Members shall have twenty-one days to vote after the candidacy statements and voting instructions have been sent out.
- Determining Winners and Term Assignments
- A candidate’s Vote Total is the number of for votes minus the number of against votes.
- The candidates receiving the highest Vote Totals shall be declared elected, provided, however, that no candidate shall be elected with the votes of less than five percent of the total number of members voting. In the event of a tie that needs to be broken, each of the Directors may cast one additional vote for one of the tied candidates. In the event of a tie among the directors, the president decides.
- As many directors as necessary to bring the total number of directors to eight will be elected each year. Of these, the four directors receiving the highest Vote Total will serve two-year terms. The other directors will serve one-year terms.
- As many auditors as necessary to bring the total number of auditors to two will be elected each year. Of these, the auditor receiving the highest Vote Total will serve a two-year term. The other will serve a one-year term.
- If the second year of a two-year term would result in a violation of the term limits, the director must resign at the end of the first year.
- The election results shall be announced to all members after the voting is concluded, and the results will be ratified at the next AGM, at the end of which the new Directors shall take office.
- Voting records shall be destroyed once the results have been recognized by the governing authority.
- Formation
- A chapter shall consist of six or more JAT members, at least two of whom shall serve as chapter officers and assume responsibility for the affairs of the chapter.
- A chapter’s scope shall be as approved by the Board of Directors.
- Activities
- A chapter may conduct meetings and other activities at its discretion. The minimum requirements for such an activity to be recognized as an official activity of the Association are as follows:
- That it be in keeping with the purposes of the Association.
- That a report of the proceedings be made available to the Association membership at large.
- In principle, the expenses incurred shall be the responsibility of the chapter, with the provision that the Association may defray a portion of such chapter expenses.
- A chapter may conduct meetings and other activities at its discretion. The minimum requirements for such an activity to be recognized as an official activity of the Association are as follows:
- Disbandment
- A chapter may be disbanded by either of the following means.
- Majority vote of chapter members.
- Decision of the Board of Directors.
- Chapter records shall become the property of the Association.
- A chapter may be disbanded by either of the following means.
- The Board of Directors shall arrange for the holding, in principle once a year, of an international Japanese/English translation conference, selecting a name and venue for the conference and delegating operational responsibility to an organizing body.
- The site of the conference shall, in principle, alternate between Japan and English-speaking countries.
- The conference may be conducted as a JAT activity organized by a JAT committee, as an independent activity organized by a delegated outside body, or as a joint activity organized by a body consisting of delegated JAT members and non-members.
- Conference entrance fees will allow for a 5,000 yen discount to JAT members.
- All JAT members will receive a copy of the published conference proceedings.
- The price of proceedings are included in the non-member price.
- In addition to the Election Committee, the Board of Directors may establish such other committees as appropriate to assist in conducting the affairs of the Association.
- Committee chairs shall be designated by and serve at the discretion of the Board of Directors. At the start of each electoral year, the Board of Directors shall re-designate chairs for all existing committees.
- Committee members shall be invited by and serve at the discretion of the chair. Committee membership is limited, in principle, to JAT members; the chair may, however, invite non-members to participate as appropriate on a non-voting basis.
- Committees shall report their activities to the Board of Directors in a timely manner.
- The Board of Directors may disband committees.
Section VII. The JAT Mailing Lists
- JAT operates the JAT mailing list (JAT-list), which is the official mailing list of the Japan Association of Translators.
- The JAT mailing list is for use by JAT members in good standing.
- The messages on the list will be related to the purpose for which the list was established.
- The JAT Webmaster will administer all JAT mailing lists on behalf of the JAT Board of Directors.
- The JAT mailing list is subject to the rules as stated in the bylaws and terms of use.
- Offenders will lose mailing privileges according to the following schedule:
- First offense: 2 days to one week
- Second offense: one week to one month
- A third offense will bring an automatic review of the person’s membership standing by the board.
- The severity of the penalty Section VII 6(a) and (b)
will be at the discretion of the JAT Board of Directors. Obviously the timing of offenses is crucial. Although a second offense that occurs within days or weeks of a first offense will certainly incur a more severe penalty, a second offense 5 years after the first offense will not. - The JAT Board of Directors shall have the right, but not the obligation, to monitor the content of the JAT mailing lists to determine compliance with the Terms of Use and any operating rules established by JAT and to satisfy any law, regulation, or authorized government request.
- The JAT Board of Directors shall have the right in its sole discretion to edit, refuse to post, or remove any material submitted to or posted on the JAT mailing list.
- To assure that JAT will have a quorum at general meetings of the Association (AGM or EGM) in accordance with Article 27 of the JAT Constitution, members appoint the auditors as proxy holder in accordance with Article 29 of the JAT Constitution under the following conditions:
- The date and agenda of the general meeting may at present not be set; and
- In accordance with Article 29 of the JAT Constitution:
- Members will have the opportunity to automatically rescind this proxy or direct this proxy to another person by voting under standard JAT procedures and deadlines available to all members and announced on the members’ mailing list or on the JAT Website;
- Members direct their vote to be held in abstention for any and all issues decided by vote at the general meeting unless they have otherwise directed the proxy-holder how to vote on specific issues in writing prior to the meeting.
- The following notice and a link to the bylaws must be prominently displayed on all signup and renewal forms:
“As a JAT member, you agree to follow the Bylaws of the Association. Section VIII of the Bylaws makes Association auditors your proxy for casting an abstain vote at AGMs and EGMs at which you do not otherwise vote. For details, see [link].”
| 2008/06/10 | The following amendment was made pursuant to JAT Board vote closing May 28, 2008.
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| 2008/04/08 | The following additions and amendments were made pursuant to decisions made at JAT Remote Board meetings in 2007.
The following additions and amendments were made pursuant to JAT Board Meeting Vote in November 2006, as well as to decisions made at JAT Remote Board meetings in 2007.
The following additions and amendments were made pursuant to decisions made at JAT Remote Board meetings in 2007.
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| 2006/05/28 | The following additions and amendments were made pursuant to JAT board vote closing May 7, 2006.
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| 2006/05/20 | Added Section II 5 (l) per board decision of April 11, 2006, titled “Regularly purging the Board mailing list” | ||||||||||||||||
| 2006/05/20 | The following additions and amendments were made pursuant to JAT remote board meeting minutes for period ending Dec 15, 2005
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| 2005/10/11 | The following additions and amendments were made pursuant to JAT Board Meetings in August 2005:
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| 2004/08/24 |
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| 2004/05/01 |
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| 2004/04/26 | Added Section IX. IJET pursuant to JAT Board Meeting December 07, 2002. Proposal 2002-12-07-4. |
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| 2004/04/17 | The following additions and amendments were made pursuant to JAT Board Meeting February 15, 2003. Proposal 2003-02-15-3.
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| 2003/12/18 |
> The following additions and amendments were made pursuant to JAT Board Meeting September 27, 2003.
>The following additions and amendments were made pursuant to JAT Board Meeting February 15, 2003.
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| ca. 2002/10/19 | The following additions and amendments were made pursuant to JAT Board Meeting October 19, 2002 (item 7):
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