Articles of Society relating generally to the conduct of the affairs of:
International Society for In Vitro Fertilization (ISIVF)
1 The Name
The name of ISIVF (this “Society”) is the International Society for In Vitro Fertilization.
2 The Office
The headquarter of this Society shall be located in Osaka City in Japan.
The ISIVF was established by Professor Robert G Edwards and pioneers of the field of reproductive biology and medicine in 1980. As a scientific not for profit Society, the objectives of this Society are to promote research and clinical development in the field of in vitro fertilization of human oocytes (IVF) and various forms of Assisted Reproductive Technology (ART) for the prevention and treatment of infertility.
4 The kinds of Activities and Businesses
This Society shall perform the following activities and businesses to accomplish the objectives provided in Article 3:
- (1) Hosting conferences and meetings to present, discuss and exchange any researches, data, information and knowledge,
- (2) Notices of the basic policies of the code of conducts relating to the researches and operations,
- (3) Promotion of the cooperation of the international societies and groups which propose and /or offer the IVF and ART, and
(4) other activities and businesses to accomplish the objectives provided in Article 3.
5 Application to be a Member
To be a member of this Society, any person shall apply through the website of this Society and promise to pay the membership fee. Someone who desires to re-apply to this Society shall do the same as the above.
Section 1 A member whoever is an individual or any entity shall be accepted by this Society priorly. Such accepted member may attend the general members meeting and shall have a right to vote at the meeting.
Section 2 All the assets of this Society shall be under the common ownership and no member can request division of any of the assets nor reimbursement.
7 Membership fee
Each member shall have an obligation to pay membership fee in accordance with the regulation for the fee as provided separately to accomplish the objectives of this Society.
8 Withdrawal of the membership
Any member will withdraw the membership of this Society as follows,
- (1) Request of the withdrawal by a member, provided however such member cannot be reimbursed any paid membership fee,
- (2) The passing away of the member or the dissolution of this Society,
- (3) Unpayment of the membership fee, provided however such member does not pay the membership fee within the term the Society decides and requests to the member to pay, or
(4) Expulsion by the Society.
9 The officers
- (1) One President
- (2) One Vice President
(3) Two or less Executive Directors
(4) One Treasurer
(5) Forty Directors at maximum
(6) 4 members of Auditing Committee
10 Operation of the Officers
The officers as provided in the Article 9 shall conduct the following operation;
- (1) The President shall represent this Society and oversight the operation of this Society,
- (2) The Vice President shall support the President and represent the Society in case that the President can not perform his/her responsibility as the representative of this Society because of any accident or similar reason.
- (3) The Executive Directors shall oversee the administrative matters pertaining to the Society.
- (4) The Treasurer shall keep all funds, and collect and disburse all monies on behalf of the Society, and keep an account of all monetary transactions pertaining to the Society.
- (5) The Directors shall constitute the board and operate the business of this Society in accordance with this Articles of Society and the resolution of the general meeting and the board of this Society.
(6) The Auditing committee shall audit the operation and finance of this Society.
Section 1 The directors and the member of the Auditing committee shall be elected at the general meeting of the member of this Society.
Section 2 The President shall be determined at the mutual election of the board.
Section 3 The Vice President, the Executive Directors and the Treasure are appointed by the President.
Section 4 The term of the officers shall be two years, provided however re-appointment of a same member is allowed.
Section 5 Any officers shall perform his/her responsibility as the officer even after the expiration of the term of the officers or his/her withdrawal by his/her proposal.
Section 6 A person cannot be a director and a member of the Auditing committee at the same period.
12 Dismissal of the position of the offer
An officer can be dismissed by the resolution of the general meeting of the members in case that any event occurs to such officer, provided however any opportunity of hearing to such officer shall be conducted priorly;
- (1) When such officer cannot perform his/her responsibility of this Society because of any mental or physical difficulty; or
- (2) Any breach of his/her fiduciary duty as the officer of this Society or any not appropriate conduct has been conducted.
13 General meeting of the members
The general meeting of the members of this Society shall be constituted and the issues for resolution and reporting as follows;
Section 1 Issues for resolution;
- (1) Revision of the Articles of Society,
- (2) Dissolution,
- (3) Change of the operation,
- (4) Consent of the operation and fiscal accounting
- (5) Election or dismissal of the officers
- (6) Other material issues relating to the operation of this Society.
Section 2 The Issues for reporting
- (1) Operation and fiscal accounting
Section 3 The quorum of the general meeting of the members shall be 10 of the attendance of the members.
Section 4 The resolution of the issues at the general meeting of the members shall be decided by the majority of the attendees except other mean is provided separately.
Section 5 The President shall invite the members to the general meeting of the members.
Section 6 The chairperson of the general meeting of the members shall be the President.
(6) The Auditing committee shall audit the operation and finance of this Society.
14 The minutes
The President shall approve the minutes of the general meeting of the members.
15 The board
Section 1 The board shall be constituted by the officers except the members of Auditing committee.
Section 2 The board shall resolute the operation of the issues resulted by the general meeting of the members and the issues which such resolution of the general meeting of the members is not requested.
Section 3 The quorum of the board of shall be the majority of the attendance of the members and the resolution of the issues at the board shall be decided by the majority of the attendees.
Section 4 The chairperson of the board shall be the President.
16 Report of the Operation and fiscal accounting
The President shall obtain the consent of the general meeting of the members of the report of the operation and fiscal accounting of the Society after the audit by the Auditing committee every year without delay after the end of the fiscal year.
17 Fiscal Year
The fiscal year of this Society shall be between April 1st and the end of March.
The issues which this Articles of the Society do not provide shall be determined by the President through the resolution of the board.
This Articles of the Society may be revised with the consent by more than two third attendees of the general meeting of the members.
The dissolution of this Society may be determined with the consent by more than two third attendees of the general meeting of the members.
21 The Disposition of the remaining assets
The measure of the disposition of the remaining assets at the time of the dissolution of this Society shall be determined by the resolution of the general meeting of the members.
22 Operation of how to process the personal data
The personal data to be obtained, used and proposed and processed for the accomplishment of the objectives of this Society shall be in accordance with the regulation to be provided separately, and controlled and processed appropriately.
- This Articles of the Society shall be implemented from 1st April 2023.
- The regulation for the fee provided in Article 7 shall be named as the Regulation of the Fee.
- The regulation for the private data provided in Article 22 shall be named as the Regulation of the Privacy Information.