Original Article Approved at the First General Meeting of Members on March 31, 2007

The first amendment was passed at the first general meeting of the second session on May 25, 2018.

Chapter 1 General Provisions

Article 1. The name of this Association is the Cambridge University Alumni Association of Taiwan, abbreviated as the Cambridge Alumni Association (hereinafter referred to as the Association, the full English name is “Cambridge Society of Taiwan”). This Association is an independent branch of the Cambridge University Alumni Association (Cambridge Society).

Article 2 This association is established in accordance with the Civil Association Act and is a non-profit social organization.

Article 3 The purpose of this association is to connect the University of Cambridge (hereinafter referred to as the "Alma Mater"), Cambridge alumni from all over the world and alumni in China, and to promote exchanges between alumni associations in various regions.

Article 4 The affairs of the Association include the following matters:

1. Handle alumni contacts, services and related activities.

2. Regularly publish alumni newsletters.

3. To handle the reception of professors from the alma mater and alumni from all over the world who come to China.

4. Organize or sponsor various academic and public welfare lectures, speeches, and seminars for professors or alumni of the alma mater.

5. Organize or sponsor exchange activities with the alma mater.

6. To manage the establishment, review and awarding of scholarships and grants for current or incoming students of the alma mater.

7. Organize or assist other public welfare and academic activities that are consistent with the purpose of the Association.

Article 5 The Association shall be organized based on the administrative regions of the country.

Article 6 The headquarters of the Association shall be located in the region where the competent authority is located, and it may establish branches in appropriate locations in the country after approval by the competent authority.

Article 7 The competent authority of this Association is the Ministry of the Interior, and its business shall be guided and supervised by the competent authorities of the respective industries.

Chapter 2 Membership

Article 8 The qualifications for applying for membership of the Association are as follows:

1. General Membership: Anyone who agrees with the Association's mission and meets one of the following qualifications may apply for general membership. Applicants for general membership must complete an application form and provide sufficient documentation to prove their alumni status or experience. After review and approval by the Board of Directors, they must pay the membership fee. The Board of Directors may, if necessary, contact Cambridge University to confirm the submitted documentation.

(1) The applicant must be an alumnus of the University of Cambridge and hold a Republic of China passport while studying at the University of Cambridge or reside in Taiwan at the time of application.

(2) A person who has studied, researched or taught at Cambridge University for more than six weeks; alumni who have studied, researched or taught at their alma mater for less than six weeks but who apply for membership during the Association's formation period are not subject to the above period restrictions.

(3) He has made special contributions to the Association and has been recommended by the Board of Directors.

2. Honorary Membership: Honorary members may be appointed to the Association or the Cambridge University Taiwan Alumni Association for individuals who have made significant contributions to the Association. Such individuals must agree with the Association's mission, complete an application for membership, be approved by the Board of Directors, and pay the membership fee before becoming a member. The list of honorary members shall be submitted to the competent authority for recordation. The Association may, upon resolution of the Board of Directors, appoint honorary members, sponsoring members, and overseas members. Their rights, obligations, and review criteria will be separately established and promulgated by the Board of Directors.

Article 9 If a member violates the Articles of Association or the resolutions of the General Assembly, the Board of Directors may decide to give him a warning or suspend his membership. If the violation seriously endangers the rights and interests of the Association, the member may be expelled by the resolution of the General Assembly.

Article 10 A member shall be expelled from the association if he/she has any of the following circumstances:

1. Death

2. Those who are removed from the membership by resolution of the general meeting of members.

Article 11 A member may declare his/her withdrawal from the Association by stating the reasons in writing to the Board of Directors, and the withdrawal will take effect one month after the written declaration is delivered to the Association.

Article 12 If a member leaves or withdraws from the association, the fees paid will not be refunded.

Article 13: Members have the right to speak, vote, elect, be elected, and recall. They may participate in the Association's various activities and enjoy other statutory rights. Each member has one right. Honorary members, sponsoring members, and overseas members are natural guests of the Association's activities and may attend general meetings, but do not have the rights listed in the preceding paragraph.

Article 14 Members have the obligation to abide by the Association’s Articles of Association, resolutions of the General Meeting of Members and the Meeting of Directors and Supervisors, to perform duties assigned by the Association, and to pay membership dues.

Chapter 3 Organization and Authority

Article 15 The Association’s highest authority is the General Assembly; the Board of Directors is the executive body and exercises its powers during the adjournment of the General Assembly; the Board of Supervisors is the supervisory body.

When the number of members exceeds 300, member representatives may be elected proportionally by district, and a general meeting of member representatives shall be convened to exercise the powers of the general meeting. The number of member representatives, their terms of office, and the election procedures shall be formulated by the Board of Directors and submitted to the competent authority for approval before implementation.

Article 16 The powers of the general meeting of members are as follows:

1. Formulate and amend the Association’s Articles of Association.

2. Election and removal of directors and supervisors.

3. Decide on the annual work plan, report, budget, and final accounts (power of members/directors).

4. Decide on the expulsion of members.

5. Decide on the disposal of property.

6. Decide on the dissolution of this association.

7. Decide on other important matters related to the rights and obligations of members.

Article 17 The Association shall have nine directors and three supervisors, elected by members (or member representatives). A board of directors and a board of supervisors shall be established separately. When electing the directors and supervisors referred to in the preceding paragraph, two alternate directors and one alternate supervisor may be elected simultaneously based on the vote count. In the event of a vacancy on the board of directors or supervisor, the vacancies shall be filled in the order in which they are elected.

The Board of Directors may propose a list of candidates for the next term of directors and supervisors. Directors and supervisors may be elected by correspondence. The procedures for the correspondence election shall be approved by the Board of Directors and submitted to the competent authority for approval before implementation.

Article 18 The powers of the Board of Directors are as follows:

1. Decide on matters concerning the convening of the general meeting of members.

2. Review membership qualifications.

3. Elect or remove directors and the chairman.

4. Decide on the resignation of a director or the chairman.

5. Hire and dismiss staff.

6. Prepare annual work plans, reports, budgets, and final accounts.

7. Decide on the amount and method of membership fees, annual dues and member donations.

8. Formulate and implement annual work plans.

9. Compile and edit the memorandum.

10. Carry out other important matters.

Article 19 The Board of Directors shall have one Chairman, who shall be elected from among the Directors. The Chairman shall be responsible for the overall supervision of the Association's affairs internally, represent the Association externally, and serve as the Chairman of the General Meeting of Members and the Board of Directors.

The Board of Directors may appoint one Secretary-General and one Treasurer to handle the affairs of the Association under the orders of the Chairman. Their appointment and removal shall be approved by the Board of Directors upon nomination by the Chairman, and reported to the competent authority for record. If the Chairman is unable to perform his or her duties for any reason, a Director shall be appointed to act as the Chairman. Vacancies in the positions of Chairman, Secretary-General, and Treasurer shall be filled within one month.

The Association may appoint an Honorary Chairman, who shall be nominated by the Chairman and appointed after approval by the General Meeting of Members.

Article 20 The Board of Supervisors shall have one Standing Supervisor, elected by the Supervisors from among themselves, who shall oversee the daily affairs of the Board and serve as the convener and chairperson of the Board of Supervisors. In the event of a vacancy in the position of Standing Supervisor, a replacement shall be elected within one month.

Article 21 The powers of the Supervisory Board are as follows:

1. Oversee the execution of the work of the Board of Directors.

2. Review the annual financial statements.

3. Decision or dismissal of executive supervisors

4. Handle other matters that should be supervised by the Association.

Article 22 The term of office of the Association's Chairman, Directors, Supervisors, Secretary General, and Treasurer shall be three years and may be re-elected. However, the Chairman may be re-elected only once. The term of office of the Directors and Supervisors shall commence on the date of the Association's first Board of Directors meeting.

Article 23 Directors and supervisors are all unpaid positions.

Article 24 A director or supervisor shall be dismissed immediately if he or she commits any of the following offenses:

1. Loss of membership.

2. Resignation due to unavoidable circumstances and approved by the general meeting of members/board of directors or board of supervisors.

3. Those who neglect their duties, violate laws and regulations, or engage in other serious irregular behavior and are dismissed or replaced by resolution of the general meeting of members.

4. The period of suspension exceeds half of the term.

Article 25 The directors and supervisors of the Association may not concurrently serve as staff members.

Article 26 In order to effectively plan and promote association affairs and strengthen academic research and services, the Association may organize various committees according to the nature of its affairs. The establishment procedures shall be separately determined by the Board of Directors.

Article 27 The Association may establish various business organizations or other internal operating organizations, and their organizational charters shall be drafted by the Board of Directors, and the same applies to any changes.

Chapter 4 Meeting

Article 28: General meetings of members are divided into regular meetings and extraordinary meetings, and are convened by the Chairman. Except for extraordinary meetings in emergencies, written notice must be given fifteen days in advance. Regular meetings are held annually; extraordinary meetings are convened when the Board of Directors deems it necessary, upon the request of more than one-fifth of the members, or when convened by a meeting of the Supervisors.

Article 29: If a member cannot attend the general meeting in person, he or she may authorize another member to act on his or her behalf in writing. Each member may appoint one proxy. The proxy member may vote on behalf of the members.

Article 30 Unless otherwise provided in these Articles of Association or by law, resolutions of the general meeting of members shall be made with the attendance of more than half of all members or with the consent of a majority of the attendees.

Resolutions on the following matters shall be made with the consent of more than two-thirds of the attendees:

1. Establishment and amendment of the Articles of Association.

2. Expulsion of membership.

3. Removal of directors and supervisors.

4. Disposal of property.

5. Other important matters related to the rights and obligations of members.

After the Association has completed legal person registration, any amendment to the Articles of Association shall be made with the attendance of more than half of all members, the consent of more than three-quarters of the members present, or the written consent of more than two-thirds of all members (member representatives); a resolution to dissolve the Association shall be made with the written consent of more than two-thirds of all members (member representatives).

Article 31 The Board of Directors shall convene once every three months and the Board of Supervisors shall convene once every six months. The Board of Directors and the Board of Supervisors shall each hold a meeting at least once every six months. Joint meetings or extraordinary meetings may be held when necessary.

When convening a meeting as referred to in the preceding paragraph, except for an extraordinary meeting, a written notice shall be delivered to each director and supervisor seven days in advance.

The resolutions of the meeting shall be made by the attendance of more than half of the directors or supervisors, or by the consent of a larger majority of the attendees.

Article 32 Directors and supervisors shall attend the meetings of directors and supervisors in person and may not authorize a proxy to attend. If a director or supervisor is absent for two consecutive times without cause, it shall be deemed as resignation and the alternate director or alternate supervisor shall be appointed immediately to replace him or her.

Chapter 5 Funding and Accounting

Article 33 The sources of funds for the Association are as follows:

1. Membership fee: NT$2,000, payable upon membership.

2. Annual membership fee: NT$500.

3. Member donations.

4. Entrusted income.

5. Funds and their interest.

6. Other income.

The amounts of the admission fee and annual membership fee referred to in the preceding paragraph shall be determined by resolution of the general meeting of members. The admission fee and annual membership fee shall be determined by the board of directors and listed in the memorandum.

Article 34 The expenditure of the Association's funds shall be limited to the following matters:

1. Management of the Association.

2. Salaries and allowances for the Association’s staff.

3. Matters concerning the Association’s various activities.

4. Other matters consistent with the purpose of the Association.

The Association's income and expenditure accounts shall be reviewed and approved by the Board of Directors every three months.

Article 35 The fiscal year of the Association shall run from January 1 to December 31 of each year.

Article 26: Two months before the beginning of each fiscal year, the Board of Directors shall prepare an annual work plan, revenue and expenditure budget, and employee compensation statement, and submit them to the General Meeting for approval (if the General Meeting cannot be held as scheduled for any reason, the plan shall first be submitted to the joint meeting of directors and supervisors for approval). The plan shall then be submitted to the competent authority for review and approval before the beginning of the fiscal year. Within two months after the end of the fiscal year, the Board of Directors shall prepare an annual work report, revenue and expenditure statement, balance sheet, and property inventory. After review by the Board of Supervisors, the Board of Directors shall prepare a written review opinion and return it to the Board of Directors for approval by the General Meeting and submit it to the competent authority for review and approval by the end of March. If the General Meeting cannot be held as scheduled, the plan shall first be submitted to the competent authority.

Article 37 After the Association is dissolved or revoked, the remaining property shall belong to the local self-governing body or the organization designated by the competent authority.

Chapter 6 Supplementary Provisions

Article 38 Matters not stipulated in this Charter shall be handled in accordance with relevant laws and regulations.

Article 39 The detailed rules of operation of this charter shall be formulated by the Board of Directors.

Article 40 This Constitution shall be implemented after being approved by the General Meeting of Members and reported to the competent authority for approval. The same applies to any amendments.

Article 41 This Constitution was adopted by the first general meeting of members of the Association on March 31, 2007.