Central Tokyo MICE Network

Chapter 1 General Rules

(Name)

Article 1

This association shall be known as the Central Tokyo MICE Network (hereinafter referred to as the ‘Network’).

(Objective)

Article 2

The purpose of the Network is to provide a forum for cooperation and consultation among the organizations that carry out MICE-related projects in central Tokyo. It proposes policies, disseminates information, raises awareness concerning the activities of Area MICE (attracting international businesses to host events in each district), and supports the development of MICE capabilities in central Tokyo through cooperation with the government.

(Activities)

Article 3

The Network shall conduct the following activities to achieve the objectives set out in the preceding article.

• (1) Policy and institutional proposals to strengthen Area MICE
  Prepare policy proposals to strengthen Area MICE activities and propose them to the government and relevant organizations with the aim of realizing such policies.
• (2) Information sharing to promote cooperation between Area MICE organizations.
  To share information on national and international trends, local initiatives, national and local government policies, and problems and solutions when promoting Area MICE, with a view to enhancing and promoting collaboration in Area MICE initiatives.
• (3) Dissemination of information on MICE in central Tokyo
• (4) Other activities necessary to achieve the objectives of the Network

2 No commercial activities of specific organizations, companies or individuals will be undertaken.

Chapter 2 Membership

(Network Members)

Article 4

Network members shall be organizations, companies or individuals involved in the implementation, promotion or research to attract and hold MICE events in central Tokyo, and shall agree with the aims and activities of the Network.

(Admission)

Article 5

Any person wishing to join the Association may do so by submitting the designated application form and obtaining a vote from the Board of Directors.

2 Persons who are found to be committing or likely to commit acts against public order and morals, organized crime, and similar persons are not permitted to join the Network.

(Withdrawal)

Article 6

Network members may voluntarily withdraw from membership by submitting a notice of withdrawal to the Board of Directors at least one month before the date on which they wish to withdraw.

• 2 A member may be expelled (withdrawn) by a vote of the Board of Directors if any of the following conditions are met.
  • (1) The member violates the terms.
  • (2) A membership fee is in arrears without justifiable reason and the member does not respond to a notification and pay the fee when requested.
  • (3) It becomes clear that the member is a person falling under Article 5(2).
  • (4) The Network's reputation is damaged, or its objectives are infringed.

3 If the Board votes in accordance with the preceding paragraph, it must, at the request of the member concerned, give the member concerned an opportunity to defend themself before a vote.

(Loss of membership)

Article 7

A member shall be disqualified if they fall into one of the following categories. The person withdrawn from membership shall lose all rights as a Member and shall not be entitled to make any claim to the money already paid or to any other assets of the Network.

• (1) The withdrawal form has been submitted and the date of withdrawal as stated in the withdrawal form has arrived.
• (2) The organization ceased to exist as a member.
• (3) The person was expelled (withdrawn from membership).

(Advisory Board)

Article 8

An Advisory Board consisting of experts and specialists will be established as an organization to support members with resolutions from a professional standpoint. The Secretariat shall elect Members of the Advisory Board.

(Membership Fees and Contributions)

Article 9

Currently, the Network shall focus on meetings and other non-expensive activities and shall not charge membership fees. The Advisory Board's budget will be managed as a research project of the Mori Memorial Foundation, which will function as its secretariat. In the future, the General Meeting will consider and decide on the collection of membership fees and contributions and the sponsorship opportunities as necessary to cover the costs of activities.

(Observer)

Article 10

The national government (including its delegated bodies), prefectures, municipalities, independent administrative entities, other organizations, companies, or individuals who agree with the aims and activities of the Network may participate in the Network as observers, by resolution of the Board of Directors.

Chapter 3 Officers

(Officers and Board of Directors)

Article 11

The Network has the following Officers:

(1) One Chairperson

(2) Two Vice Chairpersons

(3) One Advisor

2 The above officers shall constitute the Board of Directors.

(Duties of the Officers)

Article 12

The duties of the officers of the Network shall be the following.

2 The Chairperson represents the Network and oversees the conduct of the Network's affairs.

3 The Vice-Chairperson assists the Chairperson. The Vice-Chairperson acts on behalf of the Chairperson at the request of the Chairperson.

4 The Advisor provides necessary advice at the request of the Chairperson.

(Appointment)

Article 13

The Chairperson, Vice-Chairperson and Advisors shall be elected by the General Meeting.

(Term)

Article 14

The term of officers shall be two years. However, reappointment is not prohibited.

2 The term of an officer appointed to fill a vacancy or to increase the number of officers shall be the remaining term of the predecessor or current officers.

3 Officers shall receive no remuneration. Reimbursement of expenses associated with the activities of the Network shall be determined separately.

Chapter 4 General Meetings

(Composition)

Article 15

The Network shall have a General Meeting as the supreme decision-making body.

2 The General Meeting shall consist of all members.

3 Advisory Board members and observers may attend the General Meeting and express their views.

(Authority)

Article 16

The General Meeting shall resolve the following matters:

(1) Appointment and dismissal of the Chairperson, Vice-Chairperson and Advisors

(2) Determination of business plan

(3) Budget decisions

(4) Approval of business reports

(5) Approval of resolutions

(6) Decisions on enactment, amendment, and repeal of the Terms.

(7) Dissolution of the Network

(8) Other important matters of the Network

(Hosting)

Article 17

There shall be two types of General Meeting: Ordinary General Meetings and Extraordinary General Meetings.

2 An Ordinary General Meeting is held once a year, within three months after the end of the fiscal year.

3 Extraordinary General Meetings are held when deemed necessary by the Chairperson.

(Convention)

Article 18

General Meetings are convened by the Chairperson.

2 If the Chairperson is absent or unable to act, the Vice-Chairperson convenes the General Meeting.

3 If a General Meeting is to be convened, the members must be notified in writing or by email at least five days before the date of the meeting, stating the date, time and place of the meeting and the items to be voted on.

(Chairperson)

Article 19

The General Meeting is chaired by the Chairperson.

2 Notwithstanding the preceding paragraph, in the absence of the Chairperson, the Chairperson shall be the Vice-Chairperson present.

(Formation of the General Meeting)

Article 20

A General Meeting cannot be held unless a majority of the members are present. Those who submit a written proxy or a vote shall be deemed to be present.

(Voting)

Article 21

Matters to be voted on at the General Meeting shall be those notified in advance in accordance with the Terms. However, this does not apply if the agenda is urgent and the majority of the members present at the meeting agree.

2 The resolution of the General Meeting shall be adopted by a majority of the Network Members present, and in case of a tie, the Chairperson shall make the decision.

3 Minutes of the proceedings of the General Meeting shall be prepared by the Secretariat and kept at the Secretariat.

(Delegation of voting rights)

Article 22

Members who are unable to attend the General Meeting may vote in writing on the matters notified in advance or delegate the exercise of their voting rights to other members present.

Chapter 5 Subcommittees

Article 23

The General Meeting may establish subcommittees as necessary to assist and facilitate the management of the Network. In addition, subcommittees may be established upon application from Network Members.

Chapter 6 Secretariat

Article 24

A Secretariat shall be established to handle the administrative affairs of the Network.

2 Regulations governing the structure and operation of the Secretariat are determined separately by the Board of Directors.

Chapter 7 Financial Affairs

(Income)

Article 25

The necessary funds for the operation of the Network are provided by annual membership fees, sponsorship fees, research funds from the Mori Memorial Foundation, and other income.

(Fiscal year)

Article 26

The Network's fiscal year runs from 1 April each year until 31 March the following year.

(Business Plan and Budget)

Article 27

The business plan of the Network and the associated income and expenditure budget shall be prepared by the Chairperson for each business year and approved by the General Meeting.

(Business Report and Accounts)

Article 28

A business report and documents relating to the accounts of the Network shall be prepared by the Chairperson and approved by the General Meeting promptly after the end of each fiscal year.

2 Any surplus in the accounts shall be carried forward to the next fiscal year.

Chapter 8 Changes to the Statutes and dissolution of the Network.

(Changes to the Terms of Reference)

Article 29

Any changes to the Terms must be approved by the General Meeting.

(Dissolution)

Article 30

When dissolving the Network, a resolution of the General Meeting with the consent of two-thirds or more of the total number of Network members is required.

(Disposal of Residual Assets)

Article 31

The General Meeting shall decide how to dispose of any residual assets remaining at the time of dissolution by a vote of at least two-thirds of the total number of members.

Chapter 9 Miscellaneous Rules

(Appointments)

Article 32

In addition to the provisions of the Terms, other necessary matters relating to the administration of the Network shall be determined separately by the Chairperson.

Additional Clauses

1. The Terms shall come into effect on 4 December 2020.

2. The Terms shall expire on the day before the day on which the Network transitions to an incorporated association or other legal entity.