- Article 1
The official English name of the association is Taiwan Association of Information and Communication Standards (Hereinafter referred to as “TAICS”), and the official Chinese name is 台灣資通產業標準協會.
- Article 2
TAICS shall be a non-profit civil organization, established in accordance with the relevant laws and regulations of the Republic of China. Following future ICT evolution path, the objective of TAICS is to develop industry standards on selected industry fields and strength the industrial competitiveness by promoting it towards the adoption of international standards.
- Article 3
TAICS shall be organized within the national jurisdiction of the Republic of China (Hereinafter referred to as “ROC”).
- Article 4
TAICS shall reside in the same region as the location of the management authorities of the Republic of China.
- Article 5
The missions of TAICS are：
- To establish a collaboration and developing platform supporting the development of industry standards which meets ICT industrial needs.
- To promote national industry standards and the adoption of such standards towards international standards to extend regional influence.
- Serves as the contact window for international standards affair that would enhance the cooperation link with global Standards Development Organizations.
- Article 6
In accordance with the relevant laws and regulations of the Republic of China, the management authority for TAICS's organizational affairs shall be the Ministry of the Interior. With respect to the objectives and missions, the industry competent authority for TAICS’s general affairs shall be the Ministry of Economic Affairs.
TAICS shall carry out its missions and objectives in compliance with the instruction and supervision of the management authorities.
- Article 7
Only organization members are accepted for the membership of TAICS, under which, the membership is further categorized into 3 types:
- Full members: Any organization which approved by the government, supports the objectives and the causes of TAICS, has applied membership with registration form and the annual fee, and after being approved by the Board of Directors, is qualified to become a full member of TAICS. Full member shall appoint 3 member representatives to exercise the right.
- Associate members: Any foreign organization which authorized by the government and finished the business registration, supports the objectives and the causes of TAICS, has applied membership with registration form and the annual fee, and after being approved by the Board of Directors, is qualified to become an associate member of TAICS. Associate members shall appoint 1 member representatives, being a ROC national or a foreign with Resident Certificate for Taiwan Area, to exercise the right.
- Observer: Any legal organization which support the objectives and the causes of TAICS and would like to take part in TAICS’s activities, has applied membership with registration form and annual fee, and after being approved by the Board of Directors, is qualified to become an observer.
- Article 8
Each member (member representative) is eligible for the right to vote, elect, be elected and be recalled. Each member (member representative) carries one vote. Associate members and observers are excluded. Member owns the right to participate in meetings, activities, and to access publications and technical materials of TAICS. However, associate member only owns the right of proposal and speech in its attendance, whilst observer only enjoys the right to attend meetings.
- Article 9
Members shall comply with the obligation to abide by this bylaws, the resolution enacted by the General Assembly, and to pay membership dues. Members are also under the obligation to participate in committee activities to maintain its normal operation.
- Article 10
A Member who fail to pay membership dues doesn’t enjoy the membership right. Members who hasn’t paid membership dues for two consecutive years are regarded to automatically withdraw from TAICS. Apart from legitimate causes, members who suffer from disciplinary action of membership discharge, withdrawal or suspension should, once apply for membership right resumption, pay the membership arrear.
- Article 11
In the event a member (or her representative) violates the law, this bylaws, or the resolutions enacted by the General Assembly, the Board of Directors may issue a warning against her or suspend her membership. In the event of a gross violation, the General Assembly may vote to expel that member.
- Article 12
A member losing membership or being expelled by the General Assembly shall no longer enjoy any rights of TAICS.
- Article 13
A member may, on filing a written explanation, withdraw from TAICS
- Article 14
TAICS regards the General Assembly as the highest authority.
- Article 15
The functions and authority of the General Assembly are as follows:
- To make and amend the Articles herein.
- To elect and recall the directors and the supervisors.
- To decide on the amount and the method of the registration fee, the annual fee, operation costs, and the member's donation.
- To decide on annual work plan, work report, budget plan and final audit.
- To decide the discharge of a member.
- To decide the dissolution of property.
- To decide the dissolution of TAICS.
- To deal with and decide on such other matters as deemed important in relation to the rights and duties of the members.
The scope of the matters mentioned in subparagraph 8 of previous paragraph shall be stipulated by the Board of Directors.
- Article 16
TAICS shall elect 11 Directors and three Supervisor from the members among themselves and shall respectively establish the Board of Directors and the Board of Supervisors. While electing the above-mentioned directors and supervisors, the General Assembly shall appoint two more directors and one more supervisor to wait to fill the vacancy according to the result of the vote. They shall fill the vacancy in case the seat of any director or supervisor becomes vacant during his/her term of office. The current Board of Directors shall nominate candidates for the election of subsequent directors and supervisors.
- Article 17
The functions and the authority of the Board of Directors are as follows:
- To decide the required qualifications of members.
- To elect and recall the Chairman and vice-Chairmen.
- To decide the resignation of the directors, vice-Chairmen and the Chairman.
- To appoint and discharge employees.
- To decide the annual work plan, report, budget, and final audit.
- To decide the internal management regulation.
- To authorize the publication of TAICS.
- To execute the resolution enacted by General Assembly.
- To decide other necessary executive matters.
- Article 18
The Board of Directors shall elect a chairman and two vice-chairman from among the directors.
The Chairman of the Board of Directors (hereafter referred to as Chairman) internally instructs general administrators of TAICS and externally represents TAICS. He/she shall be the Chairman of the General Assembly and the Chairman of the Board of Directors.
In case the Chairman cannot exercise his/her powers and duties for any reason, he/she shall select one vice-Chairman to fill the vacancy. If the Chairman does not or cannot appoint his/her deputy, the vice-Chairmen shall elect one from themselves to act on behalf of the Chairman.
Any vacancy of the seat of the Chairman or vice-Chairman shall be filled within one month.
- Article 19
The functions and authority of the supervisors are as follows:
- To supervise the missions of the Board of Directors.
- To decide the annual final audit.
- To elect and recall the standing supervisor.
- To decide the resignation of supervisors and the standing supervisor.
- To supervise such other matters as deemed relevant.
- Article 20
The Board of Supervisors shall elect a Standing Supervisor from among the supervisors, who shall supervises the general administration of TAICS and act as the chairman of the Board of Supervisors.
In case the Standing Supervisor cannot exercise his/her powers and duties for any reason, he/she shall select one supervisor to fill the vacancy. If the standing supervisor does not or cannot appoint his/her deputy, the other Supervisors shall elect one from themselves to act on behalf of the Standing Supervisor.
Any vacancy of the seat of the Chairman of the Board of Supervisors (Standing Supervisor) shall be filled within one month.
- Article 21
Directors and supervisors shall serve without monetary compensation. Each of the Directors and Supervisors shall serve a term of three years and shall be eligible for re-election and re-appointment. The Chairman of Directors shall not be re-appointed more than once. The term of office of that directors and supervisors starts since the convention of the first Board of Directors meeting.
- Article 22
A director or supervisor shall be discharged from his/her position in the event of one of the following:
- Losing the qualifications required for membership of TAICS.
- Resigning from the position and being adopted by the Board of Directors or the Board of Supervisors.
- Being recalled or discharged.
- Being suspended for longer than half of his/her term of office.
- Article 23
TAICS shall have a Secretary General. Under the instructions of the Chairman of the Board of Directors, the Secretary General shall be charged with the general administration of TAICS. The secretariat shall have several employees to fulfill business needs.
The Secretary General and other employees shall be appointed and discharged by the Board of Directors upon nomination by the Chairman before being recorded by the governing authorities.
The Board of Directors shall stipulate the functions and hierarchy of employees of the secretariat.
- Article 24
TAICS shall set up a Technical Management Committee and a Standards Counsel Committee, which take responsibility of development and counselling of industry standards respectively. Each committee shall have a chairperson and several vice-chairpersons depends on needs. The chairperson or vice-chairperson of committee shall be appointed and discharged by the Board of Directors upon nomination by the Chairman. TAICS shall set up different technical committees or other internal operative organizations. The articles for which shall take effect after being adopted by the Board of Directors. Subsequent amendment of these articles shall be effected in the same manner.
- Article 25
The General Assembly are divided into regular meetings and special meetings and shall be called by the Chairman. Except for special meetings called for emergency matters, notice shall be served to the members fifteen days prior to the meeting.
The regular meeting shall be convened once a year. Special meetings shall be promptly called and convened if and when considered necessary by the Board of Directors, or upon request by more than one-fifth of the total number of members, or upon request by the Board of Supervisors.
- Article 26
A written proxy may be used in the event a member cannot attend a meeting. Each member may carry no more than one proxy in casting a vote.
- Article 27
Resolutions of the General Assembly shall require the presence of no less than half the members and shall be adopted upon approval by the majority of the members present. However, the resolutions of the following matters shall be adopted with the approval of at least two-thirds of the total number of members present.。
- Decisions and amendments of the Articles herein;
- Discharge of a member;
- Recall of director or supervisor;
- The disposition of property;
- The dissolution of TAICS; and
- Other such as matters as deemed important concerning the members' duties and rights.
Having duly registered as a legal entity, any amendment of the Articles of this bylaws shall be adopted with the approval of at least three-fourths of the total number of members present or by approval in written form of at least two-thirds of all the members. A resolution to dissolve TAICS shall be adopted and implemented upon the approval of at least two-thirds of all the members at any time.
- Article 28
The meeting of the Board of Directors and the Board of Supervisors shall be convened at least every six months. A special meeting or a joint meeting may be called and convened when necessary.
Except for the special meeting, notice for the above-mentioned meeting shall be served to directors and supervisors at least seven days prior to the meeting. Meetings shall require the presence of no less than half of the number of the Board of Directors and Supervisors and resolutions shall be adopted upon approval by the majority of the members present.
- Article 29
Directors shall attend the directors' meeting and Supervisors shall attend the supervisors' meeting and shall attend in person
In cases where a director or supervisor is consecutively absent twice for a meeting, he/she will be regarded as having resigned from the position.
- Article 30
The following constitute the funding sources of TAICS:
- Registration Fee: NTD $50,000 for both organization member and associate member. To pay when join TAICS.
- Annual Fee: NTD $30,000 for both organization and associate member, NTD $20,000 for observer. In the event when an observer apply a membership conversion to be organization member or associate member, this annual fee can be deducted from the Registration Fee. The first year of fees is pro-rated on a monthly basis for the calendar year.
- Operation budget;
- Donations from members.
- Income from trusts;
- Funds and its interest;
- Other incomes.
- Article 31
The fiscal year of TAICS is set according to the calendar year, from January 1st to December 31th.
- Article 32
TAICS shall decide the annual work plan, the annual budget of revenue and expenditure, and its employees' salary two months prior to the beginning of each fiscal year and these matters shall be recorded by the governing authorities before the beginning of the fiscal year. (If the General Assembly is not convened for certain reasons as scheduled, the directors' joint meeting shall decide the above-mentioned matters). Within two months after the end of the fiscal year, TAICS shall have the annual work report, final accounting form of revenue and expenditures, statement of incomes and expenditures in cash, statement of assets and liabilities, Inventory of properties, statement of incomes and expenditures in funds examined by the Board of Supervisors. The Board of Supervisors shall provide opinions before the Board of Directors adopts and the General Assembly approves the reports. The resolution shall be recorded by the management authorities before March. (If the General Assembly is not convened as scheduled, the management authorities shall record the reports first).
- Article 33
If TAICS should be dissolved for any reason, the residual assets shall belong to the management authority in its municipal or its designated entity.
- Article 34
The ownership of copyright of all industry standards, technical report or documents created by TAICS (hereafter referred to as “TAICS output”) should vest to TAICS. The ownership of copyright for any member contributions is belonged to that proposal owner member. However, if the member contribution be adopted into above mentioned TAICS output, the proposal owner member shall not claim the ownership of copyright for that TAICS output.
- Article 35
In the circumstances that there is certain essential IPR in relation to the TAICS Standards, the relevant IPR holder shall agree to grant licenses on the IPR to any standards user on fair, reasonable and non-discriminatory basis. IPRs holders shall, under such principle, to appropriately exercise his/her right to be adequately and fairly rewarded for the IPR royalty under mutual consent with standards users.
- Article 36
The developed industry standards shall be implemented, promoted and exercised by members in accordance with TAICS IPR policy. Non-members who would like to implement the TAICS standards shall request for written permission from TAICS.
- Article 37
All matters not provided for in these Articles of endowment shall be governed by the relevant laws and regulations.
- Article 38
The Articles herein shall take effect after being adopted by the General Assembly and approved for recording by the governing authorities. Subsequent amendment to these Articles shall be effected in the same manner.
- Article 39
The Articles herein has been approved by the TAICS General Assembly hold on 2016.3.30.