Chapter 1: General Provisions

Article 1
The name of this society is the Taiwan Society of Neuromusculoskeletal Ultrasound (hereinafter referred to as the Society).

Article 2
The Society is a non-profit social organization established in accordance with the law. Its purpose is to enhance and develop the standards of neuromusculoskeletal ultrasound (hereinafter referred to as musculoskeletal ultrasound) technology, promote musculoskeletal ultrasound education and academic research, and collaborate with other medical academic organizations to strengthen exchanges with relevant foreign medical organizations, thereby promoting public health.

Article 3
The organizational area of the Society covers the entire administrative region of the country.

Article 4
The headquarters of the Society is located in the area of the competent authority, and it may establish branch offices with the approval of the competent authority. The organizational rules for the aforementioned branch offices shall be drafted by the Board of Directors and submitted to the competent authority for approval. The addresses of the headquarters and branch offices must be reported to the competent authority when established or changed.

Article 5
The tasks of the Society are as follows:

1. Regularly hold academic lectures and seminars.
2. Assist in the exchange of experiences, cooperation, and continuing education among members.
3. Promote the clinical development of musculoskeletal ultrasound.
4. Facilitate connections and cooperation with international ultrasound medical organizations.
5. Introduce, research, and develop technologies related to musculoskeletal ultrasound.
6. Other matters related to the objectives and tasks stipulated in the bylaws.

Article 6
The competent authority of the Society is the Ministry of the Interior. The competent authority for business matters, according to the objectives and tasks stipulated in the bylaws, is mainly the Ministry of Health and Welfare. The Society's business matters shall be guided and supervised by the respective competent authorities.

Chapter 2: Membership

Article 7
The Society has the following three types of members:

1. Individual Members: Individuals who agree with the objectives of the Society, are at least 20 years old, and hold a physician's license in the Republic of China. They must fill out a membership application form, be approved by the Board of Directors, and pay membership fees to become individual members.
2. Honorary Members: Individuals who have contributed to the Society and hold a physician's license in the Republic of China, recommended by members and approved by the Board of Directors, shall be honorary members.
3. International Members: Individuals who agree with the objectives of the Society, are at least 20 years old, and do not hold a physician's license in the Republic of China. They must fill out a membership application form, be approved by the Board of Directors, and pay membership fees to become international members.

Article 8
Individual members (representatives) have the right to vote, elect, be elected, and dismiss. Each member (representative) has one vote. Honorary members do not have these rights.

Article 9
Individual members have the obligation to comply with the Society’s bylaws, resolutions, and to pay membership fees.

Article 10
If a member (representative) violates laws, bylaws, or does not comply with the resolutions of the general meeting, the Board of Directors may resolve to issue a warning or suspend their rights. If the violation is serious, the general meeting may resolve to expel the member. Individual members who fail to pay membership fees cannot enjoy membership rights. If they fail to pay fees for three consecutive years, they shall be deemed to have automatically resigned. The expulsion, resignation, or suspension of individual members must be submitted to the general meeting for approval. If an individual member wishes to apply for reinstatement or restoration of rights, they must pay all outstanding fees unless there are legitimate reasons approved by the Board of Directors. Honorary members are not required to pay membership fees.

Article 11
A member shall be deemed to have resigned under the following circumstances:

1. Loss of membership qualifications.
2. Expulsion by resolution of the general meeting.

Article 12
Members may submit a written statement to declare their resignation from the Society.

Chapter 3: Organization and Authority

Article 13
The highest authority of the Society is the general meeting of members. During the recess of the general meeting, the Board of Directors shall exercise its powers, while the Supervisory Board serves as the oversight body.
If the number of members exceeds 300, representatives may be elected by proportional districts, and a representative meeting shall be convened to exercise the powers of the general meeting.
The term of office for representatives is three years, and the number and election methods shall be drafted by the Board of Directors and submitted to the competent authority for approval.

Article 14
The powers of the general meeting of members (representatives) are as follows:

1. Establish and amend the bylaws.
2. Elect and dismiss directors and supervisors.
3. Decide on the amount and method of membership fees, annual fees, business fees, and member donations.
4. Approve the annual work plan, reports, budgets, and final accounts.
5. Decide on the expulsion of members (representatives).
6. Decide on the disposal of property.
7. Decide on the dissolution of the Society.
8. Decide on other significant matters related to members' rights and obligations.
   The scope of significant matters in the preceding item shall be determined by the Board of Directors.

Article 15
The Society shall have 19 directors and 5 supervisors, elected by the members (representatives), forming the Board of Directors and the Supervisory Board, respectively.
When electing directors and supervisors, it is possible to simultaneously elect 5 alternate directors and 1 alternate supervisor based on the vote count. In the event of a vacancy among directors or supervisors, they shall be replaced in order.
The Board of Directors may propose a list of candidates for the next directors and supervisors for reference. Directors and supervisors may use mail-in voting.
The mail-in voting method shall be approved by the Board of Directors and submitted to the competent authority for approval.

Article 16
The powers of the Board of Directors are as follows:

1. Verify the qualifications of members (representatives).
2. Elect and dismiss executive directors, vice presidents, and the president.
3. Resolve the resignation of directors, executive directors, vice presidents, and the president.
4. Hire and dismiss staff.
5. Draft annual work plans, reports, budgets, and final accounts.
6. Other matters to be executed.

Article 17
The Board of Directors shall consist of 5 executive directors, elected by the directors, with one director elected as the president and three as vice presidents.
The president shall oversee the Society's affairs internally and represent the Society externally, serving as the chairman of the general meeting and the Board of Directors. If the president cannot perform their duties, they shall designate one vice president to act on their behalf. If no designation is made, the vice presidents shall mutually elect one to act.
If the president, vice presidents, or executive directors vacate their positions, they shall be replaced within one month.

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

1. Supervise the execution of the Board of Directors' work.
2. Audit the annual final accounts.
3. Elect and dismiss executive supervisors.
4. Resolve the resignation of supervisors and executive supervisors.
5. Other matters to be supervised.

Article 19
The Supervisory Board shall have one executive supervisor, elected by the supervisors, who will supervise daily affairs and serve as the chairman of the Supervisory Board.
If the executive supervisor cannot perform their duties, they shall designate one supervisor to act on their behalf. If no designation is made, the supervisors shall mutually elect one to act.
If the chairman of the Supervisory Board (executive supervisor) vacates their position, they shall be replaced within one month.

Article 20
Both directors and supervisors are unpaid positions with a term of three years, and they may be re-elected. The president may only serve one consecutive term.
The term of directors and supervisors is calculated from the date of the first Board of Directors meeting of the current term.

Article 21
Directors and supervisors shall be immediately dismissed under the following circumstances:

1. Loss of membership (representative) qualifications.
2. Resignation approved by the Board of Directors or Supervisory Board.
3. Dismissal or removal.
4. Suspension during more than half of their term.

Article 22
The Society shall have one secretary general, who shall handle the Society's affairs under the direction of the president. The Society may appoint vice secretaries and other staff as needed, nominated by the president and approved by the Board of Directors, and reported to the competent authority for record.
The aforementioned staff shall not be directors or supervisors.
The responsibilities and duties of the staff shall be determined separately by the Board of Directors.

Article 23
The Society may establish various committees, groups, or other internal operational organizations, whose organizational rules shall be implemented after approval by the Board of Directors, and the same applies to any changes.

Article 24
The Society may appoint honorary presidents, honorary directors, and advisors as deemed necessary by the Board of Directors, with their terms coinciding with those of the directors and supervisors.

Chapter 4: Meetings

Article 25
The general meeting of members (representatives) consists of regular meetings and extraordinary meetings, convened by the president. Except for extraordinary meetings due to emergencies, written notice must be given 15 days prior to the meeting.
Regular meetings shall be held once a year, while extraordinary meetings shall be convened when deemed necessary by the Board of Directors, or upon request by at least one-fifth of the members (representatives), or at the request of the Supervisory Board.
After the Society has registered as a legal entity, extraordinary meetings may be convened upon the request of at least one-tenth of the members (representatives).

Article 26
If a member (representative) cannot attend the general meeting, they may appoint another member (representative) to act as their proxy in writing, limited to one proxy per member (representative).

Article 27
Resolutions of the general meeting of members (representatives) require a majority of members (representatives) present to pass, with a simple majority of those present agreeing. However, the following matters require the consent of two-thirds of those present:

1. Establishment and amendment of the bylaws.
2. Expulsion of members (representatives).
3. Dismissal of directors and supervisors.
4. Disposal of property.
5. Dissolution of the Society.
6. Other significant matters related to members' rights and obligations.
   After the Society has registered as a legal entity, amendments to the bylaws require the consent of three-fourths of those present or two-thirds of all members in written agreement.
   The Society may be dissolved at any time by a resolution of two-thirds of all members.

Article 28
The Board of Directors shall meet once every six months, and the Supervisory Board shall meet once every six months. If necessary, joint meetings or extraordinary meetings may be convened.
Except for extraordinary meetings, written notice must be given 7 days prior to the meeting. Resolutions of these meetings require a majority of directors or supervisors present to pass, with a simple majority of those present agreeing.

Article 29
Directors must attend Board meetings, and supervisors must attend Supervisory Board meetings; neither the Board of Directors nor the Supervisory Board may delegate attendance. Meetings may be convened via video conference, and participation in such meetings shall be considered as attending in person; however, matters involving elections, by-elections, dismissals, or the establishment of organizational rules may not be conducted via video conference.
If a director or supervisor is absent without cause for two consecutive meetings, they shall be deemed to have resigned.

Chapter 5: Finances and Accounting

Article 30
The sources of funding for the Society are as follows:

1. Membership fees: Individual members: NT$3,000; International members: NT$2,000, payable upon joining.
2. Annual fees: Individual members: NT$2,000; International members: NT$1,000.
3. Business fees.
4. Member donations.
5. Commissioned income.
6. Funds and their income.
7. Other income.

Article 31
The fiscal year of the Society follows the calendar year, from January 1 to December 31.

Article 32
Two months before the start of each fiscal year, the Board of Directors shall prepare the annual work plan, income and expenditure budget, and employee compensation table, to be approved by the general meeting (if the general meeting cannot be held as scheduled, it shall first be submitted to the joint meeting of the Board of Directors and Supervisory Board for approval), and submitted for record to the competent authority before the start of the fiscal year. After the end of the fiscal year, within two months, the Board of Directors shall prepare the annual work report, income and expenditure final accounts, cash receipts and disbursements, balance sheet, property inventory, and fund income and expenditure statement, which shall be reviewed by the Supervisory Board and returned with an audit opinion to the Board of Directors for approval, to be submitted for record to the competent authority by the end of March (if the general meeting cannot be held as scheduled, it shall first be approved by the joint meeting of the Board of Directors and Supervisory Board, and then submitted to the competent authority).

Article 33
After the dissolution of the Society, any remaining assets shall belong to the local autonomous body or the authority designated by the competent authority.

Chapter 6: Supplementary Provisions

Article 34
Matters not stipulated in these bylaws shall be handled in accordance with relevant laws and regulations.

Article 35
These bylaws shall be implemented after approval by the general meeting of members (representatives) and record by the competent authority, with the same procedure for any amendments.

Article 36
These bylaws were adopted by the Society on December 2, 2018, at the First General Meeting of the First Board.