CHAPTER I - GENERAL RULES
ARTICLE 1. NAME – This association is named the Asian Association of Environmental and Resource Economics Incorporated Association. AAERE Inc. is the abbreviation of the association. AAERE Inc. is the legal body of the Asian Association of Environmental and Resource Economics (hereinafter referred to as the AAERE) in Japan. The Association is collectively referred to as both AAERE and AAERE Inc.
ARTICLE 2. PURPOSE – The Association is an academic organization dedicated to encouraging the exchange of ideas, research, and other professional activities that are of an interdisciplinary nature relating to the economics and management of the environment and natural resources in Asia while being dedicated to freedom of discussion and research, avoiding any prejudiced attitudes with respect to any individuals, groups, political philosophies, or research methods.
ARTICLE 3. ACTIVITIES – AAERE Inc. shall conduct the following activities to satisfy the above purpose.
(1) Management of the property of the AAERE
(2) Support for the activities of the AAERE such as:
(a) to organize academic meetings, lectures, and symposia
(b) to issue academic journals, scholarly books, and newsletters
(c) to conduct research and surveys in its area of interest
(d) to promote the professional activities of its members
(e) to conduct commissioned research and surveys
(f) to engage in other activities necessary for the AAERE’s achievement.
ARTICLE 4. OFFICE – The Association holds its main office in Shinjuku, Tokyo, Japan.
SECTION 2. The Association may hold branches at such places as the Board of the Directors determines fit upon the decision of the Board.
ARTICLE 5. FISCAL YEAR – The fiscal year of the Association starts on the 1st of July and ends on the 30th of June.
ARTICLE 6. BOARD OF DIRECTORS AND AUDITORS – Each of the AAERE and the AAERE Inc. has a Board of Directors and Auditors.
ARTICLE 7. ANNOUNCEMENT METHOD – Official announcements related to the Association shall be made at the main office, where the general public can have easy access to them.
CHAPTER II - MEMBERSHIP
ARTICLE 8. INITIATION - Anyone interested in the economics and management of the environment and natural resources may become a member upon payment of at least one-year membership fee.
ARTICLE 9. DEFINITIONS - The Association has the following kinds of members.
(1) AAERE Fellow: individuals who are nominated by at least five members from three different countries and approved by the Board of Directors in recognition of their prominent research achievement and outstanding contribution to the AAERE
(2) Active Member: individuals who support the purpose of the Association, pay an annual membership fee to the AAERE, and are involved in environmental and resource economics through their profession, training, or professional ability.
(3) Lifetime Member: individuals who support the purpose of the Association are involved in environmental and resource economics through their profession, training, or professional ability, and are not active members this fiscal year but were active members in the past.
(4) Director Member: the active members elected to the directors or the auditors in the AAERE’s General Assembly.
(5) Organizational Member: associations, local governments, and other public or private institutions, with or without legal status, which operate in fields connected with the purpose of the Association, or which support the activities of the Association and/or individual initiatives promoted by the Association, by providing human, organizational or financial resources in order to achieve the purpose of the Association.
SECTION2. The director members are the members of the AAERE Inc., defined in the Act on General Incorporated Associations and General Incorporated Foundations of Japan (hereinafter referred to as the General Incorporated Associations Act.)
ARTICLE 10. ACTIVE, LIFETIME, and DIRECTOR MEMBERS – An active member who does not renew the membership or fails the other obligations becomes a lifetime member.
SECTION2. A lifetime member who pays a membership fee and fulfills the other obligations becomes an active member.
SECTION3. When a director member withdraws from the AAERE, then the member loses the status of a member of AAERE Inc.
ARTICLE 11. EXPULSION – When a member acts in any way that harm the reputation of the Association or behaves against the purpose of the Association, the member may be expelled at the General Assembly of AAERE Inc. with at least half of the members’ attending and with a two-thirds of the attending members’ vote to approve expulsion.
SECTION2. If a resolution of the expulsion is adopted, the representative director must notify the concerned person.
ARTICLE 12. DUES - Dues shall be determined by the General Assembly.
SECTION2. The Active Members and the Organizational Members should pay an annual membership fee.
SECTION3. Dues shall be set to defray expenses of the Association that cannot be met by such other means as a donation, gift, or sales of publications.
SECTION4. There is no refund to a member who withdrew.
CHAPTER III - OFFICERS
ARTICLE 13. COMPOSITION – AAERE Inc. has the following officers:
(1) more than three directors
(2) more than one representative of directors
(3) more than one auditor
SECTION 2. The AAERE Inc. has the following posts:
(1) one Secretary General
(2) one Treasurer
SECTION 3. The AAERE has the following posts:
(1) one President
(2) two Vice-Presidents
(3) one Secretary General
(4) one Treasurer
ARTICLE 14. APPOINTMENT OF OFFICERS – Directors, and auditors shall be appointed by the General Assembly, following the proposal of the Board of Directors of the Association.
SECTION 2. The representative of directors shall be appointed among the directors by a decision of the Board.
SECTION 3. The Secretary General and the Treasurer shall be appointed among the directors.
ARTICLE 15. QUALIFICATIONS - All the officers shall be active members during their term of office and live in Japan.
ARTICLE 16. DUTIES OF THE REPRESENTATIVE of DIRECTORS - The Representative of Directors shall execute business according to the decisions of the directors. The Representative of Directors chairs the meetings of the Board of Directors.
ARTICLE 17. DUTIES OF THE SECRETARY GENERAL - The Secretary General shall conduct daily business under the direction of the Representative of Directors. The Secretary General shall also conduct the following services:
(1) to call a meeting under the direction of the Representative of Directors or upon a request of a majority of the directors.
(2) to take and file minutes of the meetings of the Board of Directors.
ARTICLE 18. DUTIES OF THE TREASURER - The Treasurer shall conduct the following services.
(1) to manage the money of the Association subject to the rules of the Board of Directors.
(2) to keep accurate records of revenues and expenditures of the Association in the account books as subject to Article 123 of the General Incorporated Associations Act, after classifying them, in accordance with a common accounting method and the taxation policy for Public Interest Corporations, into the business categories of public interest, common interest, and profit-earning.
(3) to deposit all the money in a bank and to keep up other valuables by the rule.
ARTICLE 19. EXECUTIVE BOARD - The Board of Executive Directors consists of the Representative of Directors, Treasurer and Secretary General. The Board is responsible for making arrangements to smoothly carry out the activities according to the decisions of the Board of Directors.
ARTICLE 20. AUDITORS – The auditor(s) shall assume the following duties:
(1) to audit the performance of the duties of directors
(2) to audit the activities and financial status of the Association and to make an annual audit report
(3) to participate in the meetings of the Board of Directors and offer opinions if necessary
(4) to report to the Board of Directors, without delay, in the event that an auditor finds any director conducting or being likely to conduct illegal activities or violates the applicable laws or articles of this Statute, or any significant impropriety.
(5) to request the Representative of Directors to call a meeting of the Board of Directors in the event of (4), if necessary. In such a case, when no announcement is made within five business days after such a request to call a meeting of the Board of Directors within two weeks after such a request, he/she shall directly call the meeting.
(6) to investigate proposals and documents to be submitted by the Board of Directors to the meetings of the General Assembly and others stipulated in the administrative order of the Ministry of Justice, Japan, and report the results to the meetings of the General Assembly in the event that he/she finds any violation of the applicable laws and articles of this Statute, or any significant impropriety.
(7) to request a director to cease the activities in the event that the said director conducts or is likely to conduct activities outside the scope of the purpose of the Association or activities that violate the applicable laws and articles of this Statute if the said activities are likely to cause significant damages to the Association.
ARTICLE 21. TERMS – The term of a director and an auditor shall be two years and expires at the Annual General Assembly meeting in the last year of the term. The Representative of Directors shall not be reelected. The Secretary General and the Treasurer may be reappointed.
SECTION 2. A director elected to fill the vacancy shall hold the office for the remaining term of his/her former director.
SECTION 3. An Auditor elected to fill the vacancy shall hold the office for the remaining term of his/her former auditor.
SECTION 4. Even in a case of resignation or expiration of the term, directors and auditors shall hold the office until their successor shall duly take office.
ARTICLE 22. RESIGNATIONS - Any officer may resign at any time. A resignation shall be announced in writing and shall take effect at the time specified, or, if no time is specified, at the time the resignation document is received by the Secretary General or the Representative of Directors.
ARTICLE 23. DISMISSAL – An officer may be dismissed at the General Assembly of AAERE Inc. attended by at least half of the members’ and with two-thirds of the attending members vote to approve the dismissal.
ARTICLE 24. COMPENSATION - Compensation shall not be paid to any part-time officers, but the compensation may be paid to any full-time officer by a resolution at the General Assembly of the AAERE Inc.
SECTION 2. Officers can claim reimbursement for expenses incurred.
CHAPTER IV - GENERAL ASSEMBLY
ARTICLE 25. COMPOSITION – The General Assembly shall be composed of the members of the AAERE Inc.
Section 2 – Each member has one voting right for each resolution of the General Assembly.
ARTICLE 26. AUTHORITY - Except as otherwise described in the applicable laws and this Statute, the General Assembly shall make decisions including, but not limited to:
(1) an annual business plan and a budget
(2) an annual business report and a statement of account
SECTION 2. In principle, decisions shall be made at any meeting only on the issues that accord with the purpose of the General Assembly.
ARTICLE 27. ANNUAL MEETING - The annual meeting of the General Assembly shall be held within three months after the end of each fiscal year.
SECTION 2. The Representative of Directors shall call an annual meeting of the General Assembly upon a resolution of the Board of Directors.
SECTION 3. The notice of an annual meeting of the General Assembly shall be made in writing or by an electromagnetic means no later than thirty (30) days prior to the day of the meeting, specifying the proposal, its concrete content, date, time, and place of the meeting, and availability of voting in writing or through an electromagnetic means.
ARTICLE 28. EXTRAORDINARY MEETING – The extraordinary meeting of the General Assembly shall be held when:
(1) the Board of Directors finds it necessary
(2) a meeting is requested by at least one-fifth of the members with a document specifying the proposal of the meeting.
SECTION 2. The notice of an extraordinary meeting of the General Assembly shall be made in writing or by an electromagnetic means no later than thirty days prior to the day of the meeting, specifying the proposal, its concrete content, date, time, and place of the meeting, and availability of voting in writing or through an electromagnetic means.
ARTICLE 29. CHAIRPERSON – The chairperson of the General Assembly shall be appointed among the members of AAERE Inc.
ARTICLE 30. RESOLUTION – Any resolution at the General Assembly, except as otherwise described in Section 2 of Article 49 of the General Incorporated Associations Act, shall be made with at least one-third of the members’ attendance and the majority of the vote to approve.
ARTICLE 31. VOTING IN WRITING – Any member may delegate his/her voting right to a director who will attend the General Assembly.
SECTION 2. The list of directors who will attend shall be announced with the notice of the General Assembly.
SECTION 3. In the case where a delegated director is absent for some reason, the chairperson can appoint a director who is attending as the delegate of voting.
SECTION 4. In case that the Board of Directors decides that those members who are unable to attend the General Assembly for an unavoidable reason may vote in writing or by an electromagnetic means on the matters notified in advance, or in case any regular member delegates his/her voting right to a director who will attend, any person who exercises his/her voting right in writing or by an electromagnetic means, or who delegates his/her voting right to such a director, shall be deemed as present at the meeting.
ARTICLE 32. OMISSION OF RESOLUTION – In case any member makes a proposal which should be made a resolution upon at the General Assembly, such a proposal shall be deemed as approved by the General Assembly when it is approved by all members in writing or by an electromagnetic means.
ARTICLE 33. OMISSION OF REPORT – In case any matter required to be reported to the General Assembly is notified by a director to all members, such a matter shall be deemed as reported to the General Assembly when all members agree in writing or by an electromagnetic means that it is not required to be reported to the General Assembly
CHAPTER V - BOARD OF DIRECTORS
ARTICLE 34. COMPOSITION – The Board of Directors consists of all the directors.
ARTICLE 35. AUTHORITY - Except as otherwise described in the applicable laws or this Statute, the Board of Directors shall assume the following duties.
(1) to determine the time, place, and agenda of the General Assembly.
(2) to establish, abolish or change the regulations of the Association.
(3) to decide any matter regarding the operation of the Association not described in (2).
(4) to assign specific responsibilities to officers or committees.
(5) to appoint or dismiss committees or committee members that are not described in this Statute, and competent delegates
(6) to delegate authority to spend expenditures or to conclude contracts to specific employees, officers, or directors.
(7) to supervise the performance of directors.
(8) to determine the sale terms of the publications issued by the Association and whether or not the publications will be supplied without additional charge to active members.
(9) to determine events and symposia and their fees if they are subject to fees.
SECTION 2. The Board of Directors may not delegate the authority to decide important issues, including the following, to any director:
(1) to dispose of or take over any important property
(2) to make a large amount of loan
(3) to appoint or dismiss any important employee
(4) to establish, change or abolish any subordinate office or other important organizations
(5) to arrange a system to ensure that the performance of the duties of directors conforms with the applicable laws and this Statute, and to arrange a system described as necessary in the administrative Order of the Ministry of Justice for securing appropriateness of duties of general incorporated associations.
ARTICLE 36. REGULAR MEETINGS – A regular meeting of the Board of Directors shall be held to control committees or individuals and to conduct all operations of the Association that is not delegated to committees or individuals.
SECTION 2. The Secretary General, under the direction of the Representative of Directors, shall call a meeting of the Board of Directors
SECTION 3. A notice of a meeting of the Board of Directors shall be reached to each director and auditor no later than ten days prior to the meeting.
SECTION 4. In a regular meeting of the Board of Directors, a summary of the performance of the Board shall be presented to directors and auditors as a part of the Secretary General's report. Reports shall also be presented by the Representative of Directors, the Treasurer, the director in charge of editing the magazines, and chairpersons of standing committees.
ARTICLE 37. EXTRAORDINARY MEETINGS - The Secretary General shall call an extraordinary meeting of the Board of Directors when;
(1) the Representative of Directors finds it necessary
(2) a meeting is required in writing by a majority of directors, specifying the proposal of the meeting
(3) an auditor requests the call of a meeting.
SECTION 2. The Secretary General, under the direction of the Representative of Directors, shall notify directors and auditors of an extraordinary meeting by an electromagnetic means no later than ten days prior to the meeting. In case the Representative of Directors finds it necessary to hold a meeting as soon as possible, the Representative of Directors shall notify each director of the meeting by telephone or by an electromagnetic means no later than five days prior to the meeting.
ARTICLE 38. CHAIRPERSON – The Representative of Directors shall be the chairperson of a meeting of the Board of Directors.
ARTICLE 39. QUORUM - A majority of the directors shall be present at the meeting of the Board of Directors for commencing the proceedings.
ARTICLE 40. RESOLUTION – Resolutions at a board meeting are made by majority vote of the attending directors unless the method of decision is stated elsewhere.
ARTICLE 41. OMISSION OF RESOLUTION – Directors may be asked by an electromagnetic means whether or not they approve a proposal. In case a reply period is set at one week from the electromagnetic inquiry and all the directors approve such a proposal within the period, it shall be deemed to be approved by a resolution of the Board of Directors. This rule shall not apply when any auditor objects to the proposal.
ARTICLE 42. MINUTES – Minutes of meetings of the Board of Directors shall be taken. A representative director and an auditor shall sign the minutes or sign and seal them if present.
CHAPTER VI - PROPERTY AND ACCOUNTING
ARTICLE 43. COMPOSITION OF PROPERTY – The property of the Association is composed of the following:
(1) property listed on the inventory of the Association
(2) dues of the Association
(3) donation and gift to the Association
ARTICLE 44. MANAGEMENT OF PROPERTY - The Treasurer, under the direction of the Representative of Directors, manages the property of the Association. How the property is to be managed shall be determined separately by a decision of the Board of Directors.
ARTICLE 45. FINANCE – Expenses of the Association shall be paid out of the property of the Association.
ARTICLE 46. BUSINESS PLAN AND BUDGET OF REVENUES AND EXPENDITURES – A business plan and a budget of the Association shall be drafted by the Representative of Directors, approved by the Board of Directors, and approved at the General Assembly.
SECTION 2. In case a budget is not approved by the beginning of a fiscal year, the Representative of Directors, upon a decision of the Board of Directors, may collect revenues and spend expenditures in accordance with the budget of the previous fiscal year until the new budget is approved.
SECTION 3. Revenues collected and expenditures spent in accordance with the preceding section shall be based on a newly approved budget.
SECTION 4. The Representative of Directors may change the business plan and budget upon the process described in Section 1 of this Article.
ARTICLE 47. BUSINESS REPORT AND STATEMENT OF ACCOUNT – Within three months after the end of each fiscal year, the Representative of Directors shall draft an annual business report and accounting documents of the Association and have these documents and a supplementary statement thereof, audited by auditors, approved by the Board of Directors, submitted to and approved at the General Assembly.
SECTION 2. An approved balance sheet shall be publicly notified immediately after the end of a regular meeting of the General Assembly, as stipulated in the applicable laws.
SECTION 3. The Association shall not distribute the surplus or any other property of the Association, regardless of the name of its owner, to any members.
ARTICLE 48. LONG-TERM LOAN – The Association may make a loan for its fund upon the decision of the Board of Directors, except for a short-term loan that will be redeemed with the revenue collected in the same fiscal year.
SECTION 2. The preceding section shall also apply when the Association disposes of or takes over important properties.
ARTICLE 49. OFFER AND MANAGEMENT OF DONATION – In case any donation is offered to the Association, the Board of Directors shall decide whether or not to accept it and, if it decides to accept it, the way of managing it.
CHAPTER VII - CHANGES IN THE STATUTE AND DISSOLUTION
ARTICLE 50. CHANGES IN THE STATUTE – Changes in the Statute shall be proposed either by the Board of Directors or by at least one-fifth of the members.
SECTION 2. The proposal of change shall be approved with at least half of the members’ attendance and a two-thirds vote of the attending members to approve.
ARTICLE 51. DISSOLUTION – Based on the General Incorporated Associations Act, AAERE Inc. may be dissolved upon a resolution with at least half of the members’ attendance and a three-quarters vote of the attending members.
CHAPTER VIII - SECRETARIAL DIVISION
ARTICLE 52. ORGANIZATION – The Association has a Secretarial Division to deal with office work.
SECTION 2. The Secretarial Division has the Secretary General and other staff.
SECTION 3. Matters related to the management of the Secretarial Division and its staff members shall be determined separately by the Board of Directors.
ARTICLE 53. CUSTODY OF DOCUMENTS AND ACCOUNT BOOKS – The following documents and books shall be kept at the office at all times.
(1) the Statute of the Association
(2) a list of members of the Association and documents concerning changes of members of the Association
(3) accounting books
(4) accounting documents and supplementary statements
(5) an audit report on the preceding documents and statements
(6) minutes of meetings of the General Assembly and the Board of Directors
(7) other documents and books described in the applicable laws.
CHAPTER IX - GOVERNING LAW
ARTICLE 54. GOVERNING LAW – All matters not covered in this Statute shall be governed by Japanese laws.
CHAPTER X - SUPPLEMENTARY PROVISION
ARTICLE 55. INITIAL FISCAL YEAR – Notwithstanding Article 5 of this Statute, the initial fiscal year shall be from the day when the Association is established until June 30, 2010.
ARTICLE 56. FOUNDING MEMBERS – The names of the founding members of the Association are as follows:
Kazuhiro Ueta
Shun’ichi Teranishi
Eiji Hosada
Akihisa Mori
Hidetoshi Yamashita
Fumikazu Yoshida
REVISION
Upon the resolution at the extraordinary meeting of the General Assembly on August 17, 2010, I hereby certify that this Statute is valid.
February 3, 2012.
Representative of directors: Akihisa Mori
REVISION
Upon the resolution at the regular General Assembly on February 13, 2014, I hereby certify that this Statute is valid.
March 20, 2014.
Representative of directors: Akihisa Mori
REVISION
Upon the resolution at the regular General Assembly on August 3, 2019, I hereby certify that this Statute is valid.
October 2, 2019.
Representative of directors: Akihisa Mori
REVISION
Upon the resolution at the regular General Assembly on August 19, 2022, I hereby certify that this Statute is valid.
Representative of directors: Ken-Ichi Akao.