Articles of the JSAM

Articles of Incorporation of Public Interest Incorporated Association

The Japan Society of Acupuncture and Moxibustion

Chapter 1 General Provisions

Article 1 (Name) The Association shall be called The Japan Society of Acupuncture and Moxibustion.

Article 2 (Office)
1. The Association shall have its principal office in Shibuya-ku, Tokyo.

2. The Association may have secondary offices at necessary locations by a resolution of the Board of Directors. The same shall apply to cases where the Association intends to change or abolish any secondary office.

Chapter 2 Purpose and Activities

Article 3 (Purpose)

The purpose of the Association is to advance and promote research on the medicine of acupuncture and moxibustion by conducting activities, such as releasing and announcing the theories and application thereof, exchanging knowledge, providing information concerning the medicine of acupuncture and moxibustion, thereby contributing to academic development and public health.

Article 4 (Activities)

1. The Association shall engage in the following activities to achieve its purpose as stated in the preceding article.


(1) Activities related to the holding of events, such as research presentations and scientific conferences


(2) Activities related to the publishment of academic journals, academic books, and materials


(3) Activities related to the implementation of investigative research


(4) Activities related to trainings and certification


(5) Activities related to communications and cooperation with the relevant internal and external academic societies


(6) Activities related to the research grant and commendation for research achievement

(7) Any other Activities required for the achievement of the Association’s purpose

2. Each activity referred to in the preceding shall be conducted throughout Japan.

Article 5 (Fiscal Year)

The fiscal year of the Association shall commence on April 1 every year and end on March 31 of the following year.

Chapter 3 Membership

Article 6 (Membership Categories)

1. The Association shall have the following membership.

(1) Regular member: Acupuncturists, moxibustionists, medical doctors, and those who hold a national qualification and engage in healthcare/welfare services and those who engage in research on acupuncture and moxibustion, humanities, pedagogy, basic medicine, clinical medicine, epidemiology, social medicine, and the like who have agreed with the Association’s business and have joined the Association

(2) Student member: Those who have enrolled at an educational institution related to acupuncture and moxibustion or healthcare, and agreed with the Association’s activity and have joined the Association

(3) Supporting member: Any individual or organization who has agreed with the Association’s purpose and supports its activities

(4) Honorary member: Those who have rendered distinguished services to the Association and have been approved by the General Assembly through a resolution of the Board of Directors

2. Of the members listed in the preceding paragraph, a regular member shall be defined as an official member under the Act on General Incorporated Associations and General Incorporated Foundations.

Article 7 (Admission)

1. Those intending to become a member of the Association shall apply for admission by submitting an application form to the president.

2. Those who engage in research other than acupuncturists, moxibustionists, medical doctors, and those who hold a national qualification and engage in healthcare/welfare services shall be required to submit research achievements. Those intending to become a member of the Association other than those mentioned above shall require the recommendation of a director or Advisory Committee member.

3. The Board of Directors shall make a decision whether or not to approve admission and inform the applicant of the outcome; provided, however, that those who are recommended as an honorary member are not required to perform procedures for admission and become a member with the consent of the applicant.

Article 8 (Admission Fee and Membership Fee)

1. Members shall, according to the Membership Rules, pay the admission fee at the time of admission to apply to the costs necessary for Association’s activities. In addition, members shall pay the membership fee at the time of admission and every year.

2. The admission fee and membership fee shall be determined at a General Assembly.

3. A honorary member shall not be required to pay the admission fee and membership fee.

4. The Association shall not refund the admission fee and membership fees that have been paid for any reason whatsoever.

Article 9 (Withdrawal from Membership)

Members may withdraw from the Association arbitrarily by submitting a withdrawal notice, which is separately determined at a meeting of the Board of Directors.

Article 10 (Expulsion)

1. When a member falls under any of the following items, the Association may expel the member from the Association by a resolution of the General Assembly:

(1) When the member violates these Articles of Incorporation or any rules of the Association

(2) When the member engages in an act that damages the Association’s reputation or that is contrary to the Association’s purpose

(3) When there is any justifiable reason for which the Association may expel the member

2. When the Association intends to expel a member from the Association pursuant to the provisions of the preceding paragraph, the Association shall give the member a notice of expulsion at least one (1) week prior to the day of the General Assembly and shall grant the member an opportunity for an explanation at the General Assembly.

3. When the member is expelled, the president shall notify the expelled member to that effect.

Article 11 (Disqualification of Membership)

In addition to the cases set forth in the preceding two (2) articles, if a member falls under any of the following items, the member shall lose membership:

(1) When the member fails to perform payment obligations under Article 8 for one (1) year or more

(2) When all regular members have agreed with disqualification

(3) When the member has died or is declared missing

(4) When the member has become an adult ward or person under curatorship

(5) When a corporation that is a member has dissolved

Article 12 (Rights and Obligations Associated with Disqualification of Membership)

1. When a member has lost membership, the member shall lose rights and be relieved of obligations as a member of the Association; provided, however, that unfulfilled obligations shall not be relieved.

2. The provisions of the preceding Article shall apply mutatis mutandis to the disqualification of membership.

Chapter 4 General Assembly

Article 13 (Composition)

1. The General Assembly shall be composed of all regular members referred to in Paragraph 1 of Article 6.

2. The General Assembly referred to in the preceding paragraph shall be regarded as the general meeting of members under the Act on General Incorporated Associations and General Incorporated Foundations.

Article 14 (Authority)

The General Assembly shall resolve the following matters:

(1) Criteria for admission and the amount of the admission fee and membership fee

(2) Expulsion of members

(3) Appointment or dismissal of directors and auditors

(4) Amount of remuneration for directors and auditors

(5) Approval of balance sheets and profit and loss statements (statements of changes in net assets)

(6) Amendment to these Articles of Incorporation

(7) Transfer of all activities

(8) Dissolution and disposal of residual assets

(9) Any other matters to be resolved by the General Assembly as prescribed in laws and regulations or these Articles of Incorporation.

Article 15 (Holding)

In addition to a General Assembly that is held as an Ordinary General Assembly once a year within three (3) months after the last day of each fiscal year, an Extraordinary General Assembly shall be held when necessary.

Article 16 (Convocation)

1. Unless otherwise prescribed in laws and regulations, the Ordinary General Assembly shall be convened by the president pursuant to a resolution of the Board of Directors.

2. Regular members holding at least one-fifth of the voting rights of all regular members may request that the president convene the General Assembly by indicating matters to be covered in the General Assembly and the reason for convocation.

Article 17 (Chairperson)

The chairperson of a General Assembly shall be appointed from among regular members who attend every General Assembly.

Article 18 (Voting Rights)

1. At a General Assembly, voting rights shall be one (1) vote for each regular member.

2. In the cases set forth below, a member may exercise voting rights by proxy:

(1) When the member submits a document certifying authority to represent for each General Assembly

(2) When the member provides matters to be specified in the document certifying authority to represent by electronic or magnetic means for each General Assembly

Article 19 (Resolutions)

1. A resolution of a General Assembly shall be adopted by a majority of the voting rights of the regular members present at the General Assembly where the regular members holding a majority of the voting rights of the total regular members are present at the General Assembly.

2. Notwithstanding the provisions of the preceding paragraph, the following resolutions shall be adopted by two-thirds or more of the voting rights of the total regular members and with a quorum of one-half or more of the total regular members:

(1) Expulsion of a member

(2) Dismissal of an auditor

(3) Amendment to these Articles of Incorporation

(4) Dissolution

(5) Transfer of the entire society and its academic activities

(6) Other matters specified by laws and regulations

3. A resolution on a proposal to elect a director or auditor shall be adopted for each candidate as provided in Paragraph 1. If the total number of candidates for directors or auditors exceeds the quorum specified in Article 21, the candidate who have obtained a majority of votes shall be elected in order of the number of votes obtained until all positions are filled.

Article 20 (Minutes)

1. With respect to the agenda of a General Assembly, the minutes of the meeting shall be prepared as prescribed in laws and regulations.

2. The chairperson shall affix the name and seal to the minutes referred to in the preceding paragraph.

3. The Association shall keep the minutes prepared pursuant to the provisions of Paragraph 1 at its principal office for ten (10) years from the date of the meeting.

Chapter 5 Officers, Advisers, and Counsellors

Article 21 (Officers)

The Association shall have the following officers.

(1) Directors: No less than fifteen (15) and no more than twenty (20)

(2) Auditors: No more than three (3)

Article 22 (Election of Officers)

1. Directors and auditors shall be elected by a resolution of a General Assembly.

2. The president, vice president, and managing director shall be elected from among the directors by a resolution of the Board of Directors.

3. The president and vice president shall be regarded as a representative director defined in the Act on General Incorporated Associations and General Incorporated Foundations (Act No. 48 of 2006) and the managing director (excluding the vice president) shall be regarded as an executive director (meaning a director other than the representative director selected by a resolution of the Board of Directors as a director who executes the activities of the Association; hereinafter the same applies) defined in Article 91, Paragraph (1), Item (ii), of that Act.

4. With regard to directors, the ratio of directors’ relatives (relatives within the third degree of kinship and any person having a special relationship with such relatives) who are directors, directors who are involved in a specific corporation or organization, and directors who are former officials of the competent government agency shall not exceed one-third of the current number of directors.

5. Directors of the Association and employees of the Association (including relatives and those who have a special relationship) shall not be included in the auditors of the Association. In addition, each auditor shall not mutually be a relative of other auditors or have a special relationship with other auditors.

Article 23 (Duties and Authority of Directors)

1. Directors shall constitute the Board of Directors and execute duties as provided by laws and regulations and these Articles of Incorporation.

2. The president shall represent the Association and execute its operations as prescribed in laws and regulations and these Articles of Incorporation. The managing director shall execute a share of the operations of the Association as provided separately.

3. The vice president shall assist the president, and if the position of the president is vacant or the president is unable to attend duties, the vice president shall execute the president’s duties on behalf of the president.

4. Each fiscal year, the president, vice president, and managing director shall, at least twice at intervals of more than four (4) months, report to the Board of Directors on the status of the execution of their duties.

Article 24 (Duties and Authority of Auditors)

1. Auditors shall audit the directors’ execution of their duties and prepare an audit report as provided by laws and regulations.

2. Auditors may request reports on activities from directors and employees or investigate the state of the Association’s operations and assets at any time.

Article 25 (Term of Office of Officers)

1. The term of office of an officer of the Association shall be until the conclusion of the Ordinary General Assembly for the last fiscal year ending within two (2) years after election.

2. Notwithstanding the provisions of the preceding paragraph, the term of office of an officer elected as a substitute of an officer who has retired prior to the expiration of the term of office shall be the same as the remaining term of office of the predecessor or other officers in office.

3. Directors and auditors may be reappointed.

4. If the number of officers falls short of the number specified in Article 21 or any vacancy arises, an officer shall, even after the expiration of term of office or resignation, have the rights and obligations to serve as a director or auditor until the time as a newly elected officer assumes term of office.

Article 26 (Dismissal of Officers)

An officer may be dismissed by a resolution of a General Assembly; provided, however, that an auditor shall be dismissed by a resolution under Paragraph 2 of Article 19.

Article 27 (Remuneration for Officers)

1. In principle, no remuneration shall be paid to officers; provided, however, that the Association may pay to officers as remuneration the amount calculated according to the standards for payment of remuneration separately determined at a General Assembly within the limit of the total amount determined at the General Assembly.

2. Notwithstanding the provisions of the preceding paragraph, the Association may reimburse to officers the expenses determined by the president through a resolution of the Board of Directors.

3. The standards for payment of remuneration provided in the proviso of Paragraph 1 shall be determined by a resolution of the General Assembly to make clear the classification of remuneration according to the working pattern of directors and other officers the calculation method of the amount, and the method and form of payment.

Article 28 (Exemption from or Limitation of Liability)

The Association may, if a case falls under the requirements specified in laws and regulations, exempt directors and auditors from liability for damages under Article 111, Paragraph (1), of the Act on General Incorporated Associations and General Incorporated Foundations (Act No. 48 of 2006) by a resolution of the Board of Directors up to the amount determined by deducting the minimum amount of liability specified in laws and regulations from the amount of liability for damages.

Article 29 (Advisers and Counsellors)

1. The Association may have one (1) or more advisers and one (1) or more counsellors as arbitrary institutions.

2. Advisers and counsellors shall perform the following duties:

(1) To provide consultation to the president

(2) To state their advisory opinions on the matter consulted by the Board of Directors

3. The appointment and dismissal of an adviser and counsellor shall be resolved at the Board of Directors.

4. The term of office of advisers and counsellors shall be the same as the term of office of officers.

5. Advisers and counsellors may attend the meetings of the Association and freely express their opinions.

6. No remuneration shall be paid to advisers and counsellors.

Article 30 (Restrictions on Transactions)

1. In the following cases, a director shall disclose the material facts on the relevant transactions and obtain the approval at a meeting of the Board of Directors.

(1)When the director intends to conduct, personally or for a third party, any transactions in the line of activities of the Association

(2)When the director intends to conduct, personally or for a third party, any transactions with the Association

(3)When the Association intends to guarantee the debts of the director or otherwise conduct any transactions with a person other than the director that results in a conflict of interest between the Association and the director.

2. The director who has conducted the transaction referred to in the preceding paragraph shall report to the Board of Directors the material facts on the relevant transaction without delay after such transaction.

3. The handling of the preceding two (2) paragraphs shall be governed by the Board of Directors’ Regulations specified in Article 38.

Chapter 6 Board of Directors

Article 31 (Establishment)

1. The Association shall have the Board of Directors.

2. The Board of Directors shall be composed of all directors.

Article 32 (Authority)

The Board of Directors shall perform the following duties:

(1) Deciding the execution of the operations of the Association

(2) Supervising the execution of duties by directors

(3) Selecting and dismissing the president, vice president, and managing director.

Article 33 (Types and Holding)

1. There shall be two (2) types of Board of Directors’ meetings: An Ordinary Board of Directors’ meeting and an Extraordinary Board of Directors’ meeting.

2. An Ordinary Board of Directors’ meeting shall be held at least twice every fiscal year.

3. If one of the following items applies, an Extraordinary Board of Directors’ meeting shall be held:

(1) When the president considers it necessary

(2) When a director other than the president requests the convocation of an Extraordinary Board of Directors’ meeting in writing indicating matters that are the subject of the meeting

(3) In cases where, within five (5) days from the request under the preceding item, no notice of the convocation of the meeting is issued stating the date within two (2) weeks from the date of the request as the date of the meeting, when the director who made the request convenes the meeting

(4) When an auditor requests that the president convene the meeting or an auditor convenes the meeting as prescribed in laws and regulations

Article 34 (Convocation)

1. The president shall convene a meeting of the Board of Directors, except for the cases of Item (3) and the second sentence of Item (4) of Paragraph 3 of the preceding article.

2. The vice president shall convene a meeting of the Board of Directors if the position of the president is vacant or the president is unable to do so.

Article 35 (Chairperson)

1. The president shall take the chair at a meeting of the Board of Directors.

2. The vice president shall take the chair at a meeting of the Board of Directors if the position of the president is vacant or the president is unable to attend to the duties.

Article 36 (Resolutions)

1. A resolution at a meeting of the Board of Directors shall be adopted by a majority of directors with the presence of a majority of the total directors, excluding directors who have a special interest in the resolution.

2. Notwithstanding the provisions of the preceding paragraph, if a director makes a proposal on the matter that is the subject of a resolution at a meeting of the Board of Directors and all directors (limited to directors who are qualified to vote on such matter) provide a manifestation of intent of agreement either in writing or in an electronic or magnetic record, the resolution to approve such proposal shall be deemed to have been passed at the meeting of the Board of Directors, except for the case where auditors raise an objection against such proposal.

3. If a director or auditor provides notification to all directors and auditors of the matters to be reported to the Board of Directors, that director or auditor does not need to report on the matters to the Board of Directors.

4. The provisions of the preceding paragraph shall not apply to reports that are specified in Paragraph 4 of Article 23.

Article 37 (Minutes)

1. With respect to the agenda of a meeting of the Board of Directors, the minutes of the meeting shall be prepared as prescribed in laws and regulations.

2. The president, vice president, and auditors present at a meeting of the Board of Directors shall affix their names and seals to the minutes referred to the preceding paragraph. With regard to the meeting of the Board of Directors held for the change of the representative director, other directors present at the meeting shall also affix their names and seals to the minutes.

3. The Association shall keep the minutes prepared pursuant to the provisions of Paragraph 1 at its principal office for ten (10) years. The same shall apply to the document that is prepared pursuant to the provisions of Paragraph 2 of the preceding article and states the manifestation of intent for the omission of resolutions at meetings of the Board of Directors.

Article 38 (Board of Directors Regulations)

Matters related to the Board of Directors shall be governed, in addition to laws and regulations or these Articles of Incorporation, by the Board of Directors’ Regulations separately established by the Board of Directors.

Chapter 7 Committees

Article 39 (Establishment)

1. When it is necessary to promote the activities of the Association, the Board of Directors may, by its resolution, establish committees and subcommittees.

2. The establishment of committees shall be set forth separately.

Chapter 8 Assets and Accounting

Article 40 (Activity Plan and Budget)

1. The president shall prepare a activity plan, budget for income and expenditures, and documents stating prospect for fund procurement and capital investment of the Association by the day before the day of commencing the fiscal year concerned and obtain the approval of the Board of Directors. The same shall apply to the case where the Association intends to change any of such documents.

2. The Association shall keep the documents referred to in the preceding paragraph until the fiscal year concerned ends and make the documents available for public inspection.

Article 41 (Activity Reports and Settlement of Accounts)

1. With regard to business reports and settlement of accounts of the Association, the president shall, within three (3) months after the end of every fiscal year, prepare the following documents, undergo an audit by auditors, and submit the documents to an Ordinary General Assembly with the approval of the Board of Directors. As to the documents under Items (1), (3), (4), and (6), the president shall report the contents thereof to an Ordinary General Assembly, and as to other documents, the president shall obtain the approval of an Ordinary General Assembly:

(1) Activity reports

(2) Supplementary schedules to activity reports

(3) Balance sheets

(4) Profit and loss statements (statements of changes in net assets)

(5) Supplementary schedules to the balance sheets and profit and loss statements (statements of changes in net assets)

(6) Inventory of assets

2. The Association shall keep, in addition to the documents referred to in the preceding paragraph, the following documents at its principal office for five (5) years and make such documents available for public inspection, while keeping these Articles of Incorporation and the membership list at its principal office and make such documents available for public inspection:

(1) Audit reports

(2) Name list of directors and auditors

(3) Documents stating standards for payment of remuneration for directors and auditors

(4) Documents stating the outline of the status of the operational organization and their activities and important figures related thereto

Article 42 (Calculation of Remaining Amount of the Public Interest Purposes Acquired Property)

In each fiscal year, the president shall, pursuant to the provisions of the Article 48 of the Ordinance for Enforcement of the Act on Authorization of Public Interest Incorporated Associations and Public Interest Incorporated Foundations, calculate the remaining amount of the public interest purposes acquired property as of the last day to the business year concerned, and state the remaining amount in the document referred to in Item (4) of Paragraph 2 of the preceding article.

Chapter 9 Amendments to Articles of Incorporation and Dissolution

Article 43 (Amendments to Articles of Incorporation)

These Articles of Incorporation may be amended by a resolution of the Board of Directors.

Article 44 (Dissolution)

The Association dissolves by a resolution of a General Assembly or on the grounds specified in laws and regulations.

Article 45 (Donation as a Result of Rescission of Public Interest Corporation Authorization)

If the Association is subject to the rescission of the public interest corporation authorization or ceases to exist as a result of merger (excluding a case in which a corporation succeeds its rights and obligations is a public interest corporation), the Association shall donate an amount equivalent to the remaining amount of the public interest purposes acquired property to a corporation set forth in Article 5, Item (xvii), of the Act on Authorization of Public Interest Incorporated Associations and Public Interest Incorporated Foundations or the government or local government within one (1) month after the date of the cancellation of the relevant rescission of the public interest corporation authorization or the date of the relevant merger, following a resolution at a General Assembly.

Article 46 (Restriction on Distribution from a Surplus)

The Association may not distribute the surplus.

Article 47 (Ownership of Residual Assets)

Any residual assets held by the Association in the event of its liquidation shall be donated to a corporation set forth in Article 5, Item (xvii), of the Act on Authorization of Public Interest Incorporated Associations and Public Interest Incorporated Foundations or the government or local government, following a resolution at a General Assembly.

Chapter 10 Method of Public Notice

Article 48 (Method of Public Notice)

The public notice of the Association shall be given by posting it at a place easily visible to the public at its principal office.

Chapter 11 Secretariat and Other Matter

Article 49 (Secretariat)

1. The secretariat shall be established in the Association, and the staff shall be appointed or dismissed by the president, except otherwise prescribed in laws and regulations.

2. The Board of Directors shall provide the organization of the secretarial, rules necessary for internal management, and other related matters.

Article 50 (Delegation)

In addition to what is provided in these Articles of Incorporation, necessary matters related to these Articles of Incorporation shall be provided by the president following a resolution of the Board of Directors.

Supplementary Provisions

1. These Article of Incorporation shall come into force on the date of registration for the establishment of a public interest corporation as defined in Article 106, Paragraph (1), of the Act on Arrangement of Relevant Acts Incidental to Enforcement of the Act on General Incorporated Associations and General Incorporated Foundations and the Act on Authorization of Public Interest Incorporated Associations and Public Interest Incorporated Foundations.

2. In cases where the dissolution of a specified civil law corporation as defined in Article 106, Paragraph (1), of the Act on Arrangement of Relevant Acts Incidental to Enforcement of the Act on General Incorporated Associations and General Incorporated Foundations and the Act on Authorization of Public Interest Incorporated Associations and Public Interest Incorporated Foundations, or the establishment of a public interest corporation has been registered, notwithstanding the provisions of Article 5, the day before the day of the registration of dissolution shall be the last day of the business year and the day of the registration of establishment shall be the commencement date of the business year.

3. The Association’s first president shall be Mr. Shuji Goto and the first vice presidents shall be Mr. Tadashi Hisamitsu and Mr. Takayoshi Ogawa.

4. These Articles of Incorporation were partially amended by a resolution of the meeting of the Board of Directors held on April 29, 2018, and the General Assembly held on June 2, 2018, and came into effect thereafter.