Young Taiwanese Merchants Association of Toronto (YTMAT) was founded in 2006 under the guidance of the Taiwan Merchants Association of Toronto (TMAT). TMAT was established in 1995 under the government of Ontario with the purpose of connecting Taiwanese business owners closer to the global business world.
Under the support of the Taiwan Merchants Association of Toronto (TMAT), Young Taiwanese Merchants Association of Toronto (YTMAT) is managed by an internally elected board of directors. Our team of committed directors at YTMAT share a passion for organizing social and professional experiences to help our members develop their transferable skills for succeeding in both personal and professional endeavours. Networking socials, business seminars, and recreational events are amongst the numerous opportunities we arrange for our members on a yearly basis.
YTMAT Mission Statement
At the Young Taiwanese Merchants Association of Toronto (YTMAT), our mission is to provide an inspiring environment that fosters ideas and aspirations in hopes of sparking entrepreneurial innovation between our members. By bringing together a diverse collection of young professional and post-secondary students from different fields of expertise, we believe in establishing ourselves as an entrepreneurial development group dedicated to the professional growth of our respective members to better prepare them for the business world. Additionally, we encourage the building of professional and personal relationships between our members to nurture constructive, long-lasting friendships.
YTMAT focuses on supporting young Taiwanese professionals who aspire to strive in the business community. In the future, members of YTMAT will be the ones to reinforce the strong and sustainable professional community that our Taiwanese elders have pioneered. However, this professional community should not only continue to grow in Canada, but also maintain a positive relationship with our comrades in Taiwan as well, strengthening the bridge between Taiwanese industry and Canadian markets. Working closely with other Taiwanese organizations, YTMAT hopes to raise cultural awareness and national pride for our young professionals.
Young Taiwan Merchants Association of Toronto
(The Youth sector of the Taiwan Merchants Association of Toronto)
|(1)||In these by laws, unless the context otherwise requires,|
“Board of Directors” means the Board of Directors of YTMAT;
“Member” means those persons who have become members in accordance with these bylaws and have not ceased to be members;
“Membership” refers to the collective of members as a whole. It represents each and every member of YTMAT
“Special Resolution” means a resolution passed in a general meeting by not less than 75% of the votes of YTMAT members voting in person or by proxy;
“YTMAT” means Young Taiwan Merchants Association of Toronto;
“TMAT” means Taiwan Merchants Association of Toronto
“TMAT Board” means the board consisting of TMAT directors.
“Quorum” means 1/3 of the membership or 20 members, which ever is the lesser of the two (2) values
|(2)||(a) The English name of this organization is the Young Taiwan Merchants Association of Toronto (The Youth sector of Taiwan Merchants Association of Toronto)|
(b) The Chinese name is 多倫多台灣商會附屬青年創業協會
|(3)||YTMAT shall maintain the same head office as the TMAT.|
|Objective / Purpose|
|(4)||The objective of YTMAT is to provide a forum for members to share information, establish networks, and strengthen friendships; with a focus on entrepreneurship. YTMAT strives to build a strong positive image for a group of young professionals and entrepreneurs whose endeavour is to reach professional and personal excellence.|
|Organization and Structure|
|(5)||(a) YTMAT is an organization under the TMAT. The TMAT is the parent organization;|
(b) The Board of Directors shall be accountable to the Members and the TMAT Board; and
|(6)||The TMAT Board shall act as the final arbiter in resolving disputes in the interpretation of YTMAT Bylaws. Decisions made by the TMAT Board shall bind YTMAT.|
|(7)||A person may apply to the Board of Directors for membership and, on acceptance by the Board of Directors, shall become a member.|
|(8)||YTMAT Membership shall consist of the following categories:|
(a) Voting Member shall be
i. Any individual who is between 18 and 35 years of age at the time of applying for the membership of YTMAT; and
ii. Taiwanese descent.
(b) Non-Voting Member – any individual who does not qualify as a Voting Member but supports the objectives of YTMAT;
(c) Honourary Member shall be any individual who pays the membership dues specified by the Board of Directors from time to time and deemed by the Board of Directors as an Honourary Member; and
(d) Any membership categories as the Board of Directors may from time to time establish and ratify by the Members of YTMAT.
|(9)||The amount of annual membership fees for each category of membership shall be determined, from time to time, by the Board of Directors.|
|(10)||All members are in good standing except a member who has failed to pay his/her current annual membership fee and/or any other debt due and owing by him/her to YTMAT, and he/she is not in good standing so long as the debt remains unpaid.|
|(11)||The annual membership fee period starts from the date of YTMAT’s Annual General Meeting (AGM) and ends on the day before the next AGM. Members eligible to vote will not be granted voting rights if the annual membership fee is not submitted before the AGM take place.|
|Members’ Rights and Obligations|
|(12)||All Members have the duty to:|
(a) uphold and comply with these bylaws;
(b) pay annual membership fees promptly when due;
(c) protect and maintain the integrity of YTMAT; and
(d) participate in and comply with the resolutions of the Membership and the Board of Directors.
|(13)||Subject to certain conditions and restrictions contained in these bylaws, all Members in good standings are entitled to the following:|
a) the right to vote, nominate and be nominated for directorship within YTMAT;
b) participate in the activities and benefits of YTMAT on priority basis;
c) enjoy all rights granted by these bylaws;
d) entitled to receive notice of special meeting.
|Revocation and Termination of Membership|
|(14)||A person shall cease to be a member of YTMAT|
(a) by delivering his/her resignation in writing to the Secretary of YTMAT or by mailing or delivering it to the head office of TMAT;
(b) upon being expelled;
(c) upon his/her death; or
(d) at age of 35 or above by the date of AGM. The member deems to enroll TMAT automatically but with TMAT’s approval.
|(15)||A member may be expelled by the Board of Directors passed at a Special Meeting. In the case of the member in dispute is a director then he/she waives the right to vote.|
|(16)||The notice of Special Meeting for expulsion shall be delivered to members 14 days prior to the date of the Special Meeting accompanied by a brief statement of the reason or reasons for the proposed expulsion. The Board of Directors reserves the right to withhold an explanation without just cause.|
|(17)||The person who is the subject of the proposed resolution for expulsion shall be given an opportunity to be heard at the Special Meeting before the special resolution is put to a vote. A quorum must be met in before the special meeting is to take place. Without a quorum, any decisions held at the special meeting will be considered null and void.|
|(18)||Membership fees are not refundable in the event of the resignation, revocation or termination of membership.|
|Annual General Meetings (AGM) and Special Meetings|
|(19)||The AGM shall be held each year within Ontario, at a time, place and date to be determined by the Board of Directors within 13 months from the date of the last AGM.|
|(20)||A notice of the time, place and date of the AGM and the tentative agenda shall be sent to each Member at least twenty-one (21) days before the AGM.|
|(21)||A quorum must be met at an AGM. This quorum includes members in attendance and any member who has filled out a proxy. Members who are not present and who has not filled out a proxy will have relinquished his/her right to vote.|
|(22)||Special Meeting: The Board of Directors may at any time call a Special Meeting of members for the transaction of any business. The general nature of which the business shall be specified in the notice calling the meeting. A Special Meeting of the members may also be called by any member with a written request at least one-third (1/3) of the membership’s support.|
|(23)||The Board of Directors must provide not less than 14 days’ notice of the Special Meeting to the membership. Those members may waive or reduce the notice period for a particular meeting by unanimous consent in writing.|
|(24)||Voting: At all meetings of YTMAT, every vote shall be decided by a show of hands unless an anonymous vote is requested by any member. At that point, the chairperson will announce an anonymous vote, and provide the necessary stationary for the anonymous vote. Each member is entitled to one (1) vote, except for the chairperson. In the event of a deadlock, the chairperson will decide the result of the vote. The chairperson’s decision will then be binding. Any member who is not present, and has not filled a proxy, will have relinquished his/her right to vote.|
(a) Every Voting Member entitled to vote at meetings of YTMAT may, by means of proxy, appoint a person, who need not be a Voting Member, as his or her nominee, to attend and act at the meeting in the manner, to the extent and with the power conferred by the proxy. A proxy shall be in writing, and shall be executed by the Voting Member entitled to vote;
(b) A proxy holder can carry up to a maximum of three proxies.
(c) A proxy holder is only eligible for one (1) vote, regardless of the number of proxies that the individual holds.
|The Board of Directors|
|(26)||The affairs of YTMAT shall be managed by a board composed of appointed or elected directors.|
|(27)||The number of directors shall be 7, or a different number as may be determined, from time to time, by the Board of Directors.|
|(28)||The Board of Directors shall elect from among themselves, a President, Vice- President, and appoint other officers that the Board of Directors deems necessary. No individual shall hold the position of the President for two consecutive terms.|
|(29)||If a director resigns his/her office, the Board of Directors may appoint a Voting Member to take the place of the former director.|
|(30)||The duties of all directors of YTMAT shall be such as the terms of their engagements call for or the Board of Directors requires of them. Each director of YTMAT shall perform his or her tasks for the advancement of YTMAT’s objectives.|
|(31)||The board of directors meetings must be composed of at least half (½) of the directors and appointed officers. Decisions made where less than half (½) of the directors are in attendance will result in the decision being null and void|
|Election of Directors|
|(32)||Voting Members of YTMAT shall, at the AGM, elect directors.|
|(33)||The Board of Directors shall retire from office at each AGM when their successors shall be elected.|
|(34)||Nomination of Candidates shall comply with the following rules:|
(a) Only Voting Members are eligible to be nominated, run, or hold the position of Director within YTMAT;
(b) Candidates are required to submit a nomination form to the head office of YTMAT by mail or in person at least fourteen (14) calendar days prior to the AGM;
(c) Each nomination form shall contain the signatures of two Voting Members in good standing; and
|(35)||Notwithstanding the election provisions contained in these bylaws, a new Voting Member shall not be entitled to vote or be elected to office until one (1) month has elapsed since his/her annual membership fee has been received by YTMAT.|
|(36)||Removal of Directors|
(a) Voting Members may, by resolution passed by at least two-third (2/3) of the votes cast at a Special Meeting with a quorum of one-half (1/2) of Voting Members present, of which notice specifying the intention to pass the resolution has been given, remove any director before the expiration of the current term of office.
(b) The director who is the subject of the proposed resolution for removal shall be given an opportunity to be heard at the Special Meeting before the special resolution is put to a vote.
(c) Voting Members may, by majority of the votes cast at the said meeting, elect any person meeting the qualifications of a director to become a director for the remainder of the current term.
|(37)||The President is the chief executive officer of YTMAT and shall supervise the other officers in the execution of their duties.|
|(38)||(a) The President shall, when present, preside at all meetings of the directors and members. He or she shall sign such contracts, documents or instruments in writing as require his or her signature on behalf of YTMAT and shall have such other powers and duties as may from time to time be assigned to him or her by the Board of Directors or the TMAT Board as incidental to his or her office; and|
(b) The President shall report to the TMAT Board upon TMAT’s request.
|(39)||(a) The Vice-President shall carry out the duties of the president during his/her absence.|
(b) The Vice-President shall be vested with all the powers and perform all the duties of the President in his or her absence, inability or refusal to act as the President.
|(40)||The Secretary shall|
(a) ensure that all necessary books and records of YTMAT or required by any applicable statute are regularly and properly kept;
(b) organize and maintain the minutes and agenda of all meetings of YTMAT; and
(c) be responsible for administering membership matters.
|(41)||The Treasurer shall|
(a) have the care and custody of all the funds and securities of YTMAT and shall deposit the same in the name of YTMAT in such bank or banks as the Board of Directors may direct; and
(b) prepare monthly financial reports and present to the Board of Directors and the TCCBC Board when requested.
|(42)||Board of directors may appoint addition duties to directors as necessary.|
|Proceedings of the YTMAT Board of Directors|
|(43)||The Board of Directors may meet at any place it thinks fit to dispatch business, adjourn and otherwise regulate its meetings and proceedings as it sees fit.|
|(44)||Quorum for the Board of Directors shall be a majority of the directors then in office.|
|(45)||The President of YTMAT shall be the chairperson of all meetings of the Board of Directors. In the event of the absence of the president, the Vice-President shall act as chairperson.|
|(46)||The directors of the Board may delegate any, but not all, of their powers to committees consisting of the director or members as they see fit. A committee so formed in the exercise of the powers so delegated shall conform to any rules imposed on it by the Board of Directors, and shall report every act or thing done in exercise of those powers to the earliest meeting of the directors to be held.|
|Finance and Account|
|(47)||The YTMAT’s accounting year shall coincide with its calendar year.|
|(48)||All cheques, draft or orders for the payment of money and all notes and acceptances and bills of exchange shall be signed by any one of President or Vice-President jointly with the Treasurer (the mandatory signing officer).|
|(49)||(a) All budgets for YTMAT events and programs shall receive prior approval from the Board of Directors.|
(b) Donations and sponsorships to YTMAT shall first receive approval from the Board of Directors prior to such funds being accepted by YTMAT.
|(50)||The Treasurer shall submit YTMAT’s financial report and banking statement to the President and the TMAT Board on a monthly basis or upon request.|
|Amendment to the YTMAT Bylaws|
|(51)||These bylaws may be amended at an AGM or Special Meeting of YTMAT, with a quorum present, by the affirmative vote of two third (2/3) of the members present in person and voting AND the results shall be submitted to the TMAT Board.|
|(52)||(a) No amendment shall be put to vote, unless written notice thereof, stating the proposed amendment, shall have been mailed or delivered personally to the Secretary of YTMAT at least ten (10) days prior to the Special Meeting;|
(b) As soon as YTMAT receives the proposed amendments referred to in subparagraph 52(a), it shall forward a copy to the TMAT Board.
|(53)||Amendment of the bylaw shall be enacted with immediate effect at the adjournment of the AGM or Special general meeting.|
|(54)||All disputes arising between members relating to YTMAT matters, which cannot be satisfactorily resolved through other means, shall be settled by dispute resolution.|
|(55)||Any party to the dispute may file a written request with the Secretary. Within seven (7) days of receipt, the President shall appoint a director or directors to attempt to resolve the dispute. In the event the dispute cannot be satisfactorily resolved, the President may seek the assistance of the TMAT Board. The TMAT Board shall act as the final arbiter in resolving the dispute.|
The foregoing bylaws are hereby adopted by the Members of YTMAT this 19th day of June, 2006.