NISHIMACHI INTERNATIONAL SCHOOL
BY-LAWS OF THE NISHIMACHI-KAI
Adopted April 9, 1994
Last Amended May 25, 2007
Article I: NAME
The name of this organization shall be the Nishimachi Kai ("NIS-Kai" or the "Kai").
Article II: PURPOSE
The purpose of this organization shall be to unite, develop and maintain a network of alumni, parents of alumni, former staff and friends of NIS, so as to continue its relationship to NIS, thereby perpetuating the Nishimachi spirit in a global scope.
Article III: MEMBERS
All alumni, parents of alumni, former staff and friends of NIS are members of the Nishimachi Kai.
Article IV: PRIVILEGES OF MEMBERS
1. participate in activities/meetings/programs open to the members of NIS-Kai
2. volunteer their time and resources; contributions can be in various forms - time, advice, financial donations, professional abilities, involvement on the NIS-Kai Board, etc.
3. receive the Internationalist and other mailings from the School designed for NIS-Kai members
4. receive invitations to area and class reunions and events on NIS campus
5. receive the by-laws and any subsequent amendments
Article V: RESPONSIBILITIES OF MEMBERS
1. maintain the spirit and keep in touch with the school and its progress
2. inform the Development Office of change in contact details
3. send in news for the NIS Internationalist
4. be familiar with these by-laws
Article VI: GOVERNMENT
Headquarters of the NIS-Kai shall be based in Tokyo and will be called the NIS-Kai Board.
The Board is hereby invested by the Kai to act on its behalf to realize its goals.
The Board shall adopt rules, as needed, by election within, conforming to these bylaws.
Chapters of the NIS-Kai can be formed in other areas of the world and will be supported by the Board. Such Chapters will conform to these bylaws and be responsible for reporting to the Board on its activities.
(i) The Board will be entitled, by way of a unanimous vote of all Board members, to revoke the membership of any member of the Nishimachi-Kai, if the Board has determined that such member`s continued membership contradicts the Nishimachi spirit and the core values of the Nishimachi-Kai.
(ii) The Board will be entitled, by way of a special majority resolution adopted by at least 2/3 (two thirds) of all Board members, to temporarily suspend the membership of any member of the Nishimachi-Kai (and to renew such suspension from time to time) and/or to deny any member`s participation in any Nishimachi-Kai related event or any series of events, if the Board has determined that such member`s involvement with Nishimachi-Kai contradicts the Nishimachi spirit and the core values of the Nishimachi-Kai.
Article VII: THE BOARD, NON-BOARD POSITIONS AND ELECTION OF THE BOARD
(i) The Board will be comprised of five members, or as such other number of members as to be determined by the Board at its discretion from time to time. The Board will nominate a Chair, Treasurer and Secretary, and will establish other positions of responsibility within the Board as deemed necessary.
(ii) The Board will be entitled to establish other positions of responsibility for NIS-Kai members who are not board members and willing to volunteer ("Non-Board Positions"). The Board shall be entitled to appoint NIS-Kai members to such Non-Board Positions and to remove them from such positions as deemed necessary. Holders of Non-Board Positions shall report to the Board on their activities.
(i) The term of office for the Board shall be two years.
(ii) Board members may be re-elected.
Section 3 The officers shall be elected at the Annual Assembly by the Board, at its discretion, based on the principle of equal opportunity to all members.
Article VIII: DUTIES OF BOARD MEMBERS
The Board Chair shall provide leadership for the Board and Kai to serve the purpose of the NIS-Kai; shall preside at all meetings of the Board; is authorized to take a vote on matters discussed; shall act as ex officio on all Kai committees; shall perform other duties incidental to the office.
The Secretary will take minutes of any meetings and arrange for distribution as necessary.
With the support of the Development Office, the Treasurer shall keep the accounts and submit a report to the Board periodically.
NIS shall provide secretarial services to the Kai when needed. The NIS Internationalist shall serve as a newsletter for the Board or any other member of N-Kai.
As the primary spokesbody of the Kai members, the Board will be responsible to maintain an open and two-way dialogue with the NIS Headmaster (or other person(s) so designated by the Headmaster) as a means of communication with the school.
Abide by the decisions of the majority.
Article IX: MEETINGS
The NIS-Kai shall hold a general meeting once each year which shall be called "Annual Assembly."
NIS-Kai Board meetings will be held monthly or as necessity arises.
Board members can organize additional meetings to carry out their responsibilities.
All Board decisions will be made by a majority decision, unless such decision requires a special majority decision or a unanimous decision as specified in these By-laws. Board members who shall be absent from the meeting may vote by signed proxy, such proxy may only be another Board member of the Nishimachi-Kai, or ballots furnished by the Board to be returned prior to that meeting. A Board decision may be made by way of fax, conference call or e-mail.
Article X: FINANCES
The budget shall be made at the end of the school year and approved by the Board.
No salary or compensation shall be paid to any member for his services as a member of the NIS Kai Board.
Article XI: AMENDMENT
These bylaws may be amended by a special majority vote of 2/3 (two thirds) of all Board members.