Section 1.1. The name of the Organization shall be the Japan Chapter of the American College of Physicians.
Section 1.2. The Organization may have such offices as the Council (as defined hereinafter) may from time to time determine.

Section 2.1. The purposes of the Chapter are exclusively charitable and educational and include the organization of those members of the American College of Physicians (the “ACP”) who are members of the Chapter, in order to further the objects and purposes of the ACP.
Section 2.2 The Chapter is subject to any limitations and restrictions imposed on it by the Bylaws of the ACP or by any resolution passed by the Board of Regents of the ACP and if it does not comply with such restrictions the Chapter shall be required (without limiting any other actions which may be required of it), upon request of the ACP, to cease being a Chapter of the ACP or using the name of the ACP

Section 3.1. Membership in the Chapter shall consist of those persons who are members of the ACP and whose mailing address for purposes of receiving notices and publications of the ACP is in Japan.
Section 3.2. A Chapter member shall automatically be accorded the same class of membership as such member holds in the ACP. Only a Chapter member who belongs to the Member, Fellow, or Master class of membership shall be entitled to hold an office of the Chapter or vote on Chapter matters, provided, however, that other members may vote in the election of members of advisory boards or committees composed solely of members of such class, and may be appointed to serve as a voting member of a chapter committee.

Section 4.1. All meetings of the members shall be held at the registered office or at such other place, either within or without Japan, as the Council may from time to time determine.

Section 4.2. An annual meeting of the members shall be held in each year at such time as the Council shall determine. Special meetings of the members may be called at any time by the president, any two members of the Council or at least ten percent of the members of the Chapter entitled to vote, upon written request delivered to the secretary of the Chapter.

Section 4.3. Written notice of any meeting of members, stating the time, place, and the general nature of the business to be transacted, shall be served not less than ten nor more than fifty days before such meeting, unless a greater period of notice is required by statute.

Section 4.4. Except as may be otherwise provided by statute or by these Bylaws, a quorum for the transaction of business at any meeting shall consist of those members entitled to vote who are present in person. One or more members may participate in any meeting by means of conference telephone or similar communications equipment by means of which all persons participating in the meeting can hear and communicate with each other, and all members so participating shall be deemed to be present in person at the meeting.

Section 4.5. Except as may be otherwise provided by statute or by these Bylaws, the vote of a majority of the members entitled to vote who are present in person shall decide any question brought before any meeting.