Reference Materials

Changes in Revenues and Expenditures by Fiscal Year

40

(Unit: thousand yen)

Total revenues

Total expenditures

Balance

1989

735,539

668,103

67,435

1990

706,729

682,41024,318

1991

872,653

847,857

24,796

1992

1,411,632

1,389,096

22,536

1993

1,580,058

1,564,495

15,563

1994

1,785,176

1,806,868△ 21,691

1995

2,020,654

2,015,664

4,990

1996

2,129,949

2,134,818△ 4,870

1997

2,114,107

2,109,310

4,797

1998

2,711,719

2,691,794

19,9251999

3,145,310

3,144,159

1,150

2000

3,187,358

3,182,301

5,057

2001

3,176,351

3,226,027△ 49,676

2002

3,217,606

3,185,143

32,463

2003

2,852,580

2,795,275

57,305

2004

3,189,221

3,108,484

80,7382005

3,210,961

3,427,974△ 217,012

2006

3,095,673

2,984,319

111,354(Balances may differ from results of calculation using revenue and expenditure figures in this table, due to rounding.)(Thousand yen)

3,500,000

3,000,000

2,500,000

2,000,000

Total revenues
Total expenditures
1,500,000

1,000,000

500,000

Balance0

FY 1989

1990

1991

1992

1993

1994

1995

1996

1997

1998

1999

2000

2001

2002

2003

2004

2005

2006

FY2006 Business Report

Item
Description
Planned Figures Actual Figures
I. Business Contributing to the Promotion of the Appropriate and Efficient Implementation of Grant Aid Programs, Technical Cooperation Programs and Loan ProgramsI-1. Grant Aid
0(1) Study for selecting grant aid projects
0
Preparatory study0(2) Evaluation study at completion0
Evaluation study at completion
6(3) Study for grant aid for general projects
6
Study on small-scale equipment
0(4) Study for expediting implementation of grant aid for general projects
0
Study for expediting implementation of grant aid for general projects
0(5) Dispatch of grant aid researchers0
Dispatch of grant aid researchers
Procurement management for grant aid for general projects (new/continuing)
5/3(6) Procurement management for grant aid for general projects
5/3
Study for grant assistance for underprivileged farmers
20(7) Study for grant assistance for underprivileged farmers
21
Procurement management for grant assistance for underprivileged
16/4(8) Procurement management for grant assistance for
16/4
farmers (new/continuing)
underprivileged farmers
Study for food aid
0(9) Study for food aid
0
Procurement management for food aid (new/continuing)
13/11(10) Procurement management for food aid
13/11
Preliminary study, etc.
148(11) Study for cultural grant aid
149
Follow-up study for cultural grant aid
5(12) Follow-up study for cultural grant aid
5
Tender assistance work (new/continuing)
16/28(13) Expediting implementation of cultural grant aid
16/28
Grant aid for research (continuing)
1(14) Procurement management for grant aid for research1
Procurement management for non-project grant aid (new/continuing)
17/43(15) Procurement management for non-project grant aid
17/44
Procurement management for emergency grant aid (new/continuing)
2/23(16) Procurement management for emergency grant aid
2/23
Procurement management for grant aid for conflict prevention and3(17) Procurement management for grant aid for conflict3
peacebuilding (continuing)
prevention and peacebuilding
Study for grant aid for Japanese NGO projects
180(18) Study for grant aid for Japanese NGO projects
188
Procurement management for grant aid for disaster prevention and2(19) Procurement management for grant aid for disaster2
reconstruction
prevention and reconstruction
Procurement management for grant aid for community empowerment
3(20) Procurement management for grant aid for community empowerment3I-2. Technical Cooperation
Equipment planning study(1) Equipment planning study
1
1
Support for equipment procurement in Japan (new/continuing)(2) Support for procurement in Japan
36/34
36/34
Support for local procurement (dispatch of personnel)(3) Support for local procurement
17
17
Comprehensive support for local procurement
1 set
1 set
Help Desk management for equipment procurement(4) Support with information on procurement
1 set
1 set
Special support for medical care
1 set
1 set
Procurement and transportation of equipment for technical cooperation(5) Procurement and transportation of equipment for technical
1 set
1 set
experts
cooperation experts
Dispatch of experts (new/continuing)(6) Dispatch of experts
3/2 persons 3/1 person
I-3. Loan Programs
Check of procurement-related documents(1) Check of procurement-related documents on loan projects
365
371
Study on loan projects(2) Study on loan projects
1
1
II. Follow-up and After-care Activities
Estimate of operating costs and appraisal of technical specifications(1) Follow-up study00Technical Information Center(2) Operation of a medical information center
1 set
1 set
III. Research and Studies on Methods to Efficiently Implement International Cooperation
III-1. Estimate of Operating Costs, Appraisal of Design and Basic Studies(1) Estimate of operating costs and appraisal of design of grant aid projects Estimate of operating costs and appraisal of design
1 set
1 set
Basic studies on grant aid projects (new)(2) Basic studies on grant aid projects
11
Compilation of information on grant aid(3) Compilation of information on grant aid
1 set
1 set
III-2. Activities Related to Technical Cooperation Programs
Compilation of information on equipment
Research and studies on technical cooperation00
III-3. Other research and studies
Other research and studies
Other research and studies
811
IV. Education and Support Promoting International Cooperation
Updating of the website as needed
Public relations activities
1 set
1 set
Publication of JICS REPORT
1 set
1 set
Publication of Annual Report
1 set
1 set
Publication of articles in information magazines concerning international cooperation
1 set
1 set
Participation in international cooperation festivals
twice
twice
V. Other Activities Necessary to Achieve the Purposes of the Foundation
Support for Non-Governmental Organizations
V-1. Support for Non-Governmental Organizations
7 NGOs7 NGOs41

Reference Materials

FY2006 Statement of Revenues and Expenditures April 1, 2006 - March 31, 2007

(Unit: yen)

BudgetActual

1,130,741

1,134,040△ 3,2992,940,244,591
2,326,815,677
242,068,324
110,398,323
206,724,000
53,089,502
1,148,765
2,941,375,332

2,993,756,440
2,375,965,167
241,569,818
112,482,323
206,724,000
55,865,101
1,150,031
2,994,890,480△ 53,511,849

498,506
2,084,000△
0△ 2,775,599△ 1,266△ 53,515,148

1) Operating expenses
Expenses for grant aid programs
Expenses for technical cooperation programs
Expenses for loan programs
Expenses for follow-up activities
Expenses for study and research on grant aid programs
Expenses for other study and research
Public relations and other operating expenses
Expenses for support for non-governmental organizations
Expenses for information infrastructure improvement
Personnel expenses for grant aid programs
Personnel expenses for technical cooperation programs

2,265,723,033
712,806,430
13,288,058
38,356,963
5,100
4,808,100
6,164,320
16,537,052
6,339,242
142,257,452
1,089,571,623
235,588,693

2,224,733,600
712,710,062
13,832,504
39,306,129
100
4,793,435
329,889
15,825,431
6,479,957
118,619,040
1,079,974,057
232,862,996

40,989,433
96,368544,446△△ 949,166
5,000
14,6655,834,431
711,621△ 140,715
23,638,412
9,597,566
2,725,697

2) Administrative expenses
Personnel expenses
General administrative expenses
Total expenditures for business activities (B)Excess of revenues over expenditures for business activities (C) = (A) - (B)562,292,165
278,206,336
284,085,829
2,828,015,198
113,360,134

557,642,425
275,197,965
282,444,460
2,782,376,025
212,514,455

4,649,740
3,008,371
1,641,369
45,639,173△ 99,154,321

100,782,900
100,782,900

100,782,900
100,782,900

001) Expenditure for specific assets

163,769,891

161,397,835

2,372,056

2) Expenditure for acquisition of fixed assets
Total expenditures for investing activities (E)0163,769,891

40,545,153
201,942,988△ 38,173,097△ 62,986,991△ 101,160,088

50,373,143
67,823,701
118,196,844

111,354,367
67,823,701
179,178,068

Item

Variance

I Revenues and Expenditures on Business Activities
1. Revenues from business activities
1) Revenues from the management of the endowment
2) Operating revenues
Revenues from grant aid programs
Revenues from technical cooperation programs
Revenues from loan programs
Revenues from study and research on grant aid programs
Revenues from other study and research
Miscellaneous revenues
Total revenues from business activities (A)△ 49,149,490

2. Expenditures for business activities

II Revenues and Expenditures on Investing Activities
1. Revenues from investing activities
1) Revenues from liquidating specific assets
Total revenues from investing activities (D)2. Expenditures for investing activities

42

Excess of revenues over expenditures for investing activities (F) = (D) - (E)Excess of revenues over expenditures for the year (G) = (C) + (F)Excess of revenues over expenditures brought forward (H)Excess of revenues over expenditures carried forward (G) + (H)△ 40,545,153

38,173,097△ 60,981,224
0△ 60,981,224

A Brief History of JICS

1989

April

JICS (2 departments and 4 divisions) was founded and opened an office at Ichigaya Honmura-cho, Shinjuku-ku.

AugustJICS began compiling technical specifications and studies for expediting implementation of grant aid forincrease of food production.

December

JICS began on-site surveys of grant aid projects.

January

JICS began follow-up studies for grant aid projects.

April

JICS began procurement management services for grant aid projects.

November

JICS began procurement and transportation of equipment for technical cooperation.

April

JICS began small-scale procurement of equipment and materials for JICA projects.

November

JICS reorganized into 3 departments and 6 divisions.

January

JICS began procurement and transportation of equipment for technical cooperation experts.

September

JICS began dispatch of long-term grant aid researchers.

1993

October

JICS began providing services for cultural grant aid and non-project grant aid projects.

1994

February

JICS office moved to Shinjuku Mitsui Bldg., Nishi-Shinjuku, Shinjuku-ku.

April

JICS reorganized into 3 departments, 5 divisions and 5 offices.

1996

March

JICS office moved to Shinjuku Sanshin Bldg., Yoyogi, Shibuya-ku.

1997

July

JICS began providing services for grant aid for child health projects.

1998

January

JICS began procurement management services for grant aid for increase of food production projects.

March

JICS began providing services for emergency grant aid projects.

February

JICS established a Technical Information Center.

July

JICS reorganized into 3 departments, 1 office and 13 divisions.

October

JICS began support for NGO activities.

2001

April

JICS partially revised its Articles of Foundation.

2002

April

JICS began providing services for grant aid for research projects.

June

JICS began procurement management services for food aid projects.

March

JICS began providing services for grant aid for conflict prevention and peacebuilding projects.

April

JICS office moved to Shinjuku EAST Bldg., Tomihisa-cho, Shinjuku-ku.

May

JICS reorganized into 3 departments and 11 divisions.

October

JICS began providing services for grant aid for Japanese NGO projects.

1990

1991

1992

1999

2003

JICS reorganized into 2 offices, 3 departments and 8 divisions.
2004

June

JICS reorganized into 3 offices, 2 departments and 3 divisions.

2006

AugustJICS began providing services for grant aid for disaster prevention and reconstruction.

December

JICS began providing services for grant aid for community empowerment.

January

JICS established its Office of Management Planning.

April

JICS partially revised its Articles of Foundation.

2007

43

Reference Materials

Executive Management / Board of Trustees

Executive Management As of June 26, 2007, in alphabetical order [Term of office: to March 31, 2009]
President
Takahisa Sasaki
Vice President
Yukihisa Sakurada
Executive Directors
Yozo Kaneko
Shunji Maruyama
Hideo Monden
Makoto Ohnishi
Nobuko Sanui
Ryo Suwa
Takashi Yagi

President, Japan Overseas Cooperative Association
President, Japan Silver Volunteers Inc.
Advisor, International Development Center of Japan
Managing Director, Japan Airlines International Co., Ltd.
Director, International Economic Affairs Bureau II, Nippon Keidanren
President, Japan International Cooperation Center
Managing Director, Tokio Marine & Nichido Fire Insurance Co., Ltd.

Auditors
Toshiaki Ogasawara
Tasuku Takagaki

Chairman and Publisher, The Japan Times Ltd.; Chairman, Nifco Inc.
Senior Advisor, The Bank of Tokyo-Mitsubishi UFJ, Ltd.

Board of Trustees As of June 26, 2007, in alphabetical order [Term of office: to March 31, 2009]
ChairmanHiroshi Matsumoto

Advisor and Director, The International House of Japan, Inc.

Vice Chairman
Yoriko Meguro

Professor, Faculty of Human Sciences, Sophia University

Members
Michiyo Arita
Shunichi Hiraki
Ryokichi Hirono
Nobukatsu Ishikawa
Ken KinoshitaKazuo Kondo
Kazuo Nakagawa
Tomoyuki Sakurai
Hajime Suzuki
Makoto Tochigi
Yasuhiko Torii

Secretary General, Kansai NPO Alliance
Professor, LEC Tokyo Legal Mind Graduate School of Accountancy
Professor Emeritus, Seikei University; Visiting Professor, Graduate Institute of Policy Studies
Deputy Director, Research Institute of Tuberculosis, Head of International Cooperation Department, Japan Anti-Tuberculosis Association
Vice President, Japan International Cooperation Center
Senior Executive Officer, Mitsui Sumitomo Insurance Co., Ltd.
Managing Director, Grant Aid Management Department, Japan International Cooperation Agency
Managing Director, General Affairs Department, The Japan Foundation
Senior Executive Director, The Overseas Construction Association of Japan, Inc.
Senior Staff Writer, Economic Commentary Department, Editorial Bureau, Nihon Keizai Shimbun, Inc.
Professor Emeritus, Keio University

Presidents since JICS was established
Hiroshi Yokota
Shigeru Tokuhisa
Yutaka Nomura
Takahisa Sasaki

April 1989-December 1991
March 1992-March 1997
March 1997-March 2004
April 2004-

Chairman of the Board of Trustees since JICS was established
Fumio Watanabe
Shigeru Ishikawa
Hiroshi Matsumoto

44

Honorary Advisor, Japan Airlines Co. Ltd.
Professor Emeritus, Hitotsubashi University
Advisor and Director, The International House of Japan, Inc.

April 1989-March 2004
April 2004-March 2005
June 2005-

Organization Chart

Office of
Personnel Affairs
Personnel management, office regulations,personnel training, employee remuneration
management, employee welfare, occupational
health, labor union, dispatch of experts

Office ofManagement
Planning
Business analysis,business planning

Office ofManagement Audit

Board ofTrustees

Internal audit

Board ofDirectors

President

Vice
President

GeneralAffairs
Department

General Affairs
Division
Administration of the board of directors andthe board of trustees, administration of theorganization, document control, management
planning, overall business coordination, public
relations, internal regulations, legal affairs,
statistics, information control, security measures,support for NGOs

Finance andAccounting Division

Secretary
General

Budget and settlement of accounts,
financial planning, cash management,
facility and property management,planning and coordination of contracts

AuditorOffice of Contract
Examination
Handling of fundamental
matters in contract procedures
such as procurement guidelines
and examination of appropriateness in tendering and contract
procedures, contract review
committee

Planning and
Coordination Division

Project
Management
Department

Planning, development and coordinationof fundamental and common matters;planning and implementation of new
projects; establishment, improvement
and closing of programs and projects;
registration of engineers

Technical Information
CenterHandling of inquiries from staff ofoverseas’ medical institutions for which
medical equipment was provided by
grant aid

Projects/Programs
Overseas
Offices• Afghanistan Office• Madagascar Office* In addition to the above
overseas offices, JICS has
local bases in Indonesia,
Sri Lanka, Guatemala,Pakistan, Senegal, and Niger
to smoothly implement our
projects.

•Reconstruction assistance to Afghanistan•Reconstruction assistance to Iraq
•Assistance for recovery from the disaster
caused by the major earthquake off the coastof Sumatra and the tsunami in the Indian Ocean•Non-project grant aid•Grant aid for conflict prevention and peacebuilding•Antipoverty measures and agricultural support•Grant aid for research (mine control)•Infectious diseases prevention and treatment•Cultural grant aid•Grant aid for Japanese NGO projects•Reconstruction assistance to Pakistan•Grant aid for disaster prevention andreconstruction•Grant aid for community empowerment•Support for technical cooperation and follow-up•Yen loan programs•Examining project execution (grant aid forgeneral projects)

45

Reference Materials

The Articles of Foundation of Japan International Cooperation System (JICS)

April 12, 1989
Minister of Foreign Affairs Authorization No.3
Amended on December 27, 1993
Minister of Foreign Affairs Authorization No.60
Amended on April 17, 1996
Minister of Foreign Affairs Authorization No.16
Amended on April 13, 2001
Minister of Foreign Affairs Authorization No.11
Amended on April 3, 2003
Minister of Foreign Affairs Authorization No.22
Amended on April 11, 2007
Minister of Foreign Affairs Authorization No.14

Chapter 1. General Provisions
Article 1 (Name)
1 This corporation is called Japan International Cooperation System (JICS) (hereinafterreferred to as "the Foundation").
Article 2 (Offices)
1 The Foundation shall locate its principal office in Shinjuku-ku, Tokyo, Japan.
2 The Foundation may establish a subsidiary office or offices elsewhere as deemednecessary after the Board of Directors votes so to do.
Article 3 (Purposes)
1 The purposes of the Foundation are to promote higher quality international
cooperation by cooperating in the appropriate and efficient implementation of Japan’s
Official Development Assistance (“ODA”) and other international cooperation programsfor developing countries and territories and thus to contribute to the economic andsocial development of the world as well as the enhancement of friendly international
relations.
Article 4 (Business)
1 The Foundation shall conduct the following business while paying due respect to thework of private enterprises in order to accomplish the purposes described in thepreceding article:(1) Business which contributes to the promotion of the appropriate and efficient
implementation of grant aid programs, technical cooperation programs and loan
programs which are parts of Japan’s ODA;
(2) Business which contributes to the promotion of the appropriate and efficient
implementation of international cooperation programs executed by internationalorganizations, foreign governments or other entities engaged in international
cooperation activities;(3) Follow-up activities and after-care activities for such programs mentioned above initems (1) and (2);(4) Research and studies on methods of efficient implementation of international
cooperation;(5) Education and support which promote international cooperation; and(6) Other activities necessary to achieve the purposes of the Foundation.

Chapter 2. Assets and Accounting
Article 5 (Composition of Assets)
1 The assets of the Foundation shall consist of the following:(1) The assets listed in the inventory at the time of the establishment;(2) Donations in cash and in kind;(3) Income generated from the assets;(4) Membership fees;(5) Income from business operations; and(6) Other income.
Article 6 (Kinds of Assets)
1 The Assets of the Foundation shall consist of two kinds of assets–endowment andoperating assets.
2 The endowment shall consist of the following:(1) Those assets listed in the endowment section in the inventory at the time of theestablishment;(2) Those assets donated specified as endowment; and(3) Those assets which the Board of Directors resolved to transfer to the endowmentfrom the operating assets.
3 Assets other than endowment shall be operating assets.
Article 7 (Management of Assets)
1 The President shall manage the assets of the Foundation, and its management methods
shall be determined separately by the President with the vote of the Board of Directors.
2 Of the endowment, cash shall be managed and kept in a safe and secure manner, suchas time deposits at post offices or banks, entrustment to trust companies, and thepurchase of national, public and corporate bonds.
Article 8 (Restrictions on Disposal of Endowment)
1 The endowment may not be disposed of or used as a collateral. However, should

46

unavoidable circumstances in the execution of business of the Foundation arise, part ofthe endowment may be disposed of, or the whole or part of it may be used as collateralprovided that this is approved by a vote of two-thirds or more of the existing membersof the Board of Directors and the approval of the Board of Trustees, and also theapproval of the Minister of Foreign Affairs.
Article 9 (Expenditure)
1 Expenses of the Foundation shall be paid out of the operating assets.
Article 10 (Business Plan and Budget)
1 The President shall prepare the Foundation's business plan and the income andexpenditure budget therefor, which shall be submitted to the Minister of Foreign Affairs,
after the vote of two thirds or more of the existing members of the Board of Directors
and approved by the Board of Trustees, prior to the commencement of eachaccounting period. The same shall apply in the event of any changes thereto.
Article 11 (Provisional Budget)
1 Notwithstanding the provision of the preceding article, when a budget can not be
finalized for unavoidable reasons, the President may receive income and makepayments based on the preceding year's income and expenditure budget with the voteof the Board of Directors until the day on which a new budget is approved.
2 The income and expenditure described in the preceding paragraph shall be deemed aspart of the newly approved income and expenditure budget.
Article 12 (Business Report and Settlement of Accounts)
1 The Foundation shall report to the Minister of Foreign Affairs on its business andsettlement of accounts of income and expenditure within three months after the end ofeach financial year, by submitting a business report, an income and expenditurestatement, a statement of net worth, a balance sheet and an inventory prepared by the
President, be audited by the Auditors, approved by a vote of two-thirds or more of theexisting members of the Board of Directors and approved by the Board of Trustees. In
this case, if there has been any change in the total assets, the registration thereof shallbe made within two weeks and a certified copy of corporate registration shall be
attached.
Article 13 (Long-term Borrowing)
1 When the Foundation intends to make long-term borrowing, excluding short-termborrowing which is to be paid off with the income of that particular accounting period,
it must be approved by a vote of two-thirds or more of the existing members of theBoard of Directors and approved by the Board of Trustees, and also must be approvedby the Minister of Foreign Affairs.
Article 14 (Assumption of Duties and Waiver of Rights)
1 Except for those provided for in the budget, when the Foundation intends to assume
new obligations or waive any rights, it must be approved by a vote of two-thirds ormore of the existing members of the Board of Directors, approved by the Board ofTrustees and also approved by the Minister of Foreign Affairs.
Article 15 (Accounting Period)
1 The accounting period of the Foundation shall commence on April 1 every year andend on March 31 of the following year.

Chapter 3. Directors
Article 16 (Kinds of Officers and Quorum)
1 The Foundation shall have the following Directors;
Executive Directors Six or more up to fifteen.
Auditors Two.
2 Of the Executive Directors, one shall become the President, one shall be the Executive
Managing Director and one or two shall become Managing Directors.
Article 17 (Election, etc.)
1 The Executive Directors and Auditors shall be elected by the Board of Trustees.
2 The Executive Directors shall elect from among themselves the President, Executive
Managing Director and Managing Directors.
3 The Executive Directors, Auditors and Trustees shall not be allowed to hold more than
one position.
4 The total number of the Executive Directors having a relative or anybody with a special
relationship to them shall not exceed one-third of the total number of the members of
the Board of Directors.
5 The Auditors shall not be related or have a special relationship to each other.
6 Any change in the makeup of the Executive Directors shall be registered within two
weeks, and a notification to that effect shall be made to the Minister of Foreign Affairs
without delay with a certified copy of corporate registration attached.
7 Any change in the makeup of the Auditors shall be notified to the Minister of Foreign
Affairs without delay.

Article 18 (Duties)
1 The President shall represent the Foundation and oversee its operation.
2 The Executive Managing Director shall assist the President and supervise theFoundation's operations, and shall act for the President to carry out its duties in theevent that the President is unable to perform his duties owing to unavoidable
circumstances, or in the absence of the President.
3 The Managing Directors shall assist the President and the Executive Managing Director
and transact the Foundation's operations and one of them, in the order appointed inadvance by the President, shall act for the Executive Managing Director to carry out
his/her duties in the event that the Executive Managing Director is unable to perform
his/her duties owing to unavoidable circumstances or in the absence of the Executive
Managing Director.
4 The Executive Directors shall organize the Board of Directors and shall vote and carryout the Foundation's business pursuant to the provisions of this Articles of Foundation.
5 The Auditors shall perform the following duties:(1) Audit the assets and accounts;(2) Audit the operational performance of the Executive Directors;(3) Notify, in the event that they find irregularities in accounting practices andoperations, the Board of Directors, the Board of Trustees and the Minister of Foreign
Affairs thereof; and(4) Demand convocation of a meeting of the Board of Directors and a meeting of theBoard of Trustees as necessary for the notification described in the preceding
paragraph.
Article 19 (Term of Office)1 The term of office of a Director shall be two years. However, he/she shall not be
prevented from being reappointed to his/her position.
2 The term of office of the Director who is elected as a substitute or due to an increase in
the fixed number shall be the remaining term of office of the predecessor or the current
Director.
3 The Director shall perform his/her duties even after his/her resignation or expiration of
his/her term of office until his/her successor assumes the office.
Article 20 (Dismissal)
1 When an officer falls under any of the following, the Board of Directors and the Board ofTrustees may dismiss the Director with the votes of two-thirds or more of the existing
members of the Board of Directors and the Board of Trustees. In such a case, before thevotes are made by the Board of Directors and the Board of Trustees, the Director mustbe given an opportunity to explain his actions.
(1) When the Director concerned is unable to perform his/her duties due to physical ormental disability.
(2) When the Director concerned is found to have breached his/her duties or to have
behaved in a manner unbecoming for a Director.
Article 21 (Remuneration)
1 The Directors serve without remuneration. However, full-time Directors may be paid
remuneration.
2 Expenses may be reimbursed to the Directors.
3 Matters necessary in connection with the preceding two paragraphs shall be
determined separately by the President with the vote of the Board of Directors.

Chapter 4. Board of Directors
Article 22 (Organization)
1 The Board of Directors shall consist of Executive Directors.
Article 23 (Capacity and Powers)
1 The Board of Directors shall, in addition to those provided elsewhere in this Articles ofFoundation, vote and carry out important matters related to the business of theFoundation.
Article 24 (Types and Convening of Meetings)
1 The Board of Directors shall hold two types of meetings: ordinary meetings of the Boardof Directors and extraordinary meetings of the Board of Directors.
2 Ordinary meetings of the Board of Directors shall be held twice a year.
3 Extraordinary meetings of the Board of Directors shall be held when one of thefollowing events occurs:(1) When the President considers it necessary;(2) When one-third or more of the existing Executive Directors demand a meeting of theBoard of Directors to be convened in a writing describing the agenda; or(3) When the Auditors demand a meeting of the Board of Directors to be convened inaccordance with the provisions of Item 4 of Paragraph 5 of Article 18.
Article 25 (Convocation)
1 The President shall convene a meeting of the Board of Directors.
2 In cases falling under Items 2 and 3 of Paragraph 3 of the preceding article, the President
shall convene an extraordinary meeting within fourteen days from that day.
3 In the event a meeting of the Board of Directors is to be convened, the date, time, place,agenda and matters to be deliberated shall be notified in writing at least seven days
prior to the meeting.
Article 26 (Chairman)
1 The Chairman of the meetings of the Board of Directors shall be the President.
Article 27 (Quorum)
1 A meeting of the Board of Directors shall not be held unless two-thirds or more of theexisting Executive Directors are present.
Article 28 (Voting)
1 A decision at a meeting of the Board of Directors shall, in addition to those provided forin this Articles of Foundation, be determined by a majority of the Executive Directors
present, and in case of a tie, the Chairman shall make a decision.
Article 29 (Voting in Writing, etc.)
1 When there are unavoidable reasons for not being able to be present at a meeting of
the Board of Directors, an Executive Director concerned may vote in writing on thepreviously notified agenda, or may appoint another Executive Director as his/her proxy.
2 In the case of the preceding paragraph, the Executive Director shall be considered as
being present at the meeting of the Board of Directors in the application of thepreceding two articles.
Article 30 (Minutes)
1 With respect to the business of the meeting of the Board of Directors, minutes settingout the following matters shall be prepared:(1) Date, time and place;(2) The existing number of Executive Directors and the number and the names of thosepresent. (In the case of a vote in writing and a vote by proxy, these facts shall be
noted.);(3) Matters to be deliberated and resolved.
(4) An outline of the proceedings and the results.
(5) Matters related to the election of the persons to sign the minutes.
2 The minutes shall be signed and sealed by the Chairman and two or more persons
elected to sign the minutes at the meeting.

Chapter 5. Trustees and Board of Trustees
Article 31 (Trustees)
1 The Foundation shall have twelve to twenty-four Trustees.
2 Of the Trustees, one shall be the Chairman of the Board of Trustees and one or two shallbe the Vice Chairman of the Board of Trustees.
3 The Trustees shall be elected at a meeting of the Board of Directors and the President
shall appoint them.
4 Of the Trustees, the total number of Trustees who are related to or have a special
relationship to any one of the Directors, or the total number of Trustees who are related
to or have a special relationship to one of the Trustees shall not exceed one-third of theexisting number of Trustees.
5 The provisions of Articles 19 to 21 (except for the proviso in Paragraph 1 of Article 21)
shall apply mutatis mutandis to the Trustees. In this case, "Director(s)" in these articles
shall be read as "Trustee(s)".
Article 32 (The Board of Trustees)
1 The Board of Trustees shall consist of Trustees.
2 The Chairman and the Vice Chairman of the Board of Trustees shall be elected fromamong the Board of Trustees by the Board of Trustees.
3 The Chairman of the Board of Trustees shall convene a meeting of the Board of Trustees
and chair the meeting.
4 The Vice Chairman of the Board of Trustees shall assist the Chairman of the Board ofTrustees and one of them, in the order appointed in advance by the Chairman of theBoard of Trustees, shall act for the Chairman of the Board of Trustees to carry out its
duties and in the event the Chairman of the Board of Trustees is unable to perform
his/her duties owing to unavoidable circumstances or in the absence of the Chairmanof the Board of Trustees.
Article 33 (Duties of the Board of Trustees)
1 The Board of Trustees shall perform the duties as provided for in this Articles ofFoundation, and also shall deliberate the matters required and give advice in responseto requests of the President.
Article 34 (Type and Convening of Meetings of Board of Trustees)
1 The Board of Trustees shall hold two types of meetings: ordinary meetings of the Boardof Trustees and extraordinary meetings of the Board of Trustees.
2 Ordinary meetings of the Board of Trustees shall be held twice a year.
3 Extraordinary meetings of the Board of Trustees shall be held when one of the following
events occurs:(1) When the Chairman of the Board of Trustees considers it necessary;(2) When the President considers it necessary;(3) When one-third or more of the existing number of Trustees demand a meeting of47

Reference Materials

the Board of Trustees to be convened in a writing describing agenda; or(4) When the Auditors demand a meeting of the Board of Trustees to be convened inaccordance with the provisions of Item 4 of Paragraph 5 of Article 18.
Article 35 (Convocation and Management of Board of Trustees)
1 In cases falling under Items 2 to 4 of Paragraph 3 of the preceding article, the Chairmanof the Board of Trustees shall convene an extraordinary meeting of the Board of Trustees
within fourteen days from that day.
2 In the event a meeting of the Board of Trustees is to be convened, the date, time, place,agenda and matters to be deliberated shall be notified in writing at least seven days
prior to the meeting.
3 The provisions of Articles 27 to 30 shall apply mutatis mutandis to the Board of Trustees.
In this case, "the Board of Directors" and "Executive Director(s)" shall read as "the Boardof Trustees" and "Trustee(s)."4 In addition to those provided for in each of the preceding paragraphs, mattersnecessary in connection with the management of the Board of Trustees shall be
determined separately by the President with the vote of the Board of Directors.

Chapter 6. Advisors and Specialist Committee
Article 36 (Advisors)
1 The Foundation may have Advisors not exceeding five persons.
2 The President shall appoint the Advisors from among people with experience or
academic standing or those who have contributed to the Foundation with the approvalof the Board of Directors.
3 The Advisors shall express their views on the basic management policy of theFoundation in response to requests from the President, or express their opinions.
4 The provisions of Paragraph 1 of Article 19 and Articles 20 and 21 (except for the proviso
in Paragraph 1 of Article 21) shall apply mutatis mutandis to the advisors. In this case,"Director(s)" in these articles shall read as "Advisor(s)."(6) Documents that show assets, liabilities and net worth;(7) Daily business transaction records;(8) Accounting books and evidentiary documents related to income and expenditure; and(9) Other pertinent documents and books.
2 The documents and accounting books provided in the preceding items shall be kept
based on the following classification.
(1) Permanently for Items 1 to 6
(2) Ten years for Items 7 to 8(3) Five years for Item 9

Chapter 9 Alteration in The Articles of Foundation and Dissolution
Article 42 (Alteration in the Articles of Foundation)
1 This Articles of Foundation shall not be altered unless approved by the votes of threequarters or more of the existing members of the Board of Directors and the Board ofTrustees at their respective meetings and approved by the Minister of Foreign Affairs.
Article 43 (Dissolution)
1 The Foundation may dissolve itself in accordance with Items 2 to 4 of Paragraph 1 of
Article 68 of the Civil Code, and also with the votes of three quarters or more of theexisting members of the Board of Directors and the Board of Trustees at their respective
meetings and the approval of the Minister of Foreign Affairs.
Article 44 (Disposal of Residual Assets)
1 The residual assets at the time of the dissolution of the Foundation shall be donated toorganizations whose purposes are similar to those of the Foundation, with the votes ofthree quarters or more of the existing members of the Board of Directors and the Boardof Trustees respectively and with the approval of the Minister of Foreign Affairs.

Chapter 10. Additional Rule
Article 37 (Specialist Committee)
1 The Foundation may establish a specialist committee in order to conduct research andstudies of technical and specialized matters related to the business as set out in Article 4.
2 The Board of Directors shall elect specialist committee member from among people
with experience or academic standing and the President shall appoint them.
3 Specialist committees shall be organized based on the subject matters of research andstudies.
4 Matters necessary in connection with the specialist committee members and specialist
committees shall be determined separately by the President with the vote of the Boardof Directors.

Chapter 7. Support Members
Articles 38 (Support Members)
1 Those who agree with the purposes of the Foundation and pay membership fees toassist its activities shall be called support members. They shall be classified into two
kinds: corporate support members and individual support members.
2 Those who have paid corporate support membership fees are corporate support
members and those who have paid individual support membership fees are individual
support members.
3 Matters necessary in connection with support members and support membership fees
shall be determined separately by the President with the vote of the Board of Directors.
Article 39 (Non-Refund of Contributions)
1 Support membership fees and other contributions shall not be refunded.

Chapter 8. Secretariat and Storage of Documents
Article 40 (Secretariat)
1 The Foundation shall establish a Secretariat in order to deal with clerical matters.
2 The Secretariat shall have an office manager and other staff members necessary.
3 The President shall employ and dismiss the office manager and staff members.
4 Matters necessary in connection with the organization and management of theSecretariat shall be determined separately by the President with the vote of the Board of
Directors.
Article 41 (Keeping Documents and Accounting Books)
1 The Foundation's principal office shall be always equipped with the following
documents and accounting books:(1) The Articles of Foundation;(2) The names of Executive Directors, Auditors, Trustees, Advisors, Specialist members
and Secretariat staff members and their personal histories;(3) The names of the support members and documents related to changes in theircomposition;(4) Documents related to permission, authorization, and registration;(5) Documents related to proceedings of the decision-making bodies provided for inthis Articles of Foundation;

48

Article 45 (Delegation)
1 In addition to those provided for in this Articles of Foundation, matters necessary inconnection with the management of the Foundation shall be determined separately by
the President with the vote of the Board of Directors.

Supplementary Provision
1 This Articles of Foundation became effective on the day on which the establishment of
the Foundation was permitted.
2 Notwithstanding the provisions of Article 10, the initial year's business plan and income
and expenditure budget were determined by the establishment representatives.
3 Notwithstanding the provisions of Article 15, the first accounting period covered fromthe day on which the establishment of the Foundation was permitted to March 31, 1990.
4 Notwithstanding the provisions of Paragraphs 1 and 2 of Article 17, the initial Directorsof the Foundation were determined by the establishment representatives, and theirterm of office shall be until March 31, 1991, notwithstanding the provisions of Paragraph
1 of Article 19.
5 Notwithstanding the provisions of Paragraph 3 of Article 31 and Paragraph 2 of Article
32, the initial members of the Board of Trustees were determined by the establishment
representatives and their term of office shall be until March 31, 1991, notwithstanding
the provisions of Paragraph 1 of Article 19 being applicable mutatis mutandis to
Paragraph 5 of Article 31.

Supplementary Provision(December 27, 1993 Minister of Foreign Affairs Authorization No.60)
1 This Articles of Foundation became effective on the day on which it is authorized by thecompetent authorities.

Supplementary Provision(April 17, 1996 Minister of Foreign Affairs Authorization No.16)
1 This Articles of Foundation became effective on the day on which it is authorized by thecompetent authorities.

Supplementary Provision(April 13, 2001 Minister of Foreign Affairs Authorization No.11)
1 This Articles of Foundation became effective on the day on which it is authorized by thecompetent authorities.

Supplementary Provision(April 3, 2003 Minister of Foreign Affairs Authorization No.22)
1 This Articles of Foundation became effective on the day on which it is authorized by thecompetent authorities.

Supplementary Provision(April 11, 2007 Minister of Foreign Affairs Authorization No.14)
1 This Articles of Foundation became effective on the day on which it is authorized by thecompetent authorities.

Japan International Cooperation System
Annual Report 2006
Published December 28, 2007 (English Edition)

Compiled and published by Japan International Cooperation System
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Editorial assistance: Japan International Cooperation Publishing Co., Ltd.

©2007 Japan International Cooperation System

Printed in JapanJICS ANNUAL REPORT 2006