International Press-in Association

Constitution
Amended 24th May 2024

IPA Secretariat
5F, Sanwa Konan Bldg, 2-4-3 Konan,
Minato-ku, Tokyo 108-0075, Japan
Tel. +81-3-5461-1191

International Press-in Association

Constitution
Established 16th February 2007
Amended 3rd August 2010
Amended 22nd June 2017
Amended 25th May 2020
Technical Correction 1st October 2020
Amended 24th May 2024

CHAPTER IGeneral

Article 1 - Name
The name of this Association will be the International Press-in Association, hereafterreferred to as the "Association". The abbreviation of the Association will be "IPA".
Article 2 - Office
The Association will be located at 2-4-3 Konan, Minato-ku, Tokyo, Japan.
Article 3 - Branches
The Association may establish Branches based on the resolution of the Board of Directors.

CHAPTER II

Purpose and Activity

Article 4 - Purpose
The Association will have the purpose of advancing press-in engineering throughinternational cooperation amongst practitioners, project owners and academia,
promoting environmentally-considered construction, and thereby contributing to thedevelopment of society.
Article 5 - Activity
In order to attain the purpose set out in the preceding Article 4, the Association will be
engaged in the following activities:(1) To encourage information exchange among specialized piling contractors, generalcontractors,

designengineers,

project

owners,material

suppliers,

machinemanufacturers and academia for improving the planning, design and construction ofembedded structures and walls; that is the prime purpose of press-in engineeringand the Association.
(2) To promote research and development by organizing committees and/or working
groups of engineers and academia from various disciplines that are interested inpress-in engineering. Typical disciplines include, but are not limited to geotechnicalengineering, environmental engineering, mechanical engineering, measuringsurveying-monitoring engineering, data and information processing.
(3) To compile State of the Art and Practice of press-in engineering and help practicing
engineers solve real-life problems and assist government agencies develop relevant
codes and standards.
(4) To support and hold international conferences, symposia, lectures and seminars
related to press-in engineering.

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International Press-in Association(5) To evaluate studies, technologies, and practices related to press-in engineering andaward honors.
(6) To improve public and government awareness of press-in engineering through theIPA web site and publications.
(7) To promote communication among members of the Association and professional
development of members.
(8) To perform other activities as necessary to attain the purpose of the Association.

CHAPTER III

Membership

Article 6 - Types of Memberships
Membership will comprise the following three types:
Individual Member: Individuals who have educational background or professional
experiences related to press-in engineering and are in favor of
the aims of the Association.
Corporate Member: Corporations or organizations who are willing to support theactivities of the Association.
Student Member:Students of universities, colleges, junior colleges or technicalcolleges who are interested in press-in engineering.

Article 7 - Admittance and dues
1. To become an Individual Member, a Corporate Member or a Student Member, an applicant
shall follow all required procedures for admittance and shall be approved by the Boardof Directors.
2. In the case of a Corporate Member, any such member shall nominate and notify theAssociation of the details of an individual who represents such member and exercises its
powers (known as "Individual Member Representative of Corporate Member"). Anychange in the Representative of a Corporate Member shall be notified in the same manner.
3. All members shall pay annual dues as provided for in the Regulations.
4. Annual dues shall be non-refundable for any reason.
Article 8 - Termination of Membership
Membership shall be terminated if any of the following occurs:(1) Withdrawal,(2) Appointment of judicial guardianship, or bankruptcy,(3) Death, court decision of disappearance, or dissolution for a Corporate Member,(4) Removal.
Article 9 - Withdrawal
1. A member who desires to withdraw from the Association shall submit a withdrawal form
after having fulfilled any outstanding obligations.
2. Any member may be treated as having withdrawn from the Association if such member
has not paid dues over two years.

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Article 10 - Removal
Any member who disgraces the honor of the Association and commits behavior contrary
to the purpose of the Association may be removed from the membership of theAssociation after the resolution of the Board of Directors.

CHAPTER IV Directors and Auditors
Article 11 - Number of Directors and Auditors
The Association will have the following Directors and Auditors:(1) Directors not less than ten (10) members and not more than thirty (30) members.
(2) Not more than two (2) Auditors.
Article 12 - Election of Directors and Auditors
1. Directors and Auditors will be elected from among the Individual Members (Including
Individual Members Representative of Corporate Members) of the Association by theresolution of the General Assembly.
2. The Directors will elect one (1) President and not more than five (5) Vice Presidents fromamong themselves.
3. One (1) Executive Director may be appointed from among the Directors by the President
when necessary and approved by the Board of Directors.
4. In the case of vacancy of Directors or Auditors, substitute Directors or Auditors may beelected. In this case Section 1 of Article 12 shall apply.
Article 13 - Duties of Directors
1. The Directors will discharge their duties as provided below:(1) The President will represent the Association and oversees the affairs of theAssociation.
(2) The Vice Presidents will assist the President and, if and when the President is unable
to discharge their duties or is vacant, will discharge the duties of the President intheir place in such order prescribed by the President in advance.
(3) The Executive Director will assist the President and Vice Presidents, and will oversee
the smooth management of the whole affairs of the Association, and discharge duties
assigned to them by the resolutions of the Board of Directors.
(4) The Directors other than those specified in the preceding paragraphs will assist thePresident, the Vice Presidents and the Executive Director, and perform affairs of theAssociation in accordance with the resolution of the Board of Directors.
2. The Directors will consider and decide by voting the matters stipulated in Article 18.
3. Directors may not be Auditors at the same time.
Article 14 - Duties of Auditors
1. The Auditors shall perform duties as provided below:(1) to audit the status of assets of the Association;(2) to audit the business performed by Directors;

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International Press-in Association(3) to report to the General Assembly any failure to comply with laws, constitution ormaterial unfair practices if such failures or practices are found(4) to call the General Assembly to report the matters listed above.
2. The Auditors may be present at the meetings of the Board of Directors, and state opinions,but may not vote thereat.
3. Auditors may not be Directors at the same time.
Article 15 - Terms of office for Directors, Auditors, President, Vice Presidents andExecutive Director
1. The term of office for Directors and Auditors shall be two years.
2. The term of office for the President, Vice Presidents and Executive Director shall be twoyears.
3. A Director or an Auditor may not serve more than five (5) consecutive terms. After thefive consecutive term limit, a Director or an Auditor must vacate their position for atleast one year before seeking reelection. Provided, however, that if a Director is electedto the President, a Vice President or the Executive Director, the above-mentioned termlimit shall automatically be extended for as long as the Director remains serving as thePresident, a Vice President or the Executive Director.
4. The term of office for Directors and Auditors shall begin at the time of election at theGeneral Assembly.
5. The term of office for the President, Vice Presidents and Executive Director shall begin
at the time of election at the Meeting of the Board of Directors.
6. The term of office for substitute Directors and Auditors shall be the unexpired term ofoffice for the predecessors.
7. Directors and Auditors shall continue their respective offices until the election of thesuccessors irrespective of the termination of their offices or their resignation.
Article 16 - Remuneration of Directors and Auditors
Directors and Auditors can be remunerated on the payment basis stipulated in theRegulations.

CHAPTER VMeetings

Article 17 - Organization and Convocation of Board of Directors
1. The Board of Directors shall consist of Directors, and the President will preside at themeetings thereof.
2. The meetings of the Board of Directors will be called by the President not less than oncea year. If the President considers necessary, or at the request of not less than one-thirdof all Directors showing the purposes of the meetings, Extraordinary Meetings of theBoard of Directors will be held.

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3. The Latest Available Past President, as appointed in accordance with the By-laws, may
be present at the meetings of the Board of Directors and state opinions, but may not
vote thereat if they are not a Director.
Article 18 - Matters to be resolved by the Board of Directors
1. The Board of Directors will resolve the agenda to be proposed to the General Assembly
and the matters necessary for the management of the Association except those matters
falling within the powers of the General Assembly.
2. The Board of Directors, by its resolution, may entrust the management of the Association
between meetings of the Board of Directors to the Steering Committee to the extent
authorized by the Board of Directors. The Steering Committee shall consist of thePresident, the Latest Available Past President, the candidate for incoming President asnominated in accordance with the By-laws, the Executive Director, the Secretary Generaland the representatives, as appointed in accordance with the By-laws, of the Standing
Committees which the Board of Directors considers necessary to establish.
3. The Standing Committees will assist the role of the Steering Committee. The Chairs ofthe Standing Committees will be appointed by the President from among the Directors
and approved by the Board of Directors.
Article 19 - Quorum and Resolution of the Board of Directors
1. The quorum for the meetings of the Board of Directors shall be a majority of Directors,
provided however that any Director shall be deemed to be present if such Director showstheir intent in writing (including but not limited to email) for the matters to be consideredin the meetings.
2. Resolutions shall be adopted by an affirmative vote of a majority of Directors present atthe meetings. If the respective numbers of the affirmative votes and negative votes areequal, the President shall have a casting vote.
Article 20 - Organization and Convocation of General Assembly
1. The General Assembly shall consist of Individual Members specified in Article 6 andIndividual Member Representatives of Corporate Members specified in paragraph 2 ofArticle 7.
2. The Ordinary General Assembly will be called by the President once for each Fiscal Yearwithin two months from the end of such Fiscal Year.
3. An Extraordinary General Assembly shall be held by the call of the President or Auditors,
as the case may be, in each of the following cases:(1) when the President considers necessary;(2) when Auditors consider necessary:(3) when not less than one-twentieth of the Individual Members demand the convocationof the General Assembly showing the agenda to be transacted thereat. In this case,the meeting therefore shall be held within thirty days from the date of such demand.
4. The President will preside at the meetings of the General Assembly.

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International Press-in Association

Article 21 - Call of General Assembly
All meetings of the General Assembly shall be notified to each member by a notice(including but not limited to notice by email) or a publication of the Association not lessthan two weeks in advance of the time of such meeting showing the date and hours,places and agenda to be transacted thereat.
Article 22 - Quorum and Resolutions
1. The quorum of the General Assembly shall be a majority of all Individual Members andIndividual Member Representatives of Corporate Members, provided however that anyof them shall be deemed to be present if they show their decisions in writing (includingbut not limited to email) with respect to the agenda of the meeting.
2. Each Individual Member and Individual Member Representative of a Corporate Member
will have one vote, and all transactions will be adopted by a majority of those present at
the meeting, unless otherwise provided for the required number of votes for resolutions.

If the respective numbers of the affirmative votes and negative votes are equal, thePresident shall have a casting vote.
Article 23 - Matters to be resolved by General Assembly
The General Assembly will resolve the following matters:(1) Election of Directors and Auditors;(2) Business plan and budgets of revenue and expenditure;(3) Business report and settlements of report and expenditure;(4) Alteration of Constitution;(5) Transfer into Fundamental Assets;(6) Approval of long-term borrowing;(7) Disposition, mortgaging, pledging or other encumbrance of Fundamental Assets;(8) Dissolution and liquidation:(9) Any other matters as considered necessary by the Board of Directors.
Article 24 - Minutes
All minutes of the General Assembly and the Board of Directors will be prepared by thePresident, and will be signed by the President and two representatives present at themeetings and preserved by the President.
Article 25 - Notice of Resolutions of General Assembly
All resolutions will be notified to Members.

CHAPTER VI

Secretariat and Staff

Article 26 - Secretariat and Staff
1. The Association may have a secretariat and paid staff thereof to deal with its affairs.
2. Employment and dismissal of staff members will be made by the President with theresolution of the Board of Directors.
3. Organization and other matters related to the Secretariat will be determined separately.
4. One (1) Secretary General will be appointed by the President.

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CHAPTER VII

Assets and AccountingArticle 27 - Assets
The Assets of the Association shall be divided into the following two kinds.
Fundamental Assets:

Assets resolved to be included as such by the General Assembly.

Operating Assets:

Assets consisting of income from membership fees, profits
generated from business activities, benefits derived from assets,
donations and properties other than fundamental assets

Article 28 - Restrictions to Disposition of Fundamental Assets
The fundamental Assets may not be disposed of or served as security, provided, however,that part of the same may be disposed of or served as security by the resolution of theGeneral Assembly if it is necessary for the performance of business.
Article 29 - Fiscal YearThe fiscal year of the Association shall begin on April 1 each year and end on March 31of the next calendar year.

CHAPTER VIII

Amendments of Constitution and Dissolution

Article 30 - Amendments of the Constitution
The Constitution may not be altered without an affirmative vote of a majority of threequarters of the members present at a meeting of the General Assembly.
Article 31 - Dissolution
The dissolution of the Association may be made by a majority vote of three-quarters ofthe members present at a meeting of the General Assembly.
Article 32 - Disposal of Remaining Assets
Disposition of the remaining assets after the dissolution of the Association may only bemade by a majority vote of three-quarters of the members present at a meeting of theGeneral Assembly.

CHAPTER IX Supplementary Provisions
Article 33 - Enforcement of Constitution
By-laws and regulations that may be required for the enforcement of the Constitution
may be provided by the resolution of the Board of Directors.
Article 34
The Association is organized and exists under the laws of Japan, and if any dispute ordifference of opinion arises relating to the Association or the Constitution, such disputeor difference of opinion shall be resolved by the consultation among the parties in issue.
Should resolution not be reached by such consultation, then resolution shall be subject
to the exclusive jurisdiction of Tokyo District Court of Japan.

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International Press-in Association

Article 35
The official language used in the Constitution, By-laws and Regulations of theInternational Press-in Association is English.
Additional ProvisionThis Constitution shall take effect as of 16th February 2007.

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