1 Name, Headquarter, and Territory

1.1 The name of the association is "The Asian Philosophy of Science Association", (亞洲科學哲學協會), hereinafter called"APSA" or the "Association".

1.2 The character of its scope is Asian (transnational) andthe territory in which its operations are to be conducted is in principle global with a pronounced focus on Asia.

1.3 APSA is a legal association formed, registered, and operating according to Hong Kong law with the exclusion of its conflict of laws rules. The headquarters of APSA are in Hong Kong, SAR, China.

1.4 APSA is a not-for-profit association for the promotion of public benefits.

1.5 The foundation of (special) organisational entities or bodies within APSA (e.g., Branch associations, Sections, Chapters) is permitted.

2 Purpose and Aims

2.1 The Asian Philosophy of Science Association (APSA) is an association to advance and promote the Asian tradition in philosophy of science.

2.2 The aims and purpose of APSA are as follows:

(i) to promote and advance the philosophy of science in Asia;

(ii) to further contacts among philosophers of science in Asia;

(iii) to ensure that information relating to philosophy of science in Asia is regularly circulated amongst members of the academic communities in Asia;

(iv) to promote international philosophical and scientific exchanges on all levels;

(v) to support, on an international level, the progress of philosophical studies and their communication to the world of learning and to the educated public.

3 Means and activities

3.1 APSA intends to achieve its aims and purposes through the following non-financial means:

(i) the holding of (public or private) meetings for the presentation and discussion of professional topics including papers, in particular the organisation of regular colloquia and a biennial Conference;

(ii) the engagement in all accompanying, necessary, suitable or otherwise proper activities related to tasks specified in lit. (i) including media (TV, radio,
film, newspaper) related activities;

(iii) the publication and circulation of works of literature, science, and art pertaining to the aims of APSA;

(iv) the engagement in and implementation of research or education related activities (e.g., lectures, research projects, education programmes or courses);

(v) the execution of any specific tasks, projects of research, or publications connected with the aims of APSA in Academia, other professional areas, or the
educated public, be that through own activities or by cooperation with or delegation to other competent organisations;

3.2 The necessary financial means shall be obtained through the following:

(i) membership fees, dues, or other assessments or charges applicable for members of APSA;

(ii) bestowals, bequests, gifts, donations, or other allowances (irrespective whether restricted to specific tasks or projects or not) from public or private
organisations or individuals;

(iii) subsidies or grants from public funds, governmental or intergovernmental entities (irrespective whether restricted to specific task orprojects or not);

(iv) any charges levied, funds obtained, or consideration received in connection with the holding of meetings, colloquia, or the Conference;

(v) any rewards or consideration received in connection with its publication activities in any media;

(vi) license fees, copyright royalties, or other consideration connected to or related with the intellectual property and intellectual property rights originating within or disseminated through the APSA.

4 Membership

4.1 Admission to APSA is open to (i) natural individuals of all nationalities and (ii) any organisation willing to support the aim and purpose of APSA. The number of members is principally unlimited.

4.2 The gradesof membership are

(i) Ordinary Member;

(ii) Honorary Member;

(iii) Sponsoring Member.

The term ‘member’ when printed without an initial capitaland any qualifying property, where used in this Constitution, includes all grades of memberships.

4.3 Ordinary Members are members who pay their respective membership dues, fees, or other assessments or charges.

4.4 Honorary Members are natural individuals (irrespective whether already member of APSA or not) to whom membership as Honorary Member is granted by the Assembly upon suggestion by the Governing Board. Honorary Members are exempt from any membership dues, fees, or other assessments. For members this waiver on dues, fees, and assessments shall commence in the year immediately following the
attainment of Honorary Member status.

4.5 Sponsoring Members are members who support APSA through special financial dedication as set forth in this Constitution or through provisions of the governing bodies of APSA.

4.6 Applications for admission of new members shall be by written application to the Governing Board which acts on the application and decides on its approval or dismissal. An appeal against non-admission may be made to the General Assembly.

4.7 Membership of APSA terminates through

(i) death ofnatural individuals

(ii) dissolutionof legal organisations;

(iii) by Resignation (see Section 4.8);

(iv) by Expulsion (see Section 4.9).

4.8 Members may terminate membership in APSA ("Resignation") per 31 December of a calendar year by giving no less than 8 (eight) weeks prior written notice to the Governing Board.

4.9 A member of APSA may be expelled for cause by the Assembly. Cause shall mean conduct that is determined to constitute a material violation of the Constitution or other conduct that is seriously prejudicial to APSA. The foregoing notwithstanding failure to comply with membership dues, fees, or assessment provisions for a period in excess of 2 (two) months shall constitute such cause.

5 Rights and obligations of members

5.1 Any member has the right to enjoy the advantages of and to participate in all events or activities conducted within APSA to the conditions as stipulated by the relevant governing APSA bodies.

5.2 Any memberis entitled to vote and is eligible for election at the Assembly. Legal entities act through a representative.

5.3 All members undertake to support the purpose and aim of APSA and will observe this Constitution and the decisions of the (governing) bodies of APSA. All members except Honorary Members are obliged to punctually pay memberships dues, fees, or other assessments as stipulated by the relevant governing bodies of APSA. A member will refrain from any conduct that violates this Constitution or is otherwise prejudicial to APSA.

6 Governing bodies of APSA

APSA recognises the following governing bodies (Organe):

(i) the Assembly;

(ii) the Governing Board;

(iii) the Arbitration Committee.

7 Assembly

7.1 The Assembly is composed of all the members of APSA.

7.2 The Assembly meets biennially preferably on the occasion of the Conference (Ordinary Meeting of the Assembly). The initiative for a convocation of an
Ordinary Meeting of the Assembly lies with the Governing Board.

7.3 Exceptionally, an Extraordinary Meeting of the Assembly may be summoned

(i) by petition of at least one tenth of the members to the Governing Board; or

(ii) by decision of the Governing Board; or

(iii) on request of the Auditors of the Association.

7.4 The Assembly shall be responsible for all the business of APSA, its competence comprises all questions relating to the activities of APSA including the
election of all Officers and the supervision of financial matters, unless delegated to the Governing Board or other bodies of the Association. In particular:

(i) itoutlines broadly the activity of APSA for the coming two years;

(ii) itconsiders and approves the budget for the coming two years;

(iii) itreceives and accepts the report of the Governing Board on the Association’s activities during the past two-year term;

(iv) itreceives and accepts the financial report prepared by the Governing Board;

(v) it decides upon cases of Expulsion of members;

(vi) it proceeds, if required, to a revision of the clauses of this Constitution, as laid before it by the Governing Board or on the initiative of at least five
members of the Association;

(vii) it may appoint (special) Committees entrusted with the task of studying particular problems or carrying out of certain activities within the scope of APSA and it will subsequently receive the respective reports of such Committees;

(viii) it fixes annual membership dues, fees or other assessments on a proposal by the
Governing Board;

(ix) it elects all Officers of the Governing Board;

(x) it electstwo Auditors of the Association (cf. Article 12);

(xi) it voteson removal of any (or all) Officers of the Governing Board;

(xii) it voteson a voluntary dissolution of the Association including the transfer of any available (financial) funds or resources.

7.5 The Assembly is chaired by the President of the Association or the next highest Officer as given by the ranking in Section 8.1, or, eventually, by the oldest present member of the Association.

7.6 Invitations to a Meeting of the Assembly shall be mailed at least four weeks prior to the date of the Meeting including the list of business to be conducted during the Meeting ("Agenda").

7.7 Motions to be resolved by the Assembly may be filed by any member of the Association at the Governing Board through the President or Vice President at least two weeks before the scheduled date of the Meeting.

7.8 In an Ordinary or Extraordinary Meeting of the Assembly a quorum shall be constituted if at least 20% (twenty of hundred) of the members are present. In case a quorum is not reached half an hour after the scheduled time of the Ordinary or Extraordinary Meeting of the Assembly, the quorum is considered to be automatically fulfilled.

7.9 The Meeting of the Assembly shall only act on business including motions to be resolved as stated on the Agenda and as amended by motions received according to Section 7.7 except the motion to convene an Extraordinary Meeting of the Assembly in order to dissolve the Association.

7.10 Decisions of the Assembly are made by majority vote (i.e., only counting valid votes, discounting abstentions and invalid votes), except for (a) amendments of the Constitution or (b) a vote on the dissolution of the Association or (c) a vote for removal of an Officer from the Governing Board, for which a two-thirds majority is required. In the event of a tie the President shall have a second or casting vote. In urgent cases and upon the decision of the Governing Board voting can take place outside an Ordinary or Extraordinary Meeting of the Assembly or by correspondence.

7.11 Voting rights in the Assembly are restricted to members who have paid in full all respective membership dues, fees, or other assessments which are due at or have been due before the date the Assembly has convened.

7.12 Voting in the Assembly can take place by proxy. Only members of the Association are allowed to act as proxy (the “Proxy”) with no member being allowed to go proxy for more than three other members. In order to exercise the right to stand proxy for a member in any vote the Proxy has to present a written certificate of authority, signed by the represented member, to the chair of the Assembly prior to any vote being conducted.

8 Governing Board

8.1 The Governing Board is composed of two to six natural persons, the Officers, and comprises at minimum the President of the Association and the Vice President of the Association. An additional number of up to four Officers (the "Optional Officers") may be elected. The thus established Governing Board then is free to appoint these Optional Officers to one of the following Functions:

(i) Treasurer;

(ii) Officer-at-large.

8.2 The Governing Board (i.e., its Officers) is elected by the Assembly for four years. Its renewal can be delayed for up to six months if the Assembly cannot meet in time. The President shall not be allowed to serve for two consecutive terms (i.e. who may be re-elected only once).

8.3 The Governing Board is the governing body of the Association and shall be responsible for all the business of the Association, i.e., the business during
the period between Meetings of the Assembly, the financial affairs of the Association, and the implementation of the resolutions of the Assembly. The Governing Board is chaired by the President of the Association. Its tasks are in particular:

(i) to supervise the execution of activities of APSA;

(ii) to coordinate the general activities of APSA ;

(iii) to determine the location of the biennial Conference of APSA;

(iv) to act as the Scientific Committee of the biennial Conference of APSA which tasks include, amongst others, the selection of a Conference Programme Committee, and the names of invited speakers;

(v) to inform the members about the activities of the Association by preparing and delivering
a report to the Assembly;

(vi) to manage all financial and other assets of the Association;

(vii) to prepare the Meetings of the Assembly and in particular to (a) present the Assembly with a proposal for the Association’s activities for the coming two year term and (b) to present the Assembly with a proposal for a budget, including a proposal for the membership fees.

(viii) to prepare the statement of accounts of the Association within five months after the end of the Fiscal Year including in particular a bill of receipts and expenditures and a summary of assets and liabilities;

(ix) to inform the members about the Audit of the financial management of the Association (cf. Section 12.2) by the Auditors; when this information is given during a Meeting of the Assembly the Auditors shall be involved as well;

(x) to decide on applications for membership in the Association;

(xi) to appoint a Nomination Committee as stipulated in Section 11;

(xii) to decide on matters not covered by this Constitution.

8.4 A majority of the Governing Board shall constitute a quorum.

8.5 During a personal meeting a majority of the Officers of the Governing Board present, provided a quorum is present, shall be necessary in the conduct of its business (e.g., to decide on any motions). In case of a tie the Chair of the personal meeting shall decide.

8.6 In case of decisions by circular letter a majority of all Officers of the Governing Board shall be necessary; in case of a tie the President of the Association shall decide.

8.7 Meetings ofthe Governing Board will be ordinarily held at least twice a year and will be called by the President or by request of any three members of the Governing Board. The meeting shall be chaired by the President, in case of hindrance of the President by the Vice President, or in case of hindrance of the President and the Vice President, by the oldest member of the Governing Board present. Any member of the Governing Board who misses two consecutive meetings will be disqualified as a member of the Governing Board.

8.8 Any vacancy occurring before the next election of Officers shall be filled by a majority vote of the Governing Board (Stipulation).

8.9 The President is elected by a majority vote of the Governing Board. If there are more than two candidates having received votes in the first ballot and no candidate reaches the majority of those voting on the first ballot, a second ballot shall be conducted among the two candidates having received the highest
number of votes. The candidate who receives the higher number of votes in this second ballot is then elected.

8.10 In the election of the Optional Officers, each voting member of the Association can express a number of votes equal to the number of Optional Officers to be elected. Hence in an election of the full Governing Board APSA members will be allowed to declare up to eight votes. The candidates with the highest number of votes shall be elected as Optional Officer. In the case of one or more ties (resulting in more candidates than available positions for Optional Officers) the candidates with higher age shall prevail over those with lower age.

8.11 Officers may resign at any time from their term in the Governing Board by written notice to the Governing Board. The resignation takes effect with either (i) the due election of a successor or (ii) Stipulation of a successor according to Section 8.8.

8.12 Officers maybe removed from their Office by the Assembly.

9 External representation of the Association

The Association is represented externally (i.e., withlegally binding effect) by the President (or the Vice President in his or her place) together with any other Officer of the Governing Board.

10 Special responsibilities of certain Officers

10.1 The President of the Association assumes the followingfunctions or responsibilities:

(i) acts as coordinator of the Governing Board, consulting its members by correspondence;

(ii) chairs the meetings of the Governing Board;

(iii) chairs the Meetings of the Assembly;

(iv) represents the Association or have himself (herself) represented, in cases where this is required by the activities of APSA.

10.2 The Vice President of the Association acts on behalf ofthe President in case of hindrance of the President or as determined by the President himself (herself).

10.3 The Treasurer of the Association (if appointed)

(i) serves as the Chief Financial Officer of the Association;

(ii) reports administratively to the President;

(iii) ensures sound financial management of the Association;

(iv) approves expenditures as necessary and appropriate;

(v) prepares financial records of the Association;

(vi) ensures compliance with any legal or other requirements or procedures regarding financial matters of the Association.

10.4 The Deputy Treasurer (if appointed) act on behalf of the Treasurer, in case of his or her
hindrance or as determined by the Treasurer.

10.5 The Secretary General assumes the following functions or responsibilities:

(i) Manage APSA’s email account (apsaphilsci@outlook.com);

(ii) Manage APSA’s bank account (when it is opened);

(iii) Assistthe Governing Board to send emails to APSA members;

(iv) Audit the Governing Board meetings and take notes.

10.6 The Secretaries assist the Secretary General with the functions or responsibilities of 10.5 (i), (ii), (iii), and (iv).

11 Nomination Committee

11.1 At least 6 (“six”) months before the Ordinary Meeting of the Assembly, the Governing Board shall appoint the Nomination Committee whose sole responsibility is to make sure that there are at least one Candidates for the President of APSA and 7 (“seven”) Candidates for Optional Officers of the Governing Board. At least six months before the Ordinary Meeting of the Assembly the Nomination committee opens up procedure for nominations by asking members of APSA for self-nominations. Candidates must be members of APSA. Candidates for Optional Officers of the Governing Board must
be self-nominated, while candidates for the President of APSA does not have to. No screening or differentiation of nominations takes place. The Nomination Committee consists of five members not then Officers of the Association.

11.2 The Nomination Committee shall nominate ideally three Candidates for the President of APSA and up to 12 (“twelve”) Candidates for Optional Officers of the Governing Board. Candidates for Optional Officers of the Governing Board must be members of APSA and are required to prepare a short position statement including a biography (the “Position Statements”) to be distributed to APSA’s members. The Nomination Committee shall contact non-self-nominated candidates for the President of APSA to check if they are willing to run. If so, these non-self-nominated candidates for the President of
APSA are also required a short position statement including a biography (the “Position Statements”) to be distributed to APSA’s members. The candidates for
the President of APSA must be members of APSA.

11.3 The Nomination Committee shall announce its nominations at least 2 (“two”) weeks before the Ordinary Meeting of the Assembly and shall, at the same time, make available (e.g., electronically on APSA’s Web Site) the Candidate’s Position Statements.

12 Auditors

12.1 The Assembly shall elect two Auditors for a two yearsterm of office. A re-election shall be possible. The Auditors are not required to be members of the Association.

12.2 The Auditors have to audit and review the financialmanagement of the Association regarding (i) proper financial accounting and (ii) compliance of the means employed by the Association with its Constitution within two weeks after rendering of the bill of receipts and expenditures of a Fiscal Year (the "Audit").

12.3 Based on the Audit according to Section 12.2 the Auditors have to furnish a written Audit Report certifying proper financial accounting and compliance of the means employed with the Constitution of the Association or to report identified deficiencies in the financial accounting of the Association or dangers threatening the existence of the Association. The Audit Report shall be presented to the Governing Board. In years where an Ordinary Meeting of the Assembly is being convened the Auditors shall also inform the Assembly of their Audit.

12.4 The Audit shall be rendered for each Fiscal Year.

12.5 The Fiscal Year shall be the period from 1st of Apriluntil 31st of March of the following year.

13 Arbitration Committee

13.1 An Arbitration Committee shall decide on any disputearising in connection with membership in the Association (a "Case"). Any single member or group of members of the Association regarding itself as single stakeholder in a (potential) Case constitutes a Party to the Case.

13.2 Any Party to a (potential) Case may declare the otheralleged or affected Parties to said Case that it intends to proceed to resolve
the Case by the means stipulated in this Article 14 by giving written notice to the other (alleged oraffected) Parties and to the Governing Board including the nature of the Case and all claims made in conjunction with the Case.

13.3 For each Case declared according to Section 13.2 allParties to the Case and the Governing Board shall nominate the Arbitration Committee within four weeks after the Case has been declared according to Section 13.2 according to the following rules:

(i) Each Party to the Case nominates one individual member of the Arbitration Committee not already nominated by another Party;

(ii) the Governing Board nominates one additional individual member of the Arbitration Committee;

(iii) in case one Party fails to nominate a member to the Arbitration Committee ("the Failing Party") the Governing Board may on request of another Party to the Case nominate a substitute member on behalf of the FailingParty;

(iv) in case the Governing Board fails to nominate its allotted member of the Arbitration Committee the remaining members of the Arbitration Committee shall proceed with their activities.

13.4 The Arbitration Committee as nominated per Section 13.3 shall determine with plurality vote a Chair. In case of a tie the Chair shall be determined by lot.

13.5 Meetings of the Arbitration Committee shall be convened and presided by the Chair and shall be held in person.

13.6 A majority of members of the Arbitration Committee shall constitute a quorum.

13.7 The vote of a majority of the votes cast, provided a quorum is present, shall be an act of the Arbitration Committee.

13.8 The decisions of the Arbitration Committee are final within the Association. The Arbitration Committee decides according to the requirements of good faith giving all Parties the opportunity of being heard.

14 Dissolution of the Association

14.1 The voluntary dissolution of the Association may onlybe decided upon by an Extraordinary Meeting of the Assembly particularly convened for the purpose of dissolution of the Association.

14.2 This Extraordinary Meeting shall also decide on thetransfer of any available or remaining funds or assets of the Association.

14.3 In case of dissolution of the Association or in case ofa loss of benefited (not-for-profit) aims of the Association the property and assets of the Association must only be transferred to other not-for-profit organisations.

15 General Terms

15.1 Revenues, income or any other profit arising inconjunction with the activities of the Association shall be used exclusively and directly to achieve the aims and purposes of the Association.

15.2 Members of the Association shall not be entitled toclaim any share or proportion of any revenues, income, or profit, or to otherwise obtain personal benefits by virtue of being members of the Association alone. This provision shall also be valid in case of termination of membership or dissolution of the Association. In addition, no person shall be benefited or favoured through expenses prejudicial to the aims or purpose of the Association or through disproportionately high remunerations.

15.3 The Governing Board shall resolve any issues related tothe interpretation of, and conformance of other documents to the Association’s governing documents.

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