Articles of association

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KOICS’s Articles of Association.


Enacted 2016.04.16.

Amended 2018.04.27.



Chapter 1: General Provisions


Article 1 (Name) The name of this corporation is referred to as “Koics”.


Article 2 (Office Location)

The main office of this corporation is located in Gyeonggi-do, and branch offices can be established in Korea or abroad as necessary.


Article 3 (Purpose)

For the interests of society in general, this corporation plays a leading role in promoting welfare through poverty eradication and welfare support for underdeveloped countries located in Southeast Asia, in accordance with Article 32 of the Civil Act. Its purpose is to contribute to the realization of social values by providing various welfare services and jobs with a sense of participation and generosity to the economically underprivileged and those who have been excluded from their local communities.


Article 4 (Business) This corporation conducts the following businesses in order to achieve the purposes listed in Article 3.

  • 1. Education and cultural projects for underdeveloped countries in Southeast Asia
  • 2. Youth and women’s development programs and regional development projects for underdeveloped countries in Southeast Asia
  • 3. Hosting scholarship programs and seminars for underdeveloped countries in Southeast Asia
  • 4. All other businesses attached to any of the aforementioned business items

Chapter 2 Members


Article 5 (Membership Qualifications)

  • ① A member of a corporation shall be a person or organization approved by the board of directors as a person contributing to the business of the association in agreement with the purpose of establishment listed in Article 3.
  • ② Organizations and persons wishing to become members of a corporation must submit a prescribed membership registration report to the corporation.
  • ③ Details on membership qualifications and membership fees are determined by the general meeting.

Article 6 (Rights of Members)

  • ① Members have the right to vote and to be elected by corporate officers, attend general meetings, propose opinions on corporate activities, and participate in resolutions.
  • ② Members are provided with corporate data and publications, and can access data on corporate management.

Article 7 (Member's Obligations) Members have the following obligations.

  • 1. Compliance with the Articles of Association and regulations of the plenary session
  • 2. Implementation of resolutions of the General Assembly and the Board of Directors
  • 3. Payment of dues and fees

Article 8 (Withdrawal and Expulsion of Members)

  • ① Members can withdraw by submitting a membership withdrawal form at their own will and obtaining approval from the board of directors.
  • ② If a member damages the reputation of the corporation, impedes the performance of its purpose, or is out of compliance with membership obligations for more than one year, the member may be expelled after a resolution of the general meeting.
  • ③ If a member loses his/her qualifications due to withdrawal or expulsion, he/she cannot claim rights to the dues paid.

Article 9 (Reward and Punishment Regulations)

  • ① Rewards will be given to those who have contributed to the development of this corporation.
  • ② When a person wishes to receive a reward, the prospective recipient as well as the amount of the reward, etc., shall be rewarded through a resolution of the board of directors.

Chapter 3 Executives


Article 10 (Type and Number of Executives)

  • ① The corporation has the following officers:
    • 1. 1 Chairman
    • 2. 4 Directors (including the Chairman)
    • 3. 1 Auditing Director
  • ② One or more representatives of workers must be appointed as directors, and various stakeholders such as service beneficiaries or representatives of related organizations or affiliated companies shall be appointed as directors.
    However, the elected employee representative director must make efforts to expand and stabilize business ventures that align with the purpose of the corporation's primary business.

Article 11 (Appointment of Officers)

  • ① The executives of the corporation are elected by the general meeting, and their inauguration must be reported to the competent authorities and then registered in the court that has jurisdiction without delay.
  • ② The chairman is elected from among the directors through the resolution of the board of directors.
  • ③ An executive whose term of office has expired shall elect a successor within two months of the expiration of the term of office, and if an executive position is vacated, his or her successor shall be elected within two months from the date of the vacancy.

Article 12 (Dismissal of Officers) When an officer has committed any of the following acts, they may be dismissed through a resolution of the General Assembly.

  • 1. Actions that violate the purpose of the plenary session
  • 2. Disputes between executives, accounting fraud, or alien unjust behavior
  • 3. Acts that interfere with the work of the plenary session

Article 13 (Restrictions on Excutive Appointments)

  • ① In the appointment of executives, directors sharing familial ties as stipulated in Article 777 of the Civil Act shall not exceed half of the total number of directors.
  • ② Auditors shall not have familial ties as stipulated in Article 777 of the Civil Code with one another or with the directors.

Article 14 (Terms of Office for Officers)

  • ① The term of office for directors is three years, and the term of office for auditors is two years. However, the term of office for an assistant officer shall be the remaining term of the predecessor.
  • ② Even after the expiration of the term, an executive shall perform his/her duties as an executive until the successor takes office.

Article 15 (Executive Duties)

  • ① The chairman represents the corporation and controls the business of the corporation, and becomes the chairman of the general meeting and the board of directors.
  • ② Directors attend the board of directors to decide on matters related to corporate affairs and handle matters delegated by the board of directors or the chairman.
  • ③ The auditor performs the following tasks.
    • 1. Auditing the status of property for a corporation
    • 2. Auditing the operations of the General Assembly and the Board of Directors and matters related to its business
    • 3. Reporting to the General Assembly or competent authorities when any irregularities or unjustness aspects are discovered as a result of the audit under subparagraphs 1 and 2.

4. Requesting a convocation of the general meeting or the board of directors when necessary for making a request for correction and reporting under subparagraph 3;


5. Expressing an opinion on the status of property and business to the general meeting, the board of directors, or the chairman of the company.


Article 16 (Acting Director)

  • ① In the event of the chairman meeting with an accident, a director appointed by the chairman shall act as the chairman.
  • ② When the chairman’s position is vacated, a director elected by the board of directors acts on behalf of the chairman.
  • ③ The board of directors pursuant to the provisions of paragraph (2) convenes a majority of the current directors and elects the executive representative of the chairman with the approval of the majority of the attending directors under the chairmanship of the eldest attending director.
  • ④ According to the provisions of Paragraph 2, directors who act on behalf of the chairman shall go through the procedure of election of the chairman without delay.

Chapter 4 General Assembly


Article 17 (Composition of the General Assembly) The General Assembly is the highest decision-making body of the organization and is composed of members.


Article 18 (Classification and Convening of the General Assembly)

  • ① The General Assembly is divided into a regular general meeting and a special general meeting, with the chairman convening over them.
  • ② Regular general meetings are convened one month before the start of each fiscal year, and special general meetings are convened when the chairman deems it necessary.
  • ③ The convocation of the General Assembly shall be notified to each member in writing by the chairman 7 days prior to the commencement of the meeting, specifying the agenda, date, and location.

Article 19 (Special Cases for Convening the General Assembly)

  • ① When there is a request for a convening that falls under any of the following subparagraphs, the chairman shall convene a general meeting within 20 days of the request for convening.
    • 1. A majority of the current directors present the purpose for a meeting and request a convening
    • 2. More than one-third of registered members present the purpose for a meeting and request a convening
  • ② If the convening of a general meeting is rendered impossible for more than 7 days due to a vacancy or avoidance on the part of the convener, the general meeting may be convened with the approval of a majority of the current directors or at least one third of registered members.
  • ③ In a General Assembly pursuant to the provisions of paragraph (2), the chairman shall be elected under the chairmanship of the eldest director present.

Article 20 (Quorum of Decisions) Except for matters prescribed by the Articles of Association, the General Assembly opens with a majority attendance of the current members and votes with the approval of the majority of the attending members.


Article 21 (Functions of the General Assembly) The General Assembly decides on the following matters.

  • 1. Matters concerning the election and dismissal of executives
  • 2. Matters concerning the dissolution of the plenary session and amendment of the Articles of Association
  • 3. Matters concerning the disposition and acquisition of basic property and the borrowing of funds
  • 4. Approval of budgets and settlements
  • 5. Approval of business plans
  • 6. Other important points

Article 22 (Reasons for Rejecting of General Assembly Resolutions) When a member falls under any one of the following subparagraphs, he or she shall not participate in the resolution.

  • 1. When deciding on matters concerning oneself in the election and dismissal of executives
  • 2. When matters related to the receipt of money or property or litigation, etc., when the interests of the self and the plenary session are in conflict

Chapter 5 Board of Directors


Article 23 (Composition of the Board of Directors) The board of directors consists of the chairman and directors.


Article 24 (Classification and Convening)

  • ① The board of directors is divided into regular and temporary boards.
  • ② The regular board meeting is held once a year, and the temporary board meeting is convened at the request of more than a third of the auditors or directors, or when the chairman deems it necessary.
  • ③ When the chairman wishes to convene the board of directors, all directors and auditors must be notified in writing of the purpose and agenda of the meeting as well as the date and place of the meeting, no later than 7 days before the meeting is convened.

Article 25 (Special Cases for Convening the Board of Directors)

  • ① When there is a request for a convening that falls under any of the following subparagraphs, the chairman shall convene the board of directors within 20 days of the request for convening.
    • 1. When a majority of the current directors present the purpose of the meeting and request a convening
    • 2. When the auditor requests a convening pursuant to Article 15 (3) 4
  • ② If the convening of the board of directors is rendered impossible for more than 7 days due to a vacancy or avoidance on the part of the convener, the board of directors may be convende with the approval of a majority of the current directors.
  • ③ The board of directors pursuant to the provisions of Paragraph 2 shall elect the chairman under the chairmanship of the eldest director present.

Article 26 (Prohibition of Written Resolutions) The resolution of the board of directors cannot be made by written resolution.


Article 27 (Quorum of Decision) The board of directors opens with a majority attendance of the current directors and votes with the approval of a majority of the present directors.


Article 28 (Decisions by the board of directors) The Board of Directors deliberates and decides on the following matters.

  • 1. Matters related to business operations
  • 2. Matters concerning business plan operations
  • 3. Matters concerning the preparation of budget and settlement statements
  • 4. Matters related to property management
  • 5. Preparation of an agenda to be referred to the General Assembly
  • 6. Matters delegated by the General Assembly
  • 7. Matters pertaining to authority under the Articles of Associaion
  • 8. Other matters submitted by the chairman as important for the operation of the plenary session

Chapter 6 Property and Accounting


Article 29 (Classification of Property)

  • ① Corporate property is classified into basic property and common property as follows.
  • ② Basic property is real estate or movable property related to the performance of a corporation's purpose business, and the property contributed by the founder at the time of incorporation and property determined as basic property by the board of directors, and the list is as in “Attachment 1”.
  • ③ Common property is property other than basic property.

Article 30 (Management of Property)

  • ① When you want to sell, donate, lease, exchange, provide security, or change the purpose of the basic property of a corporation, or when you want to waive the burden of obligations or rights, you must go through a resolution of the General Assembly.
  • ② With respect to the change of basic property, the provisions on the change of the Articles of Association shall apply mutatis mutandis.

Article 31 (Finance)

  • ① The financial sources for expenses necessary in the maintenance and operation of the corporation are as follows.
    • 1. Dues
    • 2. Government and local government subsidies
    • 3. Various donations
    • 4. Gains dervied from basic property
    • 5. Etc
  • ② The corporation does not use its income for the benefit of its members, but uses it for matters of public interest such as social welfare, culture, art, education, religion, charity, and academics, and in effect does not engage in political activities such as sponsoring or supporting candidates for specific political parties or elected positions.
  • ③ Profits are not distributed to members, and can be separately accumulated for reinvestment in the target business or for business expansion or stabilization.

Article 32 (Fiscal Year) The fiscal year of a corporation shall be determined in accordance with the fiscal year of the government.


Article 33 (Budget Compilation and Settlement)

  • ① A corporation obtains approval from the General Assembly through a resolution of the business plan and budget draft by the board of directors before January of the fiscal year.
  • ② A corporation obtains approval from the general meeting through a resolution of the board of directors within two months after the end of the fiscal year.
  • ③ The settlement report is disclosed through the homepage of the National Tax Service and the corporate internet homepage.
  • ④ The annual donation amount and utilization results will be disclosed through the internet homepage until March 31 of the following year.

Article 34 (Business Report) The business plan and budget for the following year, the business results for the current year, and the income and expenditure statements of the relevant year shall be reported to the competent authorities within two months after the end of the fiscal year.


Article 35 (Accounting Audit) The audit shall be conducted at least twice a year.


Article 36 (Disclosure of Accounts)

  • ① The budget and settlement of the plenary session will be disclosed according to a method separately determined by the board of directors.
  • ② The annual donation amount and utilization results are released every March through the internet homepage.

Article 37 (Remuneration of Executives) In principle, no remuneration is paid to executives, and actual expenses necessary for the performance of work may be paid. However, salaries can be paid to executives who work regularly.


Article 38 (Borrows) When a corporation intends to borrow funds or bear other financial obligations outside of the budget, it shall go through a resolution of the General Assembly.


Chapter 7 Office Department


Article 39 (Secretariat)

  • ① A secretariat is established to handle the affairs of the plenary session under the direction of the chairman.
  • ② The secretariat may have one secretary general and necessary staff.
  • ③ The secretary general is appointed by the chairman after a resolution of the board of directors.
  • ④ Matters concerning the organization and operation of the secretariat shall be determined separately after passing through a resolution by the board of directors.

Article 40 (Workers) Regarding the appointment and dismissal of employees, separate personnel regulations are established and determined by the resolution of the board of directors.


Chapter 8 Supplementary Provisions


Article 41 (Dissolution of Corporation)

  • ① In the case of dissolution of a corporation, a decision must be made with the approval of at least two-thirds of the registered members at the General Assembly, after which this must be reported to the competent and appropriate authorities.
  • ② Upon dissolution, the remaining property shall belong to the state, local government, or other non-profit corporation that has a similar purpose with the approval of the competent and appropriate authorities after a resolution by the General Assembly.

Article 42 (Amendment of Articles of Association) In order to change these Articles of Association, a resolution of at least two-thirds of registered members shall be approved at the General Assembly and permission from the competent authorities shall be obtained.


Article 43 (Applicable Regulations) For matters not stipulated in this Articles of Incorporation, the provisions of the Civil Act concerning an incorporated corporation shall apply mutatis mutandis.


Article 44 (Regulation Establishment) Matters necessary for the operation of the plenary session other than those prescribed by these Articles of Association shall be determined by the rules after resolution by the board of directors.


Supplementary provisions

  • Article 1 (Enforcement Date) These Articles of Association shall take effect from the date of obtaining permission from the competent authorities.
  • Article 2 (Transitional Measures for Appointing of Executives at the Time of Incorporation) Executives appointed at the general meeting of promoters at the time of incorporation are deemed to have been appointed pursuant to these Articles of Association.
  • Article 3 (Registration and Seal of Founder) In order to establish this association, these Articles of Association shall be prepared, and all founders shall register and seal as follows.