Effective upon adoption by the founding General Assembly and written acceptance by the first Representative. Signed originals, member records, meeting records, and private supporting documents are retained internally.
Chapter 1. General Provisions
Article 1. Name
The association is named Virtual Human Lab, abbreviated as VHL. A Korean name may be used in parallel where appropriate.
Article 2. Legal character
VHL is an independent, non-commercial academic association without corporate registration. It operates as an organization distinct from the individual legal identities of its members. VHL is not an official unit of any government agency, military organization, university, hospital, company, or member's institution unless a written agreement expressly states otherwise. VHL does not distribute profits or residual assets to members.
Article 3. Purpose
VHL promotes academic research and researcher collaboration across medicine and computer science, including transcriptomics, bioinformatics, computational biology, single-cell and bulk RNA analysis, machine learning, AI-enabled biology, and virtual-human research.
Article 4. Activities
VHL may conduct literature review, public-data analysis, reproducibility work, research software and model development, benchmark and technical-note development, seminars, study meetings, collaborative research, and publication of lawful public outputs. VHL is not a medical provider and does not provide diagnosis, treatment, prescriptions, or patient-specific medical advice.
Article 5. Office and public notice
VHL's principal office is in the Republic of Korea. Specific address records may be
retained internally. A hospital, university, military unit, company, or private
residence is not publicly represented as VHL's office without appropriate permission.
The official public website is https://www.virtualhumanlab.com.
Article 6. Continuity and separate association property
VHL continues despite admission, withdrawal, death, loss of status, or replacement of any member. The association's name, records, accounts, domain, funds, and other assets are not owned by any individual member. A departing member has no share, partition right, or return claim in association property except for lawful reimbursement or separate contractual rights.
Chapter 2. Members
Articles 7-12. Membership categories, admission, rights, duties, withdrawal, and removal
Voting members are Regular Members. VHL may also have Research Collaborators, Advisors, and Visiting Contributors, who do not hold governance rights unless separately admitted as Regular Members. Admission requires written or electronic application and collective approval under the bylaws. Regular Members may attend and vote at the General Assembly, participate in officer elections, inspect internal activity and finance reports, and propose research projects.
Members must comply with the bylaws, research integrity rules, confidentiality duties, conflict disclosure duties, applicable employment or institutional rules, public service or military-service rules, and required permissions. A Regular Member may withdraw by written notice. Serious research misconduct, misuse of funds, unauthorized disclosure of protected information, undisclosed material conflicts, or repeated material violations may lead to suspension or expulsion after notice and an opportunity to respond.
Chapter 3. Bodies and Officers
Articles 13-17. General Assembly, Representative, Finance Officer, Auditor, and committees
VHL has a General Assembly, a Representative, a Finance Officer, an Auditor, and, if necessary, committees such as an operations committee or research-integrity/data role. The General Assembly, composed of all Regular Members, is the highest decision-making body. It decides bylaws adoption and amendment, officer election and removal, annual research plans, budgets, settlements, membership matters, external funding, data-use agreements, intellectual-property transfers, major contracts, debt, guarantees, organizational change, and dissolution.
The Representative must be a Regular Member, is elected by the General Assembly, and represents VHL within the authority granted by the bylaws and General Assembly resolutions. The Representative may not unilaterally incur unauthorized debt, provide guarantees, transfer core intellectual property, receive restricted human data, accept paid-service or recurring revenue contracts, or conduct conflicted transactions. The Finance Officer manages budget, accounts, books, and supporting documents. The Auditor reviews governance and finance records independently.
Chapter 4. Meetings and Voting
Articles 18-24. General Assembly operation, quorum, special resolutions, conflicts, and minutes
An ordinary General Assembly is held at least once each fiscal year. Special meetings may be called by the Representative, the Auditor, or the required number of Regular Members. Meetings may be held in person, by video, or by identity-verifiable electronic systems. Unless the bylaws require otherwise, a meeting requires participation by more than half of all Regular Members, and ordinary resolutions require approval by more than half of those participating.
Bylaw amendments, removal of officers, expulsion, debt, guarantees, core intellectual-property transfers, major funding or institutional agreements, merger, or organizational conversion require approval by at least two-thirds of eligible Regular Members. Dissolution requires the supermajority specified in the bylaws. Members with direct financial, employment, authorship, intellectual-property, disciplinary, or related conflicts must disclose and recuse themselves. Minutes are prepared for each General Assembly and material committee meeting.
Chapter 5. Research Operations, Ethics, Data, and Intellectual Property
Articles 25-30. Project approval, human data, authorship, IP, public statements, and conflicts
Research proposals identify purpose, participants, data source, computational resources, ethics and security requirements, expected outputs, authorship and intellectual-property principles, and conflicts. Ordinary public-data projects may proceed after internal confirmation. Human-subjects data, biospecimen-derived data, controlled-access data, external funding, institutional contracts, or exclusive intellectual-property terms require necessary review, authorization, and collective approval before work begins.
VHL uses only public or lawfully authorized data. Patient records, military medical data, hospital or university internal data, company-confidential information, nonpublic statistics, accounts, equipment, or facilities are not used without prior written authorization. Authorship is based on actual scholarly contribution and responsibility, not title, membership, funding, or advisory status. Background intellectual property remains with its original owner. Project outputs are governed by contribution, law, institutional policy, funding terms, and written project terms.
Chapter 6. Property and Finance
Articles 31-35. Non-distribution, accounts, budgets, audit, and material contracts
Dues, donations, research support, in-kind support, domains, accounts, and assets acquired in the association's name are managed as VHL property. Income, surplus, and residual assets are used only for VHL's academic purposes and are not distributed to members, officers, advisors, or related persons. Officers and members serve without compensation, except that approved necessary expenses may be reimbursed with documentation.
Association funds are kept separate from personal funds and, after required administrative steps, managed through a dedicated account. External cash, donations, or research funds are not accepted through an ordinary personal account. Budgets, settlements, records, documents, recurring obligations, major funding, data agreements, debt, guarantees, and intellectual-property transactions are subject to General Assembly control and audit.
Chapter 7. Disclosure and Record Management
Articles 36-38. Public and private records
VHL may publish its name, purpose, non-commercial academic status, Representative role with consent, governance structure, voting principles, redacted bylaws, membership categories, continuity, non-distribution finance, research-integrity principles, dissolution rules, public research outputs, support disclosures, and necessary conflicts. Signed originals, full meeting minutes, individual votes, addresses, phone numbers, personal emails, identity documents, member-register originals, institutional approval records, account information, receipts, unpublished research materials, protected data, security information, and confidential contract terms remain private unless disclosure is required by law, contract, or consent.
Chapter 8. Amendment and Dissolution
Articles 39-41. Bylaw amendment, dissolution, liquidation, and residual assets
Bylaw amendments may be proposed by the Representative or the required number of Regular Members and require advance notice and a supermajority vote. VHL may be dissolved by the required General Assembly resolution, sustained loss of minimum membership, impossibility of purpose, or another legally required cause. Upon dissolution, lawful liabilities, taxes, contracts, data and account disposition, and record-retention duties are settled first. Remaining assets are transferred to a non-profit academic, scientific, medical-education, or other public-interest organization and are never distributed to members or related persons.
Chapter 9. Supplementary Provisions
Articles 42-44. Detailed rules, superior obligations, and interpretation
The General Assembly may adopt detailed rules for finance, research integrity, data security, membership management, and conflicts of interest. If a law, military-service rule, public-service rule, employment agreement, institutional policy, research-ethics policy, intellectual-property policy, information-security policy, or funding condition applicable to a member is stricter than these bylaws, the stricter obligation applies. Disputes about interpretation are resolved by the General Assembly in light of VHL's purpose, non-commercial character, member autonomy, research integrity, and separate association property.
Supplementary Provisions
The founding General Assembly appoints Seung Jun Lee as the first Representative, effective upon written acceptance. Signed appointment and acceptance records are retained internally.