Association for International Business Ethics

Who are we

Objects History Our Approach Chairman's Message Bylaws

Objects

We, the Association for International Business Ethics (AIBE), are a society registered under the Societies Ordinance, Chapter 151 of the Laws of Hong Kong, and are approved by the Hong Kong Inland Revenue Department as a charitable institution:

To promote, support and offer education in ethical business practices and to encourage businesspeople and society at large to look at human values such as honesty, integrity, respect and responsibility as being an indispensable part of the proper conduct of business activities.

For public benefit, to generate interest in and awareness of business ethics, and support the practice thereof, by holding conferences, training seminars and workshops, organizing study trips and publishing relevant material such as pamphlets, books and articles, through websites, in CDs, DVDs and through other means of communication.

For public benefit, to identify and address ethical issues faced by businesspeople and to support the making of positive ethical choices and the adoption and implementation of ethical codes and compliance programmes.

To educate people to think about and reflect on the ethics that can and should guide their business activities and to develop and offer curriculum materials for education in business ethics.

To deepen understanding and awareness of the crucial role of ethics in helping move towards sustainable economic and human development and the need for corresponding education in this regard.

To promote and study various views, opinions and issues affecting business ethics and ethics in general by holding, conducting and organizing conferences, trainings, seminars and symposia.

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History

We were organized with the help of the Hong Kong International Institute of Educational Leadership (HKIIEL), which promotes and develops basic human values and which organized in February 2004 a very successful conference in Hong Kong entitled "Regaining Trust : Ethics in Business". The Conference was sponsored by the PCCW of Hong Kong, the Swiss Lenten Campaign and the Federal Department of Foreign Affairs of Switzerland. In opening the Conference, the then Chairman of the Hong Kong Airport Authority and of the Li & Fung Group, Dr Victor Fung, gave the opening remarks and said that from a practitioner's standpoint, he would like to emphasize that to be truly effective, ethics must be an integrated part of organizational culture rather than an appendage grafted on to administrative systems and when made a part of organizational culture, good ethical practices would help prevent problems before they occur and resolve issues when they arise. Fr. Alfred Deignan, SJ, Chairman of the Council of the HKIIEL, later pledged to follow up the recommendations of the Conference and hence the formation of the AIBE in December 2004 and subsequent registration under the Societies Ordinance of Hong Kong. Meanwhile, a development plan to promote ethics in business with focuses on China, Hong Kong, Macau and Taiwan was drawn up by Dr Stephan Rothlin and AIBE was formed to be the legal home of the plan.

Dr Stephan Rothlin was elected Chairman of AIBE at its inaugural meeting held on 18 December 2004 in Hong Kong.

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Approach

In order to achieve our aims, we may engage in the following activities and work:

offer individual and group courses, lectures and training programmes, organize and hold conferences, seminars, workshops, exhibitions or other gatherings, events or programmes and create, prepare, print, produce, purchase or otherwise receive and distribute publications, programmes and broadcasts of all kinds and in all forms, whether printed, recorded, live, audio, including radio, audio-visual, including TV and video, electronic, including CDs, or otherwise;

establish, support and participate in the activities of international, governmental, non-governmental, educational, humanitarian, charitable, professional, social and cultural institutions, organizations, associations, clubs and other constituents of civil society with interests in related fields;

organize, co-ordinate or otherwise participate in projects, events and other programmes and activities conducive to the development and practice of sound business ethics;

undertake such other activities as are believed to be consistent with the fulfilment of our aims and undertake any such activities in other countries;

As a not for profit organization, we need every support from people from within and without Hong Kong. Any amount of donation will be helpful. A donation form is attached for donors' convenience and for acknowledgement purpose.

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The Chairman's Message

All over the world there are increasing calls for attention to be given to ethics and the implementation of ethical practices. In the wake of widespread rampant corruption and corporate scandals, there seems to be agreement that strong preventative measures must be taken within businesses and the government to remedy this situation and put a stop to these abuses.
In this regard, as China strengthens its position as an Asian and global economic powerhouse, the question arises as to whether China will also be able to reconnect itself to its ethical roots by shaping an urgently needed ethical culture in the business world.
The Association for International Business Ethics, AIBE, as a non-profit association formed in Hong Kong, attempts to make a small, but significant, contribution to this process by training seminars and conferences designed to develop ethical codes and labels which inspire companies to join the ethical mainstream.

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Bylaws

CONSTITUTION OF THE ASSOCIATION FOR INTERNATIONAL BUSINESS ETHICS

[Incorporating the amendments made by a Special General Meeting on 14 March 2007]

(The Association is registered under the Societies Ordinance Cap 151 of the Laws of Hong Kong)

Name and Address

1.

The name of the Association shall be the “Association for International Business Ethics” 國際經濟倫理協會 (“the Association”).

2.

The address of the Association shall, until otherwise resolved by the Management Committee, be at 12A Eliza Building, 185-191 Sai Yee Street, Kowloon, Hong Kong.

Objects

3.

a.

The Association is a society formed in Hong Kong to carry out the following aims and objects:

(i)

To promote, support and offer education in ethical business practices and to encourage businesspeople and society at large to look at basic human values such as honesty, integrity, respect and responsibility as being an indispensable part of the proper conduct of business activities.

(ii)

For public benefit, to generate interest in and awareness of business ethics, and support the practice thereof, by holding conferences, training seminars and workshops, organizing study trips and publishing relevant material as pamphlets, books and articles, through websites, in CDs, DVDs and through other means of communication.

(iii)

For public benefit, to identify and address ethical issues faced by businesspeople and to support the making of positive ethical choices and the adoption and implementation of ethical codes and compliance programmes.

(iv)

To educate people to think about and reflect on the ethics that can and should guide their business activities and to develop and offer curriculum materials for education in business ethics.

(v)

To deepen understanding and awareness of the crucial role of ethics in helping move towards sustainable development and the need for corresponding education in this regard.

(vi)

To promote and study various views, opinions and issues affecting business ethics and ethics in general by holding, conducting and organizing conferences, trainings, seminars and symposia.

b.

The Association shall not have any particular or exclusive political or religious affiliation.

4.

In order to achieve its above objects, the Association may engage itself in the following activities and work on a non-profit-making basis:

a.

offer individual and group courses, lectures and training programmes, organize and hold conferences, seminars, workshops, exhibitions or other gatherings, events or programmes and create, prepare, print, produce, purchase or otherwise receive and distribute publications, programmes and broadcasts of all kinds and in all forms, whether printed, recorded, live, audio, including radio, audio-visual, including TV and video, electronic, including CDs, or otherwise;

b.

establish, support and participate in the activities of international, governmental, non-governmental, educational, humanitarian, charitable, professional, social and cultural institutions, organizations, associations, clubs and other constituents of civil society with interests in related fields;

c.

organize, co-ordinate or otherwise participate in projects, events and other programmes and activities conducive to the development and practice of sound business ethics; and

d.

undertake such other activities as are believed to be consistent with the fulfilment of its objects and undertake any such activities in other countries.

Membership

5.

a.

Membership is open to any individual who is over 18 years of age, is of good conduct and is willing to abide by the Constitution of the Association. In applying for membership, an applicant shall submit to the Association his name and address and such other details as the Committee may reasonably require. He shall become a member (“Member”) when his application is approved by the Committee.

b.

There shall be no restriction on the number of Members.

c.

Every Member shall have the right to receive notice of a General Meeting of the Association and, subject as hereinafter provided, to vote thereat.

6.

A Member may at any time resign from the Association by giving to the Secretary notice in writing of his wish to do so PROVIDED THAT the Secretary may, if he deems fit, accept a Member’s oral resignation.

7.

The Committee may expel from membership of the Association any Member wilfully disobeys any provision of the Constitution or who conducts himself in a manner that renders him unfit, in the opinion of the Committee, to be a Member PROVIDED THAT before expelling him the Committee shall request an explanation of his conduct and shall hear what he may wish to say in his defence. A Member expelled in accordance with this rule shall have no claim on the property of the Association although the Committee may, but shall not be obliged to, return to him any membership fee or subscription paid by him.

Authority and Management

8.

The supreme authority of the Association shall be vested in the Members in General Meeting, but the management of the Association shall be entrusted to a management committee (the Committee), consisting of a chairman, vice chairman, secretary and treasurer all of whom shall be individuals elected yearly at the Annual General Meeting in accordance with rule 9. Any member of the Management Committee (“Committee Member”) may be removed by resolution of a Special General Meeting which may proceed to fill the vacancy so arising or any vacancy otherwise arising.

The Management Committee

9.

The Association shall, at each Annual General Meeting, elect the Committee Members from among the Members. Any Member wishing to become a Committee Member hereinafter known as a “Candidate” shall indicate to the Annual General Meeting his willingness so to act and shall specify the office which he is prepared to hold. Each individual Member shall then cast one vote in relation to each office on the Committee in favour of whichsoever Candidate he chooses and the Candidate in favour of whom the most votes have been given in relation to any office shall thereby by elected, subject to the provisions hereof, to hold such office until the conclusion of the next following Annual General Meeting.

10.

The Committee shall meet as regularly as the activities and proposed activities of the Association shall require and two Committee members shall form a quorum. At least five days notice in writing of Committee meetings shall be given unless all the Committee Members shall consent to short notice.

11.

a.

The Committee shall, subject to rule 7, hold office from their election until the next Annual General Meeting, provided that any Committee Member may at any time retire therefrom by giving to the Secretary notice in writing of his wish to do so.

b.

No Committee Member shall become an employee of the Association or be entitled to receive from the Association any remuneration.

12.

The Committee shall have power:

a.

generally to manage and attend to the affairs of the Association in accordance with the Constitution;

b.

to authorize the formation from amongst the Members of Special Projects Groups to act with regard to any specific project, task or purpose within the objects of the Association and to appoint from their own number a person to chair all meetings of any such group and to report to the Committee with regard thereto;

c.

on behalf of the Association to purchase rent, take on lease or licence, any premises, and to engage any employee, that the Committee considers it necessary or desirable to purchase, rent, take or engage, for the purposes of carrying out the objects of the Association;

d.

to implement any resolutions passed or course of action agreed by the Association in General Meeting;

e.

to prepare any budget for the Association; and

f.

to make recommendations to the Association in General Meeting.

13.

a.

The Chairman shall represent the Association, direct the various officers of the Committee in their work, take overall charge of the work of the Association and preside over all meetings.

b.

The Vice Chairman shall act as the Chairman in his absence or inability to act.

c.

The Secretary shall attend to all the secretarial work of the Association, keep its documents under safe custody, compile the agenda and record the music of all meetings.

d.

The Treasurer shall take charge of the financial affairs of the Association. He shall compile and keep statements or books of accounts with respect to:-

(i)

all sums of money received and expended by the Association and the matters in respect of which the receipt and expenditure takes place;

(ii)

all sales and purchases of goods by the Association; and

(iii)

the assets and liabilities of the Association.

He shall also compile an annual statement of accounts which shall be submitted to the Committee for approval 15 days before the Annual General Meeting to which it shall be presented for adoption by the Members.

Secretary General

14.

The Management Committee shall appoint a Secretary General who shall execute the policy and directions of the Committee and shall carry out such duties as shall be delegated to him from time to time by the Committee.

15.

The Secretary General shall be appointed yearly following the Annual General Meeting of the Association unless otherwise decided by the Committee. The Secretary General may or may not be a Member of the Association. He may receive such remuneration or honorarium as shall be decided by the Committee. A Secretary General not receiving remuneration or honorarium may be an Ex-officio Member of the Committee without vote.

Fiscal Year

16.

The fiscal year of the Association shall be the calendar year.

Use of Funds

17.

All money received on account of donations, fees, interest on any funds of the Association deposited in a bank and all other funds belonging to the Association, shall be applied in carrying out the objects of the Association in accordance with the Constitution and cannot be distributed among the members of the Association.

Honorary Advisers

18.

The Committee may invite any respectable persons or community leaders to become Honorary Advisers of the Association from year to year. An Honorary Adviser should be a Member of the Association. Any person who has accepted the office of Honorary Adviser may relinquish it any time, upon written notice given to the Committee. Honorary Advisers are entitled to vote at any meeting of the Association but shall not have executive power in the management of the Association.

Partners

19.

The Committee may invite institutions interested in the development and promotion of ethics in business to become partners. A partner has no structural, financial or legal linkage with the Association and is entirely autonomous and independent. However, in order to achieve the attainment of common objectives in developing and promoting ethics in business, a partner and the Association may share resources subject to clause 17. A partner may attend Committee meetings and Annual General Meetings of the Association but is not entitled to vote.

Annual General Meeting

20.

An Annual General Meeting of the Association shall be held annually within 6 months after the ending of each fiscal year and it shall be convened by the Chairman. Members shall be notified of the meeting fifteen days in advance in writing unless all the Members shall consent to short notice. The quorum of the Annual General Meeting shall consist of not less than 4 Members. In the absence of a quorum, the meeting shall be adjourned and be convened again within one month. For this adjourned meeting, Members shall again be notified of the meeting in written form. At this adjourned meeting, any number of Members present shall be a quorum.

21.

At the Annual General Meeting any Member may propose a new rule, or alteration or repeal of any existing rule, or bring before the meeting any subject or proposal which relates to the affairs of the Association, provided that not less that twenty-one days before the meeting he shall have given the Secretary notice in writing of any proposed new rule or the alteration or repeal of any existing rule.

Special General Meeting

22.

The Committee may at any time for any special purpose call a Special General Meeting, and shall do so forthwith on the requisition in writing of any five Members stating the purposes for which the meeting is required. Notice of such Special General Meeting, and the purposes for which it is summoned, shall be given to Members fifteen days before holding the same unless all the Members shall consent to short notice. The procedure at such meeting and the rights of Members to be present and to vote thereat shall be the same in all respects as those provided with regard to the Annual General Meeting PROVIDED THAT any number of members present shall constitute a quorum.

Powers of the Association in General Meeting

23.

Only the Association in General Meeting shall have the power:-

a.

to pass amendments to the Constitution subject to Rule 30;

b.

to elect Committee Members; and

c.

to consider and adopt the annual statement of accounts of the Association.

Proceedings at and provisions regarding meetings

24.

The chair of Committee meetings and of meetings of the Association shall be taken by the Chairman, or in his absence by the Vice Chairman. The chairman of any meeting shall be entitled to vote on any question, but in the event of an equal division of votes shall not be entitled to second or casting vote.

25.

At meetings of the Association and at meetings of the Committee the chairman of the meeting shall ascertain the decision of the meeting on any matter by a show of hands or by such other manner as he shall deem most convenient. Every Member shall be entitled to be present at meetings of the Association and, if he is a Committee Member, to be present at meetings of the Committee and, if present, to vote upon any resolution or question put to meeting.

26.

Motions of all meetings of the Association and of meetings of the Committee shall be carried by the approval of over half of respectively, all the Members or Committee Members, respectively, present.

27.

The accidental omission to give notice of a meeting to, or the non-receipt of notice of a meeting by, any person entitled to receive notice thereof shall not invalidate the proceedings at that meeting.

28.

Meeting of the Committee and of the Association shall be held at the premises of any Member or of any person, organization, society or association with or of which any Member is a member or associated.

Debts and Liabilities

29.

Any debts of the Association shall be borne by all the Committee Members of the year in which the debts are incurred.

Amendments

30.

This Constitution may be repealed or amended, or new rules made, by the Association in General Meeting but any such repeal, amendment or new rules shall not take effect unless and until the Registrar of Societies has approved the same.

Dissolution

31.

The Association may be dissolved by the decision of the Association in General Meeting. Any remaining assets of the Association upon its dissolution shall be donated to a local charitable organization.

Indemnity

32.

Every member of the Committee and / or an adviser of the Association shall be entitled to be reimbursed to him out of the funds of the Association all travelling and other expenses which he may from time to time incur in the discharge or attempted discharge of his duties. The Association shall indemnify Members of the Committee and advisers (other than fraudulent activities).

Interpretation

33.

In this Constitution words importing any gender shall include all genders.

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CONSTITUTION OF THE ASSOCIATION FOR INTERNATIONAL BUSINESS ETHICS [Incorporating the amendments made by a Special General Meeting on 14 March 2007]

(The Association is registered under the Societies Ordinance Cap 151 of the Laws of Hong Kong)

Name and Address

1.	The name of the Association shall be the “Association for International Business Ethics” 國際經濟倫理協會 (“the Association”).

2.	The address of the Association shall, until otherwise resolved by the Management Committee, be at 12A Eliza Building, 185-191 Sai Yee Street, Kowloon, Hong Kong.

Objects

3.	a.	The Association is a society formed in Hong Kong to carry out the following aims and objects:
		(i)	To promote, support and offer education in ethical business practices and to encourage businesspeople and society at large to look at basic human values such as honesty, integrity, respect and responsibility as being an indispensable part of the proper conduct of business activities.
		(ii)	For public benefit, to generate interest in and awareness of business ethics, and support the practice thereof, by holding conferences, training seminars and workshops, organizing study trips and publishing relevant material as pamphlets, books and articles, through websites, in CDs, DVDs and through other means of communication.
		(iii)	For public benefit, to identify and address ethical issues faced by businesspeople and to support the making of positive ethical choices and the adoption and implementation of ethical codes and compliance programmes.
		(iv)	To educate people to think about and reflect on the ethics that can and should guide their business activities and to develop and offer curriculum materials for education in business ethics.
		(v)	To deepen understanding and awareness of the crucial role of ethics in helping move towards sustainable development and the need for corresponding education in this regard.
		(vi)	To promote and study various views, opinions and issues affecting business ethics and ethics in general by holding, conducting and organizing conferences, trainings, seminars and symposia.
	b.	The Association shall not have any particular or exclusive political or religious affiliation.

4.	In order to achieve its above objects, the Association may engage itself in the following activities and work on a non-profit-making basis:
	a.	offer individual and group courses, lectures and training programmes, organize and hold conferences, seminars, workshops, exhibitions or other gatherings, events or programmes and create, prepare, print, produce, purchase or otherwise receive and distribute publications, programmes and broadcasts of all kinds and in all forms, whether printed, recorded, live, audio, including radio, audio-visual, including TV and video, electronic, including CDs, or otherwise;
	b.	establish, support and participate in the activities of international, governmental, non-governmental, educational, humanitarian, charitable, professional, social and cultural institutions, organizations, associations, clubs and other constituents of civil society with interests in related fields;
	c.	organize, co-ordinate or otherwise participate in projects, events and other programmes and activities conducive to the development and practice of sound business ethics; and
	d.	undertake such other activities as are believed to be consistent with the fulfilment of its objects and undertake any such activities in other countries.

Membership

5.	a.	Membership is open to any individual who is over 18 years of age, is of good conduct and is willing to abide by the Constitution of the Association. In applying for membership, an applicant shall submit to the Association his name and address and such other details as the Committee may reasonably require. He shall become a member (“Member”) when his application is approved by the Committee.
	b.	There shall be no restriction on the number of Members.
	c.	Every Member shall have the right to receive notice of a General Meeting of the Association and, subject as hereinafter provided, to vote thereat.

6.	A Member may at any time resign from the Association by giving to the Secretary notice in writing of his wish to do so PROVIDED THAT the Secretary may, if he deems fit, accept a Member’s oral resignation.

7.	The Committee may expel from membership of the Association any Member wilfully disobeys any provision of the Constitution or who conducts himself in a manner that renders him unfit, in the opinion of the Committee, to be a Member PROVIDED THAT before expelling him the Committee shall request an explanation of his conduct and shall hear what he may wish to say in his defence. A Member expelled in accordance with this rule shall have no claim on the property of the Association although the Committee may, but shall not be obliged to, return to him any membership fee or subscription paid by him.

Authority and Management

8.	The supreme authority of the Association shall be vested in the Members in General Meeting, but the management of the Association shall be entrusted to a management committee (the Committee), consisting of a chairman, vice chairman, secretary and treasurer all of whom shall be individuals elected yearly at the Annual General Meeting in accordance with rule 9. Any member of the Management Committee (“Committee Member”) may be removed by resolution of a Special General Meeting which may proceed to fill the vacancy so arising or any vacancy otherwise arising.

The Management Committee

9.	The Association shall, at each Annual General Meeting, elect the Committee Members from among the Members. Any Member wishing to become a Committee Member hereinafter known as a “Candidate” shall indicate to the Annual General Meeting his willingness so to act and shall specify the office which he is prepared to hold. Each individual Member shall then cast one vote in relation to each office on the Committee in favour of whichsoever Candidate he chooses and the Candidate in favour of whom the most votes have been given in relation to any office shall thereby by elected, subject to the provisions hereof, to hold such office until the conclusion of the next following Annual General Meeting.

10.	The Committee shall meet as regularly as the activities and proposed activities of the Association shall require and two Committee members shall form a quorum. At least five days notice in writing of Committee meetings shall be given unless all the Committee Members shall consent to short notice.

11.	a.	The Committee shall, subject to rule 7, hold office from their election until the next Annual General Meeting, provided that any Committee Member may at any time retire therefrom by giving to the Secretary notice in writing of his wish to do so.
	b.	No Committee Member shall become an employee of the Association or be entitled to receive from the Association any remuneration.

12.	The Committee shall have power:
	a.	generally to manage and attend to the affairs of the Association in accordance with the Constitution;
	b.	to authorize the formation from amongst the Members of Special Projects Groups to act with regard to any specific project, task or purpose within the objects of the Association and to appoint from their own number a person to chair all meetings of any such group and to report to the Committee with regard thereto;
	c.	on behalf of the Association to purchase rent, take on lease or licence, any premises, and to engage any employee, that the Committee considers it necessary or desirable to purchase, rent, take or engage, for the purposes of carrying out the objects of the Association;
	d.	to implement any resolutions passed or course of action agreed by the Association in General Meeting;
	e.	to prepare any budget for the Association; and
	f.	to make recommendations to the Association in General Meeting.

13.	a.	The Chairman shall represent the Association, direct the various officers of the Committee in their work, take overall charge of the work of the Association and preside over all meetings.
	b.	The Vice Chairman shall act as the Chairman in his absence or inability to act.
	c.	The Secretary shall attend to all the secretarial work of the Association, keep its documents under safe custody, compile the agenda and record the music of all meetings.
	d.	The Treasurer shall take charge of the financial affairs of the Association. He shall compile and keep statements or books of accounts with respect to:-
		(i)	all sums of money received and expended by the Association and the matters in respect of which the receipt and expenditure takes place;
		(ii)	all sales and purchases of goods by the Association; and
		(iii)	the assets and liabilities of the Association.
		He shall also compile an annual statement of accounts which shall be submitted to the Committee for approval 15 days before the Annual General Meeting to which it shall be presented for adoption by the Members.

Secretary General

14.	The Management Committee shall appoint a Secretary General who shall execute the policy and directions of the Committee and shall carry out such duties as shall be delegated to him from time to time by the Committee.

15.	The Secretary General shall be appointed yearly following the Annual General Meeting of the Association unless otherwise decided by the Committee. The Secretary General may or may not be a Member of the Association. He may receive such remuneration or honorarium as shall be decided by the Committee. A Secretary General not receiving remuneration or honorarium may be an Ex-officio Member of the Committee without vote.

Fiscal Year

16.	The fiscal year of the Association shall be the calendar year.

Use of Funds

17.	All money received on account of donations, fees, interest on any funds of the Association deposited in a bank and all other funds belonging to the Association, shall be applied in carrying out the objects of the Association in accordance with the Constitution and cannot be distributed among the members of the Association.

Honorary Advisers

18.	The Committee may invite any respectable persons or community leaders to become Honorary Advisers of the Association from year to year. An Honorary Adviser should be a Member of the Association. Any person who has accepted the office of Honorary Adviser may relinquish it any time, upon written notice given to the Committee. Honorary Advisers are entitled to vote at any meeting of the Association but shall not have executive power in the management of the Association.

Partners

19.	The Committee may invite institutions interested in the development and promotion of ethics in business to become partners. A partner has no structural, financial or legal linkage with the Association and is entirely autonomous and independent. However, in order to achieve the attainment of common objectives in developing and promoting ethics in business, a partner and the Association may share resources subject to clause 17. A partner may attend Committee meetings and Annual General Meetings of the Association but is not entitled to vote.

Annual General Meeting

20.	An Annual General Meeting of the Association shall be held annually within 6 months after the ending of each fiscal year and it shall be convened by the Chairman. Members shall be notified of the meeting fifteen days in advance in writing unless all the Members shall consent to short notice. The quorum of the Annual General Meeting shall consist of not less than 4 Members. In the absence of a quorum, the meeting shall be adjourned and be convened again within one month. For this adjourned meeting, Members shall again be notified of the meeting in written form. At this adjourned meeting, any number of Members present shall be a quorum.

21.	At the Annual General Meeting any Member may propose a new rule, or alteration or repeal of any existing rule, or bring before the meeting any subject or proposal which relates to the affairs of the Association, provided that not less that twenty-one days before the meeting he shall have given the Secretary notice in writing of any proposed new rule or the alteration or repeal of any existing rule.

Special General Meeting

22.	The Committee may at any time for any special purpose call a Special General Meeting, and shall do so forthwith on the requisition in writing of any five Members stating the purposes for which the meeting is required. Notice of such Special General Meeting, and the purposes for which it is summoned, shall be given to Members fifteen days before holding the same unless all the Members shall consent to short notice. The procedure at such meeting and the rights of Members to be present and to vote thereat shall be the same in all respects as those provided with regard to the Annual General Meeting PROVIDED THAT any number of members present shall constitute a quorum.

Powers of the Association in General Meeting

23.	Only the Association in General Meeting shall have the power:-
	a.	to pass amendments to the Constitution subject to Rule 30;
	b.	to elect Committee Members; and
	c.	to consider and adopt the annual statement of accounts of the Association.

Proceedings at and provisions regarding meetings

24.	The chair of Committee meetings and of meetings of the Association shall be taken by the Chairman, or in his absence by the Vice Chairman. The chairman of any meeting shall be entitled to vote on any question, but in the event of an equal division of votes shall not be entitled to second or casting vote.

25.	At meetings of the Association and at meetings of the Committee the chairman of the meeting shall ascertain the decision of the meeting on any matter by a show of hands or by such other manner as he shall deem most convenient. Every Member shall be entitled to be present at meetings of the Association and, if he is a Committee Member, to be present at meetings of the Committee and, if present, to vote upon any resolution or question put to meeting.

26.	Motions of all meetings of the Association and of meetings of the Committee shall be carried by the approval of over half of respectively, all the Members or Committee Members, respectively, present.

27.	The accidental omission to give notice of a meeting to, or the non-receipt of notice of a meeting by, any person entitled to receive notice thereof shall not invalidate the proceedings at that meeting.

28.	Meeting of the Committee and of the Association shall be held at the premises of any Member or of any person, organization, society or association with or of which any Member is a member or associated.

Debts and Liabilities

29.	Any debts of the Association shall be borne by all the Committee Members of the year in which the debts are incurred.

Amendments

30.	This Constitution may be repealed or amended, or new rules made, by the Association in General Meeting but any such repeal, amendment or new rules shall not take effect unless and until the Registrar of Societies has approved the same.

Dissolution

31.	The Association may be dissolved by the decision of the Association in General Meeting. Any remaining assets of the Association upon its dissolution shall be donated to a local charitable organization.

Indemnity

32.	Every member of the Committee and / or an adviser of the Association shall be entitled to be reimbursed to him out of the funds of the Association all travelling and other expenses which he may from time to time incur in the discharge or attempted discharge of his duties. The Association shall indemnify Members of the Committee and advisers (other than fraudulent activities).

Interpretation

33.	In this Constitution words importing any gender shall include all genders.