The Constitution

Title

1. The name of the Association shall be The Singapore Association.

 

Address

2. The mailing address of the Association shall be at such address * in Hong Kong as the Executive Committee may determine, which address shall be notified to the members *.

(* amended at the 24th AGM on 16 April 1999 under special resolutions)

 

Objects

3. The objects of the Association shall be:

(a) To provide members opportunities for recreation, social gatherings and refreshment.

(b) To provide members facilities for entertaining their families and friends.

(c) To keep members informed of the latest development in the Republic of Singapore.

(d) To participate in charitable activities and to make donations to charitable institutions and needy people in Hong Kong.

 

Membership

4. The Association shall consist of the following categories of membership:

(a) Ordinary Members - citizens of the Republic of Singapore ordinarily resident in Hong Kong/Kowloon/New Territories and aged 18 or above.

(b) Associate Members - persons aged 18 or above and who belong to any one of the following categories:

(i) citizens of the Republic of Singapore not ordinarily resident in Hong Kong/ Kowloon/New Territories;

(ii) citizens of other countries who are permanent residents of the Republic of Singapore ordinarily resident in Hong Kong/Kowloon/New Territories;

(iii) Hong Kong residents or permanent residents who have obtained the status of approval-in-principle as permanent residents in the Republic of Singapore and who are ordinarily resident in Hong Kong/Kowloon/New Territories;

(iv) spouses of citizens of the Republic of Singapore ordinarily resident in Hong Kong/Kowloon/New Territories;

(v) any other persons whom the Executive Committee shall of the view to be fit and proper.

(c) Honorary Members - persons who in the opinion of the Executive Committee worthy of such distinction by reason of their positions or dignity, sporting, literary artistic or scientific attainments or other suitable qualifications or who have rendered outstanding services to the Association.

(d) Honorary Advisors - persons who, in the opinion of the Executive Committee, are worthy of such positions due to their vast experience in their chosen fields and contributions to society, as well as their willingness and enthusiasm to confer valuable advice and assistance to the Association.

 

(Paragraph (d) added at the 24th AGM on 16 April 1999 under special resolutions)

 

5. Ordinary Members

The first ordinary members shall be the 20 persons, as specified in the First Schedule, who, having determined to form themselves into an association more than two days before the commencement of these rules, which will be of retrospective effect for this purpose, and they are in this rule referred to as the Founder Members. Every candidate for ordinary membership (other than the Founder Members) must be proposed by one member of the Association and the proposal must be seconded by another member, both the proposer and seconder being ordinary members and both vouching for the candidate's fitness for membership. The name and address of every candidate proposed for ordinary membership, together with the names of his proposer and seconder, shall, for a period of at least 7 clear days before such candidate is elected, be posted in the Association in the manner prescribed in Rule 26 and any member is at liberty to object to such candidate being a member of the Association. Such objection, if any, shall be lodged with the Committee of the Association before the end of the 7 clear days aforesaid.

 

Election to membership shall be determined by the Executive Committee of the Association. No reasons shall be given to any candidate in the event of his rejection.

 

6. Associate Members

Every candidate for associate membership must be proposed by one member of the Association and the proposal must be seconded by another member, both the proposer and seconder being ordinary members and both vouching for the candidate's fitness for membership. The Executive Committee determines the applications. No reasons shall be given to any candidate in the event of his rejection. Procedure in respect of objection by member is same as that in Rule 5.

 

7. Honorary Members

Honorary members are elected by the Executive Committee.

 

7A. Life Members

Any ordinary member who has been a full paying member for not less than one year, may, subject to the consent of the Committee, become a Life Member on payment of $2,000.00 or such sum as the Executive Committee may from time to time determine, in lieu of further annual subscriptions. The Executive Committee shall have power to fix a limit to the number of Life Members.

 

7B. Corporation Members

A body corporate may acquire membership if the Executive Committee it satisfied that at least fifty-one percentage of its shares at the time of application is held by citizens of the Republic of Singapore or Singapore incorporated companies. Every applicant shall at the time of application furnish documents showing such citizenship or such Singapore incorporation.

 

7C. Every Corporate Member shall be entitled to nominate one person to become an Authorized Representative of the Corporate Member. Such nominee had he applied in his own shall qualify as either an Ordinary or Associate Member and shall become an Authorized Representative of the Corporate Member after the receipt by the Secretary of the Singapore Association of a written nomination by the Corporate Member and the approval of the nominee by the Executive Committee. He/She shall continue as an Authorized Representative unless the Corporate Member cancels or substitutes the nomination, with all the rights and privileges of membership, including the right to attend General Meetings. The Secretary shall be notified of any change of Authorised Representative.

 

7D Honorary Advisors are to be elected by the Executive Committee.

 

(Paragraph 7D added at the 24th AGM on 16 April 1999 under special resolutions)

 

Application for Membership

8. Application for membership shall be made on the form prescribed for such purposes by the Executive Committee. It shall be delivered to the Secretary of the Association within 28 days after the proposer and seconder have signed it.Every such applicant shall furnish documents showing as the case may be citizenship of the Republic of Singapore, citizenship/nationality of other countries, status of approval-in-principle as permanent resident of the Republic of Singapore, marriage with a citizen of the Republic of Singapore and Hong Kong Identity Card.

 

9. No person shall be admitted to ordinary membership (unless he is a founder member) or until having been elected as provided in Rule 5, he shall have paid to the Treasurer his subscriptions for the remaining months (including the month in which his application is approved) of the current calendar year. No person shall be admitted as an associate member until having been elected by the Executive Committee as provided in Rule 6 and he shall have paid to the Treasurer his entrance fee of such sum as may be determined by the Executive Committee from time to time,* and subscriptions for the remaining months (including the month in which his application is approved) of the current calendar year.

 

(* added at the 24th AGM on 16 April 1999 under special resolutions)

 

Subscriptions

10. (a) The annual subscription for an ordinary member shall be $300.00 or such sum as the Executive Committee may from time to time determine. Honorary members are exempted from payment of subscriptions.

 

Associate members have to pay an entrance fee of $100.00 or such sum as the Executive Committee may from time to time determine in addition to the annual subscription of $300.00 or such sum as the Executive Committee may from time to time determine.

 

At the discretion of the Executive Committee an ordinary or associate member may be allowed to pay a reduced subscription for any period of less than a year.

 

Corporate or club members have to pay an entrance fee may from time to time determine and the annual subscription of $300.00 or such sum as the Executive Committee may from time to time determine.

(b) Method of Payment: Subject to Rule 9 subscription shall be paid annually on the 1st of January of each calendar year.

(c) Subscription and entrance fees shall be paid to the Treasurer. Cheques should be crossed and made payable to the Singapore Association.

 

Rights of Members

11. All members of the Association shall enjoy the following rights:

(a) i. To use all facilities provided by the Association for the general use of its members.

ii. To attend Annual General and Special Meetings of the Association.

iii. To attend functions and activities arranged by the Association.

iv. To be eligible for membership of sub-committees of the Association.

(b) Only ordinary members may hold office in the Executive Committee and vote at any meetings of the Association.

 

Executive Committee

12. The Executive Committee shall consist of:

The Chairman

The Vice-Chairman (which shall be no more than 2 in number)*

The Secretary

The Treasurer

and 6 other members.

 

The Executive Committee shall be elected at the Annual General Meeting. Each elected member shall hold office until the next Annual General Meeting but shall be eligible for re-election.

 

There shall be 2 positions added to paragraph 12:

The Auditor

The Legal Advisor

 

*(Paragraph * added at the 24th AGM on 16 April 1999 under special resolutions)

 

Election of Executive Committee Members

 13. (a) Election shall be by secret ballot or by show of hands as determined by the majority of the members present and voting at the Annual General Meeting. In case of equality of votes election shall be by secret ballot. Election shall be held at every Annual General Meeting.

(b) i. Any two ordinary members of the Association shall be at liberty to nominate any other member to serve as a member of the Executive Committee.

ii. Nominations may be made at the Annual General Meeting or in writing to the Secretary at least three days before the Annual General Meeting.

iii. If two or more candidates obtained an equal number or votes by show of hands a secret ballot shall be taken in respect of such candidates. If two or more candidates again obtained an equal number of votes, the retiring members of the Executive Committee shall elect by lot from such candidates the candidates or candidates who is or are to be elected.

(c) Only those 13** (instead of 11*) members who obtain greatest number of votes shall be returned as Executive Committee members.

 

* amended by a special resolution passed at the 13th AGM. on 15 January 1988(** amended at the 24th AGM on 16 April 1999 under special resolutions)

 

(d) In the event of an Executive Committee member being temporarily unable to perform his duties a substitute may be co-opted by the Executive Committee. If an Executive Committee member is unable to complete his term of office, another Executive Committee member may be likewise co-opted.

(e) The one post of Honorary Past Chairman shall be automatically filled from the commencement of each Annual General Meeting by the Chairman from the preceding year. The Honorary Past Chairman for the preceding year shall retire from this post, but if for some reason the preceding year's Chairman shall not be available for the post of Honorary Past Chairman for the coming year, the Executive Committee shall appoint a person to this position within 90 days from the said Annual General Meeting.

 

(Paragraph (e) deleted and substituted at the 24th AGM on 16 April 1999 under special resolutions)

 

Powers and Duties of the Executive Committee

 14. (a) General management of the Association is vested on the Executive Committee.

(b) It elects ordinary members, associate members and honorary members and suspends the same. It also accepts nomination for one or more Honorary Chairmen who shall not hold any office in the Executive Committee and appoints and withdraws the same.

(c) It appoints sub-committees for such purposes as it may deem appropriate

(d) It may from time to time make, vary and revoke bye-laws (not inconsistent with these rules) for the regulation of the internal affairs of the Association and the conduct of members, and until revoked all bye-laws shall be binding on the members.

(e) It shall be responsible for carrying out all resolutions of the Association, organising or appointing members to organise activities for the Association.

(f) The Executive Committee shall have full authority to deal with financial transactions and disposal of properties, if any, of the Association in accordance with the Annual Budget which shall be presented to and approved by the Annual General Meeting. The funds of the Association shall be kept in a Bank and any part of such funds may only be drawn by any two of the four Executive Committee members, namely the Chairman, the Vice-Chairman, the Treasurer and the Secretary. The Treasurer shall keep a petty cash of a sum of exceeding $500.00.

 

14A. The Executive Committee may acquire by purchase or otherwise and may (subject to the consents for the time being by the law required) exchange, sell and change land for occupation for the purposes of the Association.

14B. The Executive Committee shall have power to obtain, collect and receive money and funds by means of contributions, donations, subscriptions, deeds of covenant, legacies, grants or any other lawful method and to accept and receive gifts or property of any description.

 

14C. The income and property of the Association whensoever derived shall be applied solely towards the promotion of the objects of the Association and no portion thereof shall be paid or transferred directly or indirectly by way of dividend, bonus or otherwise howsoever by way of profit to any member of the Association. Provided that nothing herein shall prevent the payment in good faith of reasonable and proper remuneration to any officer or servant of the Association or the repayment of out-of-pocket expenses or payment of stamp duties or any other fees or charges incurred by the Association.

 

14D. Trustees

There shall be not more than four trustees of the Association.The trustees shall be appointed by the Executive Committee and the property of the Association (other than cash) shall be vested in them to be dealt with by them as the Executive Committee shall from time to time direct by resolution (of which an entry in the Minute Book shall be conclusive evidence).

 

The trustees shall be indemnified against risk and expense out of the Association's property.The trustees shall hold office until death or resignation or until removed from office by a resolution of the Executive Committee who may for any reason which may seem sufficient to a majority of them present and voting at any meeting remove any trustee or trustees from the office of a trustee.

 

Where by reason of any such death, resignation or removal it shall appear necessary to the Executive Committee that a new trustee or trustees shall be appointed or if the Committee shall deem it expedient to appoint an additional trustee or additional trustees the Executive Committee shall by resolution nominate the person or persons to be appointed as the new trustee or trustees. For the purpose of giving effect to such nomination the chairman is hereby nominated as the person to appoint new trustees of the Association within the meaning of section 37 of the Trustee Ordinance, Cap. 29 and he shall by deed duly appoint the person or persons so nominated by the Committee as the new trustee or trustees of the association and provisions of the Trustee Ordinance, Cap. 29 shall apply to such appointment.

 

The Chairman

15. (a) The Chairman of the Executive Committee shall be the Chairman of all sub-committees; if he is absent in any Executive Committee Meeting the Vice-Chairman shall take his place. In the case of a sub-committee, if the Chairman cannot be present, the meeting may be chaired by any one of the Vice-Chairman as nominated by the Chairman or by Committee members present.

(b) In the event of any dispute regarding the interpretation of any rule of the Constitution or any bye-law the decision of the Chairman shall be final.

(c) At any meeting of the Executive Committee in the case of an equal decision of votes, the Chairman shall, in addition to his own vote, have a casting vote.

 

Account Book

16. An accounts book shall be kept at the address of the Association available for inspection by members of the Association, and every financial year shall end on the 31st day of March of the calender year.

 

General Meetings

 17. An Annual General Meeting of the Association shall be held annually upon sending of twenty-one days notice but there shall not be more than fifteen months between one Annual General Meeting and the next. Notice of the day and time of the Annual General Meeting shall be posted in the Association premises or address of the Association in the manner prescribed in Rule 26 for a period of at least fourteen days from such day.

 

18. A Special General Meeting of the Association may be summoned at any time by the Executive Committee, and shall be so summoned as soon as may be practicable upon its receipt of a written requisition to that effect and signed by not less than 10% or 50 Voting members, whichever is the lower. A Special General Meeting shall be summoned by causing a notice thereof to be posted in the Association premises or registered office of the Association in the manner prescribed in Rule 26 for a period of at least fourteen days immediately before the day appointed for the meeting, but this period may be abridged at the discretion of the Executive Committee if the urgency of the business to be discussed in their opinion so requires.

 

Quorum

19. (a) For Annual General Meeting or a Special General Meeting to conduct any business requiring a vote, a quorum consisting of not less than 10% or 50 Voting members of the Association, whichever is the lower, shall be present at the commencement of and throughout such meeting subject to Rule 19(b).

(b) If at an Annual General Meeting or Special General Meeting, there is no quorum the meeting shall be adjourned for two weeks and members shall be so notified in writing within seven days. At the adjourned Annual General Meeting or Special General Meeting any number of members attending this meeting shall constitute a quorum.

(c) Quorum for the Executive Committee Meeting shall be at least 6 (instead of a majority of) members of the Executive Committee.

 

(Amended at the 24th AGM on 16 April 1999 under special resolutions)

 

Voting

20. (a) Votes may be given by Ordinary and Corporate Members present in person or by proxy and every Ordinary and Corporate Member shall have one vote only, and shall be eligible for nomination as member of the Executive Committee of the Association. Associate and Honorary Members are neither to vote nor to be nominated as such.

(b) The instrument appointing a proxy shall be in writing under the hand of the appointer, and the person so appointed must himself be a Member of the Association entitled to attend and vote at such meeting for which the proxy is given.

(c) The instrument appointing a proxy shall be deposited at the registered office of the Association, or at such other place in Hong Kong as is specified for that purpose in the notice convening the meeting not less than forty-eight hours before the time for holding the meeting or adjourned meeting at which the person named in the instrument proposed to vote, or in the case of a poll not less than twenty-four hours, before the time appointed for the taking of the poll, and in default, the instrument of proxy shall be treated as invalid.

(d) An instrument appointing a proxy shall be in the following form or a form as near thereto as circumstances admit:-

 

THE SINGAPORE ASSOCIATIONI, _________________ of _________________ being a Member of the above-named Association, hereby appoint ___________________ of ___________________ or failing him ________________ of ________________ as my proxy to vote for me on my behalf at the (Annual or Special, as the case may be). General Meeting of the Association to be held on the _________ day of __________ 200__, and at any adjournment thereof.Signed this ________ day of _________________ 200__.

 

Visitors

21. Members may introduce and entertain guests at the Association, and there shall be kept at the Association premises a Visitors' Book which both the member and his guest shall sign. The member introducing a guest shall be responsible for his guest strictly observing these rules and the Association bye-laws and shall not leave the Association premises before his guest. No person whose membership of the Association has been terminated under Rule 25, or is for the time being suspended under Rule 23, or whose application for membership has at any time been rejected, shall be introduced as a guest.

 

Conduct of Members

22. No betting shall be allowed in the Association. No lottery shall be promoted by any member or officer on behalf of or in any way connected with the Association or with any entertainment or event held by or in connection with the Association without the previous written authority of the Executive Committee.

 

23. The Executive Committee may suspend the membership of any member whose conduct, whether on the Association premises or elsewhere, is or has been in the opinion of the Committee contrary to the interests of the Association or injurious to its reputation.

 

24. Immediately upon the suspension under Rule 23 of the membership of any member, the Executive Committee shall:

(a) cause a Special General Meeting of the Association to be summoned for a day not later than the twenty-first day following the suspension; and

(b) give notice to the suspended member at his address as last notified to the Secretary under Rule 26 of his suspension, and inform -him that if he so desires he may be present at the said Meeting.

 

25. At any such Meeting any allegations against the suspended member shall be related (in his presence if he attends) to the Meeting by a member of the Executive Committee, and the suspended member shall (if he desires) be heard in answer, a reasonable adjournment to enable him to prepare his answer being allowed him in the discretion of the Meeting. The decision of the Association at the said Meeting or at any adjourned Meeting whether to reinstate the suspended member or to terminate his membership shall be taken by vote, and shall be final and conclusive.

 

Notice

26. Each member shall keep the Secretary informed at the Secretary's office or the Association premises of that member's private address, or of some other address at which communications may be addressed to him. Nevertheless, it shall not be necessary to send any notice intended for members generally to any member, by post or otherwise, except in the case of the notice convening Annual General Meeting or Special General Meeting for any of the Purposes of Rule 30. All notices shall be posted by being affixed in a prominent position on the Association premises in a part of the Association which is frequented by member or at the address of the Association; and it shall be the duty of the Secretary to ensure that any such notice remains so exhibited throughout any period required in that behalf by or under these rules.

 

Alteration of Rules

27. These rules may be revoked, added to or altered by a majority comprising two-thirds or more of the members present and entitled to vote at any Special General Meeting of the Association of which notice has been duly given under Rule 17 or Rule 18 specifying the intention to propose the revocation, addition or alteration, together with full particulars thereof. They will be effective only upon approval by the Registrar of Societies under s. 8 of the Societies Ordinance Cap. 151 or the such statutes as from time to time being enforced to replace the same.

 

Exclusion of Liability

28. Neither the Association nor any officer thereof shall be liable to any member or guest of a member for any loss of or damage to any property occurring, from whatever cause, in or about the Association premises, nor for any injury sustained by any member or guest whilst on or entering or leaving the Association premises; and a notice to this effect shall at all time be displayed in a prominent position on the Association premises or at the address of the Association.

 

Exemption from Registration

29. Paragraph 29 is to be deleted in its entirety.

 

(Amended at the 24th AGM on 16 April 1999 under special resolutions)

 

Dissolution

30. If the number of ordinary members of the Association shall at any time fall below 20, or if at any time the Association shall pass in Annual General Meeting by a majority comprising two-thirds or more of the members present and entitled to vote a resolution (in this rule called "the first resolution") of its intention to dissolve, the Executive Committee, shall take immediate steps to convert into money all the property of the Association, with power however to postpone or delay the conversion of any particular property of the Association in Special General Meeting shall so authorise.

 

Out of the proceeds of such conversion, the Executive Committee shall discharge all debts and liabilities of the Association, including the expenses of such conversion, and any balance remaining in their hands shall be disposed of by them as the Association in Special General Meeting shall resolve; and thereupon the Association shall not, within six months after the date of the first resolution, resolve upon the disposition of any such balance, the same shall be divided equally between all persons who were ordinary members of the Association at the date of the first resolution.

 

A copy of the notice convening any Special General Meeting under this rule shall be sent by the Secretary by post to every member at his address last notified to the Secretary under Rule 26 not less than 21 days before the date appointed for the Meeting, but any accidental omission to send such copy or the non-receipt of the same shall not invalidate any proceedings or resolution.

 

First Schedule Founder Members:

Y C Boon

Chau Chun Ming

Chew Khiam Soon, Joseph

Chui Albert

Chou Cheng Ngok

Chung Tet Yin, Tommy

Goh Chor Aun, Guy

Khor Tong Jin, Peter

Lee Peng Khim, William

Lee Tiong Hock, Robert

Dr Lim Boon Tock

Mr Lam Chin Lock

Dr Low Wing Kee

Mr Ng Wun Hoong, Patrick

Mr Ong Shek, Pete

Dr Ong Yong Koon, Frederick

Mr Poon Wai Ping, Anthony

Mr Tan Chea Cher

Mr Tan Toh Kem

Wong Hong Ten