商会章程 CONSTITUTION OF WUHAN CHAMBER OF COMMERCE (SINGAPORE)

NAME
 
1.1 This Society shall be known as “Wuhan Chamber of Commerce (Singapore)”, hereinafter referred to as the “Society” or “WCCSG”.
 
PLACE OF BUSINESS
 
2.1 Its place of business shall be at “400 Orchard Road, #08-12, Orchard Towers, Singapore 238875” or such other address as may subsequently be decided upon by the Committee and approved by the Registrar of Societies. The Society shall carry out its activities only in places and premises which have the prior written approval from the relevant authorities, where necessary.
 
OBJECTS
 
3.1 Its objects are:

  • To foster closer economic links, business understanding and co-operation between Wuhan (or other cities of Hubei Province) of PRC, Singapore, and other countries in the South East Asia.
  • To establish channels of communications and on-going dialogues amongst its members and with relevant organizations in Wuhan (or other cities of Hubei Province) of PRC, Singapore, and other countries in South East Asia.
  • To associate and co-operate with other chambers of commerce, relevant organizations and associations in Wuhan (or other cities of Hubei Province) of PRC, Singapore and other countries in South East Asia.
  • To collect, evaluate and disseminate statistics and other information relating to trade and industry which are beneficial to members.
    To encourage involvement and contribution by members to further the objects of the Society.

MEMBERSHIP QUALIFICATION AND RIGHTS
 
4.1 WCCSG memberships are categorized into the following:

  • Founder Member
  • Corporate Member
  • Individual Member
  • Student Member

4.2 Founder Member
 
Founder Members are for individuals who or corporations which provide the fundamental seed capital through a one-time contribution of not less than SG$80,000 for corporations and SG$2,000 for individuals. It is a distinction, rightly given, to those who contribute to the Society the much-needed financial support at its inception. Founder Members are admitted by invitation at the sole discretion of the Committee.
Each Founder Member can appoint up to two (2) representatives in the Society and has four (4) voting rights. Founder Members have the right to hold office in the Society.'
 
4.3 Corporate Member
 
Company, partnership or sole-proprietorship which is either:

  • A Wuhan (or other cities of Hubei Province) company with business presence/interests in Singapore;
  • Incorporated or resident in Singapore with business presence/interests in Wuhan and/or other cities in Hubei province; or
  • Other companies that have close business relationships with entities in Wuhan or other cities of Hubei province.

Each Corporate Member can appoint one (1) representative in the Society and has two (2) voting rights. Corporate Members shall have the right to hold office in the Society.
 
4.4 Individual Member
 
Any individual who is:

  • Either born, studied or worked in Wuhan;
  • A Singapore Citizen or Permanent Resident based in Wuhan or other cities of Hubei province; or
  • Any other person who has close relationship with individuals in Wuhan or other cities of Hubei Province.

Each Individual Member can appoint up to one (1) representative in the Society and has one (1) voting right. Only Individual Members who are 21 years old and above shall have the right to vote and to hold office in the Society.
 
4.5 Student Member
 
Any individual who qualifies the membership criteria of Individual Member and is also a student in school.
Only Student Members who are 21 years old and above shall have the right to vote and hold office in the Society.
 
4.6 Persons who are below 18 years of age shall not be accepted as members without the written consent of their parent or guardian.
 
APPLICATION FOR MEMBERSHIP
 
5.1 A person wishing to join the Society should submit his particulars to the Secretary on a prescribed form.
 
5.2 The Committee will decide on the application for membership.
 
5.3 A copy of the Constitution shall be furnished to every approved member upon payment of the entrance fee.
 
ENTRANCE FEES, SUBSCRIPTIONS AND OTHER DUES
 
6.1 The entrance fees and subscriptions shall be determined by the General Meeting on recommendation from the Committee from time to time.
 
6.2 There shall be no entrance fee or subscription fee payable for Founder Members and Student Members.
 
6.3 An entrance fee of SG$1,000 for Corporate Member and SG$100 for Individual Member is payable within two (2) weeks of approval of membership, in default of which membership may be cancelled by order of the Committee.
 
6.4 An annual subscription fee of SG$1,000 is payable for Corporate Members. An annual subscription fee of SG$100 is payable for Individual Members. Annual subscriptions are payable in advance within the first month of the year. If a member falls into arrears with his subscription or other dues, he shall be informed immediately by the Treasurer. If he fails to settle his arrears within two (2) weeks of their becoming due, the President may order that his name be posted on the Society's notice board and that he be denied the privileges of membership until he settles his account. If he fails to settle his arrears for more than three (3) months, he will automatically cease to be a member.
 
6.5 The funds of the Society shall be derived from free-will offerings. Additional donations from Members are allowed subject that the funds are applied towards the promotion of the objects of the Society as set forth in this Constitution and no portion thereof shall be used for other purposes.
 
6.6 Any additional fund required for special purposes may only be raised from members with the consent of the general meeting of the members.
 
6.7 The income and property of the Society whensoever derived shall be applied towards the promotion of the objects of the Society as set forth in this Constitution and no portion thereof shall be paid or transferred directly or indirectly by way of dividend or bonus or otherwise howsoever by way of profit to the persons who at any time are or have been members of the Society or to any of them or to any person claiming through any of them.
 
SUPREME AUTHORITY AND GENERAL MEETINGS
 
7.1 The supreme authority of the Society is vested in a General Meeting of the members.
 
7.2 An Annual General Meeting shall be held within three (3) months from the close of its financial year.
 
7.3 At other times, an Extraordinary General Meeting must be called by the President or on the request in writing of not less than 25% of the total voting rights, and may be called at anytime by order of the Committee. The notice in writing shall be given to the Secretary setting forth the business that is to be transacted. The Extraordinary General Meeting shall be convened within two (2) months from receiving this request to convene the Extraordinary General Meeting.
 
7.4 If the Committee does not within two (2) months after the date of the receipt of the written request proceed to convene an Extraordinary General Meeting, the members who requested for the Extraordinary General Meeting shall convene the Extraordinary General Meeting by giving ten (10) days' notice to voting members setting forth the business to be transacted and simultaneously posting the agenda on the Society's notice board.
 
7.5 At least two (2) weeks' notice shall be given of an Annual General Meeting and at least ten (10) days' notice of an Extraordinary General Meeting. Notice of meeting stating the date, time and place of meeting shall be sent by the Secretary to all voting members. The particulars of the agenda shall be posted on the Society's notice board four (4) days in advance of the meeting.
 
7.6 Unless otherwise stated in this Constitution, voting by proxy shall not be allowed at all General Meetings.
 
7.7 The following points will be considered at the Annual General Meeting:

  • The previous financial year's accounts and annual report of the Committee.
  • Where applicable, the election of office bearers and Honorary Auditors for the following term.

Any member who wishes to place an item on the agenda of a General Meeting may do so provided he gives notice to the Secretary one (1) week before the meeting is due to be held.
 
7.8 At least 25% of the total voting rights present at a General Meeting shall form a quorum. Proxies shall not be constituted as part of the quorum.
 
7.9 In the event of there being no quorum at the commencement of a General Meeting, the meeting shall be adjourned for half an hour and should the number then present be insufficient to form a quorum, those present shall be considered a quorum, but they shall have no power to amend any part of the existing Constitution.
 
MANAGEMENT AND COMMITTEE
8.1 The administration of the Society shall be entrusted to a Committee consisting of the following to be elected every three (3) years at the Annual General Meeting:

  • A President
  • Up to six (6) Vice Presidents
  • A Secretary
  • An Assistant Secretary (optional)
  • A Treasurer
  • A Treasurer Assistant (optional)
  • Up to four (4) Ordinary Committee Members

Majority of the Committee Members shall be Singapore Citizens or Singapore Permanent Residents.
 
8.2 Names for the above offices shall be proposed and seconded at the Annual General Meeting and election will follow on the nomination of the incumbent Chairman and a simple majority voting rights of the quorum. All office-bearers, except the Treasurer may be re elected to the same or related post for a consecutive term of office. The term of office of the Committee is three (3) years.
 
8.3 Election will be either by show of hands or, subject to the agreement of the majority of the voting members present, by a secret ballot. In the event of a tie, the Chairman of the meeting shall have a casting vote.
 
8.4 A Committee Meeting shall be held at least once every (6) months after giving seven (7) days' notice to Committee Members. The President may call a Committee Meeting at any time by giving seven (7) days' notice. Majority of the Committee Members must be present or dial in through a conference call for its proceedings to be valid.
 
8.5 Any member of the Committee absenting himself from three (3) meetings consecutively without satisfactory explanations shall be deemed to have withdrawn from the Committee and a successor may be voted with a simple majority by the Committee to serve until the next Annual General Meeting. Any changes in the Committee shall be notified to the Registrar of Societies within two (2) weeks of the change.
 
8.6 The duty of the Committee is to organise and supervise the daily activities of the Society. The Committee may not act contrary to the expressed wishes of the General Meeting without prior reference to it and shall always remain subordinate to the General Meetings.
 
8.7 The Committee has power to authorise the expenditure of a sum not exceeding SG$100,000 per month from the Society's funds for the Society's purposes.
 
DUTIES OF OFFICE BEARERS
 
9.1 The President shall chair all General and Committee meetings. He shall also represent the Society in its dealings with outside persons.
 
9.2 The Vice Presidents shall assist the President and one of them shall deputise for him in his absence.
 
9.3 The Secretary shall keep all records, except financial, of the Society and shall be responsible for their correctness. He will keep minutes of all General and Committee meetings. He shall maintain an up to date Register of Members at all times.
 
9.4 The Assistant Secretary shall assist the Secretary and deputise for him in his absence.
 
9.5 The Treasurer shall keep all funds and collect and disburse all moneys on behalf of the Society and shall keep an account of all monetary transactions and shall be responsible for their correctness. The person is authorised to expend up to SG$10,000 per month for petty expenses on behalf of the Society. He will not keep more than SG$300 in the form of cash and money in excess of this will be deposited in a bank to be named by the Committee. Cheques, etc. for withdrawals from the bank will be signed by the Treasurer and either the President or one of the Vice Presidents or the Secretary.
 
9.6 Ordinary Committee Members shall assist in the general administration of the Society and perform duties assigned by the Committee from time to time.
 
AUDIT AND FINANCIAL YEAR
10.1 A firm of Public Accountants and Chartered Accountants shall be appointed as Auditors at each Annual General Meeting for a term of one (1) year and shall be eligible for reappointment.
 
10.2 They:

  • Will be required to audit each year's accounts and present a report upon them to the Annual General Meeting.
  • May be required by the President to audit the Society's accounts for any period within their tenure of office at any date and make a report to the Committee.

10.3 The financial year shall be from 1st October to 30th September.
 
TRUSTEES
 
11.1 If the Society at any time acquires any immovable property, such property shall be vested in trustees subject to a declaration of trust.
 
11.2 The trustees of the Society shall:

  • Not be more than four (4) and not less than two (2) in number.
  • Be elected by a General Meeting of members.
  • Not effect any sale or mortgage of property without the prior approval of the General Meeting of members.

11.3 The office of the trustee shall be vacated:

  • If the trustee dies or becomes a lunatic or of unsound mind.
  • If he is absent from the Republic of Singapore for a period of more than one (1) year.
  • If he is guilty of misconduct of such a kind as to render it undesirable that he continues as a trustee.
  • If he submits notice of resignation from his trusteeship.

11.4 Notice of any proposal to remove a trustee from his trusteeship or to appoint a new trustee to fill a vacancy must be given by posting it on the notice board in the Society's premises at least two (2) weeks before the General Meeting at which the proposal is to be discussed. The result of such General Meeting shall then be notified to the Registrar of Societies.
 
11.5 The address of each immovable property, name of each trustee and any subsequent change must be notified to the Registrar of Societies.
 
VISITORS AND GUESTS
 
12.1 Visitors and guests may be admitted into the premises of the Society but they shall not be admitted into the privileges of the Society. All visitors and guests shall abide by the Society’s rules and regulations.
 
PROHIBITIONS
 
13.1 Gambling of any kind, excluding the promotion or conduct of a private lottery which has been permitted under the Private Lotteries Act Cap 250, is forbidden on the Society's premises. The introduction of materials for gambling or drug taking and of bad characters into the premises is prohibited.
 
13.2 The funds of the Society shall not be used to pay the fines of members who have been convicted in court of law.
 
13.3 The Society shall not engage in any trade union activity as defined in any written law relating to trade unions for the time being in force in Singapore.
 
13.4 The Society shall not indulge in any political activity or allow its funds and/or premises to be used for political purposes.
 
13.5 The Society shall not hold any lottery, whether confined to its members or not, in the name of the Society or its office bearers, Committee or members unless with the prior approval of the relevant authorities.
 
13.6 The Society shall not raise funds from the public for whatever purposes without the prior approval in writing of the Assistant Director Operations, Licensing Division, Singapore Police Force and other relevant authorities, where necessary.
 
AMENDMENTS TO CONSTITUTION
 
14.1 The Society shall not amend its Constitution without the prior approval in writing of the Registrar of Societies. No alteration or addition/deletion to this Constitution shall be passed except at a general meeting and with the consent of 51% of the voting rights present at the General Meeting.
 
INTERPRETATION
 
15.1 In the event of any question or matter pertaining to day-to-day administration which is not expressly provided for in this Constitution, the Committee shall have power to use their own discretion. The decision of the Committee shall be final unless it is reversed at a General Meeting of members.
 
DISPUTES
 
16.1 In the event of any dispute arising amongst members, they shall attempt to resolve the matter at an Extraordinary General Meeting in accordance with this Constitution. Should the members fail to resolve the matter, they may bring the matter to a court of law for settlement.
 
DISSOLUTION
 
17.1 The Society shall not be dissolved, except with the consent of not less than 51% of the total voting rights of the Society, either in person or by proxy, at a General Meeting convened for the purpose.
 
17.2 In the event of the Society being dissolved as provided above, all debts and liabilities legally incurred on behalf of the Society shall be fully discharged, and the remaining funds will be disposed of
in such manner as the General Meeting of members may determine or donated to an approved charity or charities in Singapore.
 
17.3 A Certificate of Dissolution shall be given within seven (7) days of the dissolution to the Registrar of Societies.
 
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