, MEMORANDUM Of'ASSOCIATION

i OF ...

:;'S.JCOLDBOYS ASSOCIATION

')Themai?aimsardo~jectsEor'\V?ichthesocicty is\estahlishcd arc as under:~I. Provide for a platform/forum lor the ex.l. stlH1cnts of SUo se ph's College, Nainital

f for the purpose of interactions, meetings. exchange of infonnation and providing for

educational'needsofstudent cpmmunity}.i .

2. To provide forlhc weJfarc'~/stlpport and assistance to the ex-students, existing

students, tcach,crs, ,staff. pa~t and present in every possible manner by providing the

necessary rC<;OI;;~~:;, from the society or facilitating. the sallle from amongst its

members orjin anyothci manner.

3. To provide for the educational needs of poor and needy students from any educational

institution' by providing and instituting scholarships. stipends. placement assistanceJ

career coaching, etc.

c

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receive any contributions.

immovable, such as real estate, stocks. bonds etc., whether by grant from government

any other agencies or institution, or by gift of a person living or by legacy,bcquesl,

trust fund, endowment etc .• whether subject to any special or general trust, fi

the objects ofthe society.

4. To give support to educational institutions. schools. colleges. by way of advice.

guidance, providing resources, management support, to run any educational

institution, society having education as its objects or that similar to the society.

5. To provide web enabled services for hosting databases of members. teachers. staff,

etc, for sharing of information, ideas. thoughts. past remembrances, achievements,

glory oft~e 11l~l!~bers9ftl1esociety./--

6. To provide platform for and assistance to, support, resources for the ex students and

of the school's teaching community and staff by holding annual events, functions and

to generate resources there from.

decided by the Board of Governors from time to time.

2)

3) Subject to applicable Income Tax and other statutory legislation and other laws. to

.extend its reach and activities throughout the J _ i?E LH ( •. -:.o:::_~~~---

4) To open aJ1doperate accounts at any bank with power to draw, accept and endorse

cheques. bills notes and all other negotiable instruments.

5) To frame. amend and repeal rules and regulat}ons. by-laws for the management and

administration of the society and for the conduct of the business of the society.

If?

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. G) To do all such other luwful things, acts and dceds as arc incidcntal or conducive to the

attainment of the above, alone or in collaboration with other institutions, foundation

or societies, having similar objects.

a) Provided that the objects of the society shall be carried out on a not-for-profit

motive, and the income of the society shall be used for the development of the

institution and forcharitableHobjects as above.

b) And provided always that the Board of Governors shalI have full power and

absolute authority in their entire discretion to add to and introduce other

specific~ public, charitable objects not inconsistent with the objects and

purposes of these prescnts, subject to the applicable provisions of the Income

Tax Act that may be in force from time to time to the advancement of the

times and circumstances. which may from time to time exist as they may

objects as that of the society.p~,:

10) To enter into any arrangements with any government or any govcrnment 1f~·~"'16sor. l~·-..;.:

local authorities which includcs municipalities. panchayat, administratiori~if' anyl~'

other co-operative bodies that may be deemed beneficial to any of the ~~~.: ti-dJj ~objects and to apply to promote and obtain any subsidies, loans, indel11nitic~:"-"~s... .••••-..;{~• t1~ 1)l\- wo:

contracts, rights, privileges, concessions, licenses, immunitics or authorisatio~ .

such government or authority local or otherwise for enabling the society to carry out

any of its objectives into effect or for extending any of the powers of the society and

to carry out, exercise and comply with any such arrangements, rights, privileges,

concession, licenses and authorisations.

9)

11) To raise funds through gifts. grant, donations. subscriptions and membership fees and

generally to obtain money for the objects of rh..: s\)cicty in an)' lawfulm3nl1er and to

invest, apply or deal with the same in such a manl1er as may be considered most

desirable for giving effect to sllch objectives. The funds could also be raised by

rendering technical and manugerial consultancies and by executing various programs

of the government or any other organisation.

12) All the income and property, moveable and immovable, of the foundation from where

so ever derived, shall be used solely for the objects of the foundation, as set forth in

this memorandum of association, and no portion thereof. shall be distributed among

its members, by way of profit, dividends, bonuses, etc.

13) . To earn income through any sources of activities that mny be regarded as being profits

and gains from-a business or profession under the Income Tax Act, provided that such

income is applied or utilised towards the objectives of the society and further that the

a~tivity/source is insidentalto the allainment of the objectives of the. so~.~. ~.~ <fr.J.:<S(h

se.•...••p••....•a r..•.•ate. books of accounts are .m.. aintained thereof in compliance with 1€'. rII.~l..@v.' a.'t.- ~ ~\sections of the Income Tax Act. / / fl4k~ ,w 1~~..... / ·it .' )} !iQ,

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uaspent or unutilised funds or property ofthe~ocietyshall be carried~~~r~~in subsequent years in accordance with the provisions of the '1~~1x~

such funds accumulatcd shall bc;investcd in the modes specified :.t..c.:-.~.~~~Act. t""ff-"'r. ~~~h" ~'.I' ~.l~. )~

All the income, earnings, movable or immovable properties of the society shall~.:o .• ]!:"utilised and applied towards the promotion of its aims and objects only as set fOllMt~ ~ .. __J~-a..-< ~

memorandum of the association and no profit earned thereon shall be paid or trnnsfC~, ~ .•

directly or indirectly by way of dividends. bonus, profits or in any manner whatsoever to the

present or past membersof the socicty or to any person claiming through anyone of morc of

the present or past members. No member of the society shall have any personal claim on any

movable or immovable properties of the society of make any profit, whatsoever, by virtue of

his membership. However, the members ma)' reimburse themselves and pay and discharge

out of the society's fund all expenses reasonably incurred by them in or about the execution of

the activities of thc society or any of their duties under these presents including travelling

expenses, and may draw a reasonable remuneration for services rendered by them to thc

society.

4) GOVERNING BODY:

m I Signature

SECRETARY

TREASURER

Designatio!"!

Society

j PRESIDENT

II. I VICE PRESIDENT

J

Occupation

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SL. 1Name

The names, address, occupations .and designations of the present members of the governing

body to whom.the management of the society is entrusted as required under section 2 of the

Societies Registration Act, 1860 as applicable to the Union Territory of Delhi are as follows:

1ft' ••

"5) DESIROOS PE.RSONS:

Wc, the undersigned arc dcsiiOUS of forming n society namely "s.le OLD BOYS

ASSOCIATIONH under the societies registration actas applicable to the Union Territory of

Delhi in pursuance of this memorandum of association of the society.

6 I S.lIbash Mchta

.. _u_.~Signature

Business

1 0 Mn \J 2005-

Business

Occupation

Occupation

Ex - Army Officer

Prasad Nagar,

New Delhi- 110005

Flat No 21, Old MIG Flats,

DLF City Phase - IGurgaon - 1220Q2.

Neerav Mallick

~lgd~i~:c:Qarmswood Village~

Sural Kund.Road;Faridabad

Harsh Chauhan

E-39, Anand Nikctan,

New Delhi - 110021

Rake.~~ Chopra ..'.'. ;

D/7486VasantKunj,;':, (;>~;-:'i~L.';·...,'.~

NewDelhi

Name & Address

Vijay K Chandra,

8-57, Tarang Appt., 19 Patparganj,

.1.P.Exte?~i.on,D<:.lhi-92.' .... , ~"

G uI"Br~~~,§ingh:Bindra•. ":: '~;:, ".:~ . , ;~: .":·':i ".. ::

2, Plam Marg, yasant Yihar,

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S.JC OLD BOYS ASSOCIATION

RULES AND REGULATIONS

1) NAME OF THE SOCIETY:

'i-~-" i

- The' name of the society (hereinafter the "Society") is "SJC OLD BOYS-.':'-<".". <'~~.-- " -' .,

.AS~OCIATIONft (of Nainital) .and the short uname-ls-ftSOCIETY": The Society's

registered office, as required underthe Societies Registration Act of 1860 (hereinafter

the~'Act"), shall be in the National Capital Territory of Delhi and as of the date of

u .E~¥~.~~~tion is at :- 2,_ Palam Marg, VasantVihar, New Delhi' ~.TheJS~ciety wiIl- be competent to set up uand open additional offices to further the

Society's aims and objectives.

4) Life members

that areduly inducted as FQunJcr Members

Founder Members shall be those members drawn from amongst the s

,.

2) u· .• ADMISSION AND OUALIFICATION FOR MEMBERSHIP.

Honorary memhership shall he open to any individuals of outstanding merit whose

interests, expertise, professional experience and al1iliations arc congruent with the

objectives and activities of the society.

~ ..

General Membership:

(b) Membership process

Honorary. members shall be enrolled by invitation only. The invitation

extended by the Board of Governors in consultation with the Founder and General

members.

(c) Membership fees and Subscription

Membership in SOCIETY will be confirmed and effective by the payment of ~ (i:'-c/­

admission fee and an annual subscription:..,,) R->.(e-GJ _ ,

!The Board of Governors shall from time to time dctenninc the appropriate admission·

fee and annual subscription to be charged. The Board of Governors may also

recommcnd and adopt a differcntial fec and subscription structurc across thc dirtcrcnt

classes of members and within the same class of members, including an exemption

from paying nn ndmisslon fee or nnnllnlslIbscription.

Honorary Members shall not be expected to pay an admission fee or annual

subscription as this c1assof members is by invitation only.

Membership Representation

Institutional members shall nominate and communicate to the Board of Governors of

SOCIETY, .two no~inated ind~viduals drawn from amongst its man~ge~e~t or. staff_,,*c~ 1/6and authOrized by Its Govemmg Body to represent the member InstItutIon In _:.lij~0 ~trans~ctions with SOCIETY and to act for and on behalf of the member insti ",~-<;:I ~-,~

~ember institution may change its nominee as and when needed, but sh fif aJ

times maintain the generally accepted critcria for valid rcpresen~tion .. \~\iV1ll,)))I..- .~oJ.-JJ.~... ~Y:Y--f;~. Of the two nom mated representatIves, at least one from Its management shall be el~

- .. ,

0theChief Executive Functionary of the institution {e.g. the Director / Secreta ~ "~-

.•...••~.'.•.•••~~aging Trustee or any1:lleadyptcd by th", m~l1)6ero..ganization) orthe , , _,~";" ••~ '~o~>cChalrperson of Its apex managemcnt ·..oooy f{e.g•. Board I CouncIl lE I le ~3C' -;.....: •...• - t ••... v-

......Committee or any other nomenclature adopted by the me~ber institution i!~ G~.~ j(6\'~ ~IW J~"' . ..)'<.Jt:!-. _ ..I ..}~ /'

,{'~ -'~~,,~As; and when the representative of the member ceases to be a mcmber of th"c.",2:,':. :~

management or staff of the organization. slhcshall immediately and automatically

cease to be a representative. It will be the duty of the concerned member to rc-

nominate another representativ~ and intimate the SOCIETY Secretariat in writing.

"

General Members, \vhich are institutions, shall adhere to the representation norms as

applicable to Institutional Members describctl in the preceding paragraph(s).

writing to the concerned member.

G J-\ (

(9) Termination of Membership

The Board of Governors shall have the power to suspend and initiate the termination

of membership of Institutional and Honorary members, from the membership of- ,

on the occurrence of the following events:

death or dissolution

voluntary resignation

if found to involved in anti-social activities

, '"continuous years

h) not attending three consecutive meetings orproceedirigs ofthe General

,.,.and/or tneBoard of Governors;

":,disregard of the rules and regulations/of SOCI~TY or non-compli.the decisions of the Board of Governors and/or the General Body.

affirmative vote of two thirds of the members present at the meeting of the General

Body.

Where persons arc appointed as nominated representatives of institutional members of

SOCIETY by virtue of office or appointment held. their membership to SOCIETY

shall stand terminated as and when they cease to hold that office or appointment.

The Board of Governors shail at all times communicate the reasons for termination in

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(h)" Re-admission of Members

All requests for readmission shall be referred to the Board of G9vernors and their

- decision shall be final and binding on all the parties. The reason for rejection shall be

._ cOffitrll.ll1icatediruvdting tOJhc_concem5<Lmem ber.

(i) . Register of Members

SOCIETY' shall maintain a Register of members with their current

occupations and/or profiles.

G),Fgtorfeiture of Membership Feq andAnn~1 Subscription

"'3) STATE AND/OR REGIONAL CHAPTERS

SOCIETY may form State :,md/or Hl'gional Chapters under the following terms and

conditions:

The Board of Governors of SOCIETY shall decide the eriteria from time to time as

and when nct:<.Iedby which a state and/or a region may form a chapter. so as 10 cnsurt:

the viability and sustainability of the Chapter.

Members of the Chapter shall necessarily be members of SOCIETY. Enrollment ofa

new member in a chapter would first be by ratification of the mell1bcr~hip to

SOCIETY. State and/or Regional Chapters may nominate members to the SOCIETY

Secretariat.

State and/or Regional Chapters shall be deemed subsidiary units / divisions of

SOCIETY and not separate organisational entities. Consequently all matters

- pertaining. to management; resource mobilization, decision making, activities

undertaken, insti!t1tiQl1aIJinkages,.programmesand projects, disciplinary matters, and·

all such matters of organizational governance shall be as per the Memorandum of

Association and the Rules and Regulations of SOCIETY.

4) MANAGEMENT.

(i) GENERAL BODY

Rights and'Privileges of the MemberS

of SOCIETY

other lawful functions and gatherings calledfammged by SOCIETY.

Every Member. except Ilol1orary \1cmbcrs shall be entitled to vote in nil

meetings of the General Body and shall each be entitled to a single Yote.

Cb) Powers and Duties of the General Body

The Members of SOCIETY shall:

1), Elect the Bomd of Governors

2) On the recommendation of the Board of Governors, make and amend

the Rules and Regulations of SOCIETY from time to time.,4) Ensure compliance with the Memorandum of Association and Rules

and Regulations of the Society.

Members after the registration of the society.

(ii) BOARD OF GOVERNORS

(a) Composition

The composition oflhe Board ofGovemors shall be:

--office--bearcrs, namely:---- the Chairperson/President,

ChairpersonNice-President, the Secretary, and the Treasurer,

amongst the Founder Members and General Members.

authorized to do amongst other things the following:

1) The Board of Govcrnors shall have the powers as arc the powers of

SOCIETY as ,mentioned in the lvlcmorandum of Association and the

Rules and Regulations.

2) . Identify and recruit the Chief Executivc Officer and head of the

SOCIETY Secretariat.

3) Make and amend policies for recruiting, retaining, tcnnination and

other tenns of employment of staff mcmbcrs that would work in thc

SOCIETY Secretariat and! or other offices of SOCIETY ...

4) Prepare, modify and approve the annual and other operating/strategic

plans and budgets. programmes, projects and activitics of SOCIETY

Il-

t';r,,!i

5)

6)

Appoint an Election Office and detcnnine his/her powers.

Establish appropriate committees as it considers necessary or desirable

to assist it in carrying oui its duties and delegate to such committees

powers and authority.

7) Establish the SOCIETY Secretariat and other offices as it considers

appropriate and/or desirable.

8) Open, operate anddose.~bank accounts, whether savings, current,

overdraft or fixed deposit accounts in the name of SOCIETY or in any

other name upon slIch terms and in such manner at it shall deem fit and

is today, to present for registration, admit for execution of, have

registered in form of law, and take back from any registration office,

any documents of whatever nature which shall have been executed by

SOCIETY.

13) Appoint internal auditors of SOCIETY or and ifand when necessary to

also 'form and designate a committee from amongst its members to act

as the internal auditors of SOCIETY .

14)' Appoint and remove with the authorization of the General Body or in

special circumstances without the authorization of the General Body

the auditor or auditors ofSOCIET,Y.

15) Draw up and present to the Gener3l Body the annual report of the

activities of SOCIETY and the externally audited financial statements.

16) J\ rroint any office bearer or member of the Board of Governors to

look after any particular activity.

17) Co-opt any member including Ilonomry Members from amongst lhe

General Body as a member of the Board of Governors or as a member

of any committee and set the framework under which such co-opted

members would be selected and would function.

(c) Mcmbcrship to the Board of Govcrnors

I;

In the event of the position of Chairperson falling vacant

without his/her completing lhe second year

Membership to the BOHrd of Govcrnors, othcr than the -initial Board of, --- . -----

Goycrnors shall be by elc.ction in (a) a meeting of the Founder Members and

. General Members preceding the meeting of the General

Annual Meeting of tile General Body, as follows:

Chairperson/Vice-Presidcnt shall function as Acting ChairpersonlPrcsident for

the remaining period of the term.

The D;J~CU b~~r~~1../5shall be elected either by way of a ballot or by

way of a show of hands and shall he decided upon by a simple majority. The

decision of the Founder Members and General T\1cmhcrs shall be

communicated to the General Body by the SOCIETY Secretariat by including

the decision in the notice and agenda for the Annual 1\1ceting of the General

Body. The General Body shall adopt aI~d ratify the decision at its Annual

Meeting.

Vice-Chairperson I Vice-President: Secretary and Treasurer

The positions of Vice-Chairperson / Vice-President, Secretary and Treasurer

shall be filled up foliowing the same process as that of the Chairperson IPresident.

_n Incase-ofiinyofthepositions falling vacant before the Annual General Body

meeting, for whateVer reasons, the Founder Mcmber and Gcneral Mcmbers

Members from the General Body

hands. The members shall each hold the position for a tenure aLone year.

Outgoing members may offer thcmscl~~s ~r re-election. ~!\. ~v.G~~,~,, ~ ')(~,\

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Co-ontcd Members . , ,,&J.;-'(. - !;.c' Q

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The elected members of the Board of Governors may co-opt othe :~~inb~rs :' -J.:})••••- •• , I •

from amongst the General Body for specific tasks and responsibilitie?" Co~ .. ~

opted members shall enjoy a teml until the next Annual Meeting of the

General Body or onc year from the date of being co-opted.

may elect any other member, oth.e~ than Honorary Members from~mongstnthe ' .. IlGeneral~odY:.to fill-up thecpOSltlOn~TheGeneral Body shan-ratlfy a.~..n..~~+~.'$ ~~decisions at its subsequent Annual Meetings. L;::::.J:.~",,~Oc..

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The General Body shall elect three members bysi!l1ple majority to th~!-:. e~ .'••: '.of Govemors~The election may be doneeitherpy'secret ballot or by a.~how of

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(d) Powers and Duties of the BO~lf(J of Governors

Chairperson I President

The Chairperson I President shall ha vc the following powers and duties:

l. to do all that is necessary to manage the affairs of SOCIETY for the

achievement of its objectives

11. to preside over all the meetings of SOCIETY

Ill. to have a casting vote in instances where the total votes of thc

mcmbers is equal in number.

IV. to allow inclusion of any subject / matter in the agenda for the

discussion in the course of proceedings / meetings.

v. to sign all papers, letters, contracts, legal and other documents on

bchalf of-SOCIETY

VI. to have the legal responsibility of SOCIETY; to be the overall

shaUhavc the following/powers and duties:,.

Vice-Chairperson 1 Vice-President

1. to be responsible for [he day-today

custodian and to see the overall running of SOCIETY

VII. tQ. <l'IClla.JC.$llch powcrsandauthority to .SUCI.' individuals .f...r..o..••.~..:.~:;)~amongst the General Body or from amongst the SOCIETY st~~~~~...s;~i~_ .."

may be expedient and necessary for the functioning ofSOCIETX,~::'f' ~. \~~,1\ ~ )l>"i')~l

\..,\lJI1I~)~'~ _l~•••..'&'l.}... . ..; -::'~~. '- .••~~V~

The Vice-Chairperson / Vice-Presidenrshall be vested with and shall enjdy ~ 1>.. _ '•••

powers orthe Chairperson/ President in hislher absence.c

organ ization.

ii. to prepare the registcr of members as well as the register of

proceedings to record the minutes of the meeting.

Ill. to be responsible for the. correspondence of the organization and

implement the decision of the Board ofGovemors.

IV. to maintain the current lists of the members of the General Body and

the Board of Governors and to report the same to the Registrar of

Societies under the Registration of Societies Act. 1860.

v. to call/convene the meetings of the General Body and the Board of

Governors

V!. to be a signatory for all official and legal documcnts as may be

necessary.

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vii. to be responsible for the proper custody and protection of the moneys,

account books and other movable and immovable properties of

SOCIETY.

I. to be responsible for the care and management of all funds of

SOCIETY

r~i.ll:' ~.••••

directions and authority from the Chairperson I PrcsidC~~~~~ /0

the Board of Governors to frame financial, administmtivc nlldfiu6J~ln-- ...,..,...•. .......;,,-.

resource policies and procedures for SOCIETY.

vI;. to be a signatory for all offiCial and legal documents as may bc

necessary.

"',-~7~~~ . "'" _.-

SOCIETY SECRETARIAT

.. ,.' '''. 'jb'I~1!-tp,",,\ ; .. ,';'.A".<_ ,_.••.• ~4;>f,.-, .••"--- _"".~'''''.' '~_~." ••• ;ij.;; ~ -" . .-...."

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Secr.etariat shall" be established for the performance.

manag~!l1epiofalI activities of SOCIETY.

:;,,:,-j',;.•.~~-t::C;:~'f

The Secretariat may be established in an appropriate location in any city in India as::':--u . ,; ,', . "/'" _ "~

the Board_of Governors may decide. The S~cretariat may be located separate fro

registered office. The Ooard of Governors may change the location of the ...

as may be deem;d necessary in Il'e inlerests of SOC J ETY . '#:,~r.J..~ ~" ...

~rf4~_The Board of Governors shall generally perform their functions from th\~ Secret'

and there.shall be no remuneration paid to the Board of Governors. excepr-~ r?_m:inal .honorarium and in instances where SOCIETY utilizes the services of a particular

member of the Board of Governors in his/her professional capacity. In such instances

the concerned member shall be paid a reasonable fee commensurate with the

professionAl profile of the concerned individual and the nature of the service

provided. The members of the Board of Governors shall however be entitled to a

reimbursement of all expenses incurred by thpn on activities for and on behalf of

SOCIETY.

'\

The Board of Governors shall appoint staff on a remunerated basis. including n Chief

Executive Officer to carry out specific functions and tasks. The nature of tasks to be

carried out by the Secretariat and the staff to be appointed for that purpose may be

decided by the Board of Governors from time to time as and when required.

5) .. MEETINGS

(a) General Body Meetings

(i). Annual General Body Meeting (AGM)

A meeting of the General Body of members shall be held once every year

before the expiry 0[:90 days fromthe end of the preceding financialye~ ..,c...~.' ~i'.!'e.June 30 each year. L~.·.'r;·.. 1)~.<1~r .~~. -~. ~i / )F4;~~) . ~i

Notice in ~~iF~t~~~~:s~~~tt~ :e~:::: :f~Z::e~ ;:~::~~~~;~~~be conclusive Qf the notice having been sent. Together with such.noti~ .

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of the Balance Sheet. Receipts and Payments. and the annu~ I'.The quorum for the conduct of such AGM shall be 50 E.~enl oJ\h~-totaf\!'j;if !J~:-- ~".- 'Vmembership of SOCIETY. lIowcver. no quorum shall be complete 'unless 'f

atleast 75% of the Foundcr .~kmbers and General Members are present at the

meeting. Ifat the appointed time set for the commencement of the AGM, no

quorum is established the Chairperson! President may adjourn the meeting to

a later time not exceeding 45 minutes from such appointed time. At the

adjourned meeting, the Chairperson f President may proceed to conduct the

meeting in accordance with the Agenda or may ndjollfll the meeting to later

date.

Voting at the AGM shall be by a show of hands. Voting may also be by secret

ballot as and when deemed necessary. to· be supervised by the Secretary or .

such other member specifically co-opted for such task. In the event of a tic, the

Chairperson / President shall have the casting vote.

Only such persons whose membcrship is current and valid on the date of the

AGM shall be entitled to vote.

At the AGM, the foiJowing business shall nonnally be conducted:

I. Chairperson's I President's {)pcning remarks·

ii. Adoptionofthe minutes of the previous AGM

Ill. Presentation of the annual report along with or incorporating the

'IX.

However the following matters shall require the affirmative consent of at least.'

two-thirds of the Founding and General i\1embers present at the meeting:

l. major change,s in programme strategies. objectives. implementation! ,and action plans.

11. acquiring, leasing or in any way disposing of any substantial part of the

- assets of SOCIETY

Ill. annual capital expcnditures budget. annual operating plans & budgets,!

the Action plan' supported by [he Policies & Procedures for

implementation of SOCIETY

./

IV. the sale or acquisition of movable and immovable property, having a

value in excess of INR 50,000/- (Rupees Filly Thousand Only);

v. granting any hypothecation, fiduciary transfer of proprietary rights for

security purposes, pledge or other security right or interest in any

assets of SOCIETY /

(ii) Extra-ordinary General.Body Meeting

50,000/- (Rupees Fifty Thousand Only) to any other party;

and any other similar agreements; and

VI.

vii.

An extra-ordinary meeting of the General Body shall be summoned under the

following conditions:

I. The Board of Governors resolve to do so, and/or

11. Two-third of the membership of the General Body of which at least

75% should be Founder members and/or General members. desire that

sueh a meeting be convened and present a requisition in writing to that

effect to the Secretary.

The members shall also send in writi'ng the details. including the reasons of the

business that they seck to transact at stlch a meeting.

(b).

On receiving the requisition and the details and reasons amJ 011 being satisfied

that the requisition is in order, the Secretary shall follow the procedure for

summoning a meeting orthe General Body. All provisions as are applicable to

meeting of the General Body would apply with due modifications as much as

they relate to the Extra-ordinary General Body Meeting.

Meetings of the Board of Governors

The Board of Governors shall meet at least twice in a year of its tenure.

I.' ,~.'1~••

The Secretary shall convenc-IDeetings ~fthe Board of Governors in consultation with

all members, with a notice of atleast 14 days, communicating the Agenda of the

meeting. The Chairperson may convene a meeting of the Board of Governors if

deemed nec~ssary. ~.~"':.~.__.". - ~••' "j:~. ~~

. ,~,; : .;::.,~ ~-~:ire< ~ •• , ,V'~

A meeting of the Board of Governors may be requested by any four membPk);ffle I'))~

" lA io-i

Board of Govemors. The Secretary or the Ch.irperso.~ I 'President shall then~v e )~)

the meeting. ' .. ~ri-" ~'---~~

f. / .. ~p~~Th~.·Board of Governors mee,tings"m be c~alrcd by the Chairperson I President. and~_,"--.- ---- -."! - 1-;

hisllferabsence by the Vice - Chairperson! Vice-President. In the absence of

Chairperson I President and' the Vice-Chairperson f Vice-President

present shall elect a Chairperson for that specific meeting.

atleas! three shall be frornamongst the alltec-bearers. In addition to the requir-ed----------quorum, co-opted members and other special invitees shall also be expected to attend

the meeting. In case the full quorum is not est3blished at the appointed time, the

Chairperson may adjourn the meding 10 a laler time not exceeding 45 minutes from

thcappointcd time. At the adjourned meeting the Chairperson may conduct the

meeting as per the Agenda or may adjourn the meeting to another date.

Each member, except co-opted members shall be entitled to one vote. Co-opted

members shall not be entitled to vote. A 11votes shall be by a show of hands or by way

ofa secret ballot.

The Secretary shall maintain a record of the minutes of the meeting and transactions

of nil meetings of the Board of Governors. The minutes of each meeting shall be

approved by the Beard of Governors at the subsequent meeting.

- The Chairperson may also call and convene a meeting of the Board of Governors on. ,... -,

··~anlirgentbasis~ giving 24 hours notice;

Participation By Telephone; Action Without A Meeting:

The,ITlembers of the General Body and the members or the Board of Governors may

partisipute in a meeting of the members of the General Body or of the Board of

Gov~!nors or any committee of the Board or Governors, respectively, by means of a

conf~rence telephone or similar" communication equipment allowing all persons

pa~idpating in the meeting to hear each other at the sam~ctime. ParticipatioJiby such

me,~n,sshall constitut~pre~ence in person at the m~eting. Any action req~ired or-,' .','.- ..... --,

perIriittedto be taken by the members of tile GeneraiBody or the Board of Govemors, '.'-.'.-'~':_:,,.-.'~~~-;:':__:~?f~'--~"-~-- - - '. '-~-_::::::<:::--" , . _.,:" <;" :'-- - .: ','':.. H _', ....., .... ,_... _. ·,d. " ..•

·?~e~~committee t~~re()fIl1aybe t~kenwithou,t a m~~tiI1g, if all members of General

'B6d;?o;all the memtxfrS()flhe Boa'rd ofGov~morsorthecommittee, as the case mav,::'::;r;<::::g:·~~~,_- __:--_ ..-,·_",::-__:l.,.- _ - '. ", /. ':" __ - ',' _,::_'.," :

·be, ,consent in '.'.iiting to the adoption of a resolution authorizing the action. The

res()Iption and the written consents thereto by the members of Gcneral BOd~iC-o~pmembers of the Board of Governors or of sllch comminee, as the case may _·t;~f'tm·,,·.fo"',," "'0

filed wi th the m i11"tes of the proceed ill£S0f the m embers of the G el1er1 ;~d~ 0_ \~\Board of Governors or of such comm IttcC. ; ~ ~ ~~ !~l

C;i<~~.!.;?)Further,' the Board of Governors may also resolvc matters bv wav of circular '/

6) INDEMNIFICATION.

SOCIETY shall, to the full extent permitted by law, indemnify and advance expenses

to each individual made or threatened to be made a party to any action or proceeding

by reason of the fact that such individual is or was a member of the Board of

Governors or officer of SOCIETY or is or was serving at the request of SOCIETY as

a director, officer, employee or agent of another society, associution, corporation,

partnership, joint venture, trust, employee benefit plan or other entity, in each case

against judgements, fines.,- amounts paid in settlement and reasonable expenses,

including attorf!~Ys.' fees, necessari___ n ... . _

or any appeal therein.

7) PROPERTY OF SOCIETY

incurred as a result of ~uc~.actiql1_9~pr~ceeding

All properties belonging to SOCIETY shall be purchased in the name of the societx,~""~"",-,,,~

,,~:'" j~t.01' ~....~t<,;~ .. .;$>#,>"

<t. r' ~v~C' l,-,\.k; ,. )~\

~.:: ;,c )~\

~4-- , ' lL~i... of Governors shallprovide aC9mmon seal and provide .its sa . ~ -~';,.~ •.f$)Th~::e:'lshall only be used with the authontyof JheBoard of Governors to :;;>s~ ~for deeds,eontracts; agreements and official letters. documents or statements. The

Secretary I any other person appointedand/orauthorizcd by the Board of Governors'.-' -. -._ - _0- .• -, ." ' ... - c- ' .. _ .. - .• - .- _ OU_",. __ ._ f

shall sign every such instrument to which th~ seai is to be affixed., ~ _'. ~.._:'"-~,.1.)}.;;1.~ '"J$"

I·'..,:~'?~~.'" "'~~(5.

..\,...#'~- '-)()9) SOURCES AND UTILISATION OF FUNDS l.;';;: i ~.:r,'~';_'" ~'

r. ' \" J~

~.£" ['>,/1; .lE!Pursuant to Section 5 of the Act. the property of SOCIETY, botl1 mQvable 'rind;~:/"., Jimmovable shall be deemed to bc vested in the Board of Governors. SOCIETY l~ai -

solicit, raise, accept, hold and administer funds and properly by donation, grant,

contribution, loan or any other means as applicable under law, from the Central

Government, the State Governments. foreign agencies. non-government agencics

public and private financial institutions, corporations, charitable trusts, individuals

and other sources exclusively for its aims and objectives. and to that cnd take and

receive, by purchase, grant, gilt, bequest or devise. or as bcneficiary of any trust, any

property, real or personal, tangible or intangible, wheresoever located. SOCIETY may,

make donations in furtherance of its aims ulld objectives. SOCIETY may invest and

reinvest the funds and other property. including the invcsting and reinvesting of such

funds and property in furtherance of such aims and objectives. SOCIETY may collect

and receive the IJl<.:ome,i rany, rrom any investmcnt or reinvcstment or slIch funds or

property. and apply the income and, if SOCIETY so decides, the principnl of such

property as'SOCIETY may from time to time possess, to its aims and objectives.

SOCIETY is not organized for profit,ahd no part of its net earnings shall inure to the

benefit of any present or past member of SOCIETY or to any person claiming through____ ~ .• _ - __ u _

iny~one or~more -of the prcseni--or~~the past members, or to any director, officer,

employceor member of the Boardof Govcrnors, any member of any committee of

-,--,'" ','---,' . --'.

X:'i-:·~-'>'f,": :.:,;~- ,"-',.,» '<:{.-, 1""C;

.~::_ -::. ,C' - .. : .. ,'.:.' '_: .. : . i.

AUDITOP'XCCOUNTS AND FINANCIAL YEAR",?:«~::-!:{--_';C:;'_-':"";":

,.

oftheauditorand submit a report of the state of affairs to the members of SOCIETY.

The auditor/audit firm shall hold officc from the date of his/its appointment to the

next AGM. In case of this office bec0ming vacant, the Board of Governors shall

appoint a suitablcauditor/audit firm to hold this ollice till the next AGM. Thc

auditor/audit firm can be removed by the General Body of Members befor,e expiry of

his/its term by giving him'an opportunity of being heard.

The financial year shall be from April I to T\larch 31 inclusive.

11) BANKACCOlJNTS

As authorized by the Board of Go\crnors from lime to lime. SOCIETY may open and

close onc or more bank accounls in any bank, in India or elsewhere. Pursuant to sllch

authorization, the requisitc pnmiss;()ns./formalilics, if zmy. for opening of accollnts

and transactions with respect to accounts sh~ll be duly obtained by the Chief

Executive Officer or by any other person authorized by the Board of Governors for

that purpose.

12) ANNUAL LIST OF MANAGEMENT/GOVERNING BODY

A list of names, addresses and, occupations of the members of the Board of

Governors, which is the Board of Governors of SOCIETY, shall

Registrar of Societies, Delhi, on before January 31 of each year.

Pursuant Sections 6-8 of the Act, SOCIETY may sue or be sued in the name

Chairperson/President and/or the Secretary of HDNR. A judgment recovered in such a;_:,' ~- -;: -. - .---.- --- - - - --- .--. /--

proceeding against the Chairperson / President or the Secretary shall be enforceable

only against the property of SOCIETY. The privat~propertyof any of the Members. - .... / - - . - -- . ' ..

2f,tIP~R,ofanygfthemembers,of the Board qfGoyernors of SOCIETY~l1dof any

()fJhci?ffic~rsof SOCIETY"shall not be subject to -thepaymcm of SOCIETY's " .)£~to any extent wha~soever. No memberof SOCIETY, no member of the '." ,~--S~G,'ovcrn.',orsofSOCIET Yand nooffilce, r pfSOCIETY shall be liable pcrsona.,~,~,'i· .,,~I'Y:....•••• " ., #4&,'" ), -.',- - ."t;;i..-; ~-~ , .••.

debts, liabilities or obligations of SOCIETY. Pursuant to Section 10 of the~:~\ nYft~!~

Member who shall possess ouktain any property of SOCIETY in a manncr'b~. f(>!: a

time contrary to the rules and decisions adopted from timc to time by thc Board or

Governors, or wl10 shall injure or destroy any property of SOCI ETY. will be liable for

such arrears or for the da'pugc accruing from such detention, injury, or destruction of

property, and such liability shall survive termination of membership in SOCIETY.

14) AMEND!'vlENT

Pursuant to Section 12 of the Act, if the Board of Governors deems it necessary to

amend the Memorandum and/or SOClETY's aims and objectives, the Board shall

submit a writtci! er printed report of this proposition to the Members of SOCIETY,

tcn (10) days prior to a special meeting called by the Board in this regard. The

proposition must be voted for by three-fifths of the Members, in person or by proxy,

and conl1rmed by three-f1fths of the ~1cmbcrs present, at a second special meeting

convened by the Board not less than one month after the first meeting. SOCIETY

shall not carry on propaganda or otherwise attempt to influence legislation.

SOCIETY shaH not cparticjpate in or intervene in (including by the, publishing or

of statements) any political campaign on behalf of or in opposition to any

for public office. These/Rules and .Regulations may be amended or

repealed at any meeting of the Members or the Board of Governors, provided that

notice of the text of the proposed amendment or repeal has been sent to cachMeI}1~r,.". /i~'~-_-_ >-~ ~'/;:.,.~;

-ofeachmembef..--oftheBoafd,as the case)naybe~at 1easlfi ve (5) daysffifja{(ance of'~'J; u_

.. %~. ~

.the.d.ate set for th.em..e..et..in..g..' ".:: ' [1~;..•••.•.•• i"Y·; . ~~v;w'15)/"DISSOLUTION ANnADJUSTMENT OF AFFAIRS \~a-.ia.- ~.-..... ~~~·O;i~~Pursuant to Sections 13 and 14 of the Ac~ SOCli::TY maybe dissolved by vote of not

threc-fifths .•·.•.9f t..hc. Members. The votes may be delivered in pe.r...s.on or.b..y......... ,_. " .•..•. ' .. :.- -.- - .. ,_ •.... c

age~eralm0etii~~onvened forthis pu~ose. In the event of the liquidation,

or windjng"~g,of S9CIETY. (whether voluntary,involulltaryOr by

of law), SOfIETY'sproperty?ndfor assets shall not be con.2t~~d.i~iributcd to any present';r past member of SOCIETY or to. any pers."U.rNJ. o~~thr()ugh anyone or more of the present or past members, or to any mm of ~'~~ )~

Board of Governors of SOCIETY. or to any director. officer, employee {~~e ~~ }fa committee of, or person connected with SOCIETY, or any othcr private~1~:~~icf(m, ,J:'or to any organization created or operatcd for profit; but, aftcr dcducting atrt'l~~cs.sari·i: "-'.

expenses of liquidation, dissolution or winding up, as the case may bc, all the

remaining property and .assets of SOCIETY shall be distributed only 10 su~h other

organizations as shall then be org~ll1izcd and operated for aims and objectives which

arc exclusively charitable, scientific and educational, as determined by the vote of not

less thanthrce-fiflhs oflhe Members present in person or by proxy,

16) APPLICATION OF THE ACT

All the provisions of the Societies Registration Act of 1860, as applicable to National

Capital Territory of Delhi, shall be applicablc to this Society.

1. Chairperson

)II!

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