Constitution

Picture (right) : Hong Kong Island

Constitution

1. NAME
The name of the organization shall be THE HONG KONG EPIDEMIOLOGICAL ASSOCIATION ( 香港流行病學學會 ) - hereafter referred to as the Association.

2. PLACE OF BUSINESS
The registered office of the Association will be situated in Hong Kong.

3. OBJECTIVES OF THE ASSOCIATION

4. MEMBERSHIP

5. PATRON(S)
The Executive Council shall in their discretion invite any person of distinction to become Patron of the Association.

6. HONORARY ADVISOR(S)
The Executive Council shall in their discretion invite any person of distinction to become Honorary Advisor of the Association.

7. TERMINATION OF MEMBERSHIP

8. SOURCE OF INCOME
The treasury shall be made up of any of the following : membership dues, contributions from individuals, organizations and companies, grants from government funding bodies, special projects funded by organizations and companies, proceeds from programs and meetings, sale of publications and other sources deemed acceptable by the Executive Council.

9. GENERAL MEETING
9.1 The highest authority of the Association is vested in the general meeting of the voting members. At least ten percent of the voting members must be present at a general meeting for its proceedings to be valid and to constitute a quorum.
9.2 The Annual General Meeting (AGM) of the Association shall be held every year at a time and place to be decided by the Executive Council. If 30 minutes after that time appointed for the meeting a quorum is not present, the meeting shall be postponed to a date to be decided by the Executive Council. At the adjourned meeting, if a quorum is not present within half an hour from the time appointed for the meeting, then the voting members present in person shall be a quorum. The purposes of the AGM are:
9.2.1 To receive the Executive Council's reports on the workings of the Association during the previous year.
9.2.2 To receive the Honorary Treasurer's report and the audited annual accounts of the Association for the previous year.
9.2.3 To elect the Executive Council and to appoint auditor and Honorary Legal Advisor.
9.2.4 To deal with other matters as may be put before it.
9.3 The Honorary Secretary shall send to all members an agenda at least 14 days before the meeting. Copies of minutes, annual reports, together with the audited annual accounts of the Association for the previous year will be distributed at the AGM. Copies of these documents will also be made available at the place of business of the Association for the perusal of members.
9.4 An Extraordinary General Meeting of the Association shall be convened whenever the Executive Council deems it desirable or at the joint request in writing of not less than ten percent of the voting members, stating the objectives and reasons for such meeting.
9.5 The Extraordinary General Meeting requisitioned by members shall be convened for a date within thirty days of receipt of such requisition.
9.6 Notice and agenda for an Extraordinary General Meeting shall be forwarded by the Honorary Secretary to all members at least ten days before the date fixed for the meeting.
9.7 If within thirty minutes of the scheduled meeting, a quorum of less than ten percent of the voting members is present, the Extraordinary General Meeting shall be cancelled.

10. EXECUTIVE COUNCIL
10.1 An Executive Council shall consist of the office bearers, namely, a President, a Vice President, an Honorary Secretary, an Honorary Treasurer and other Ordinary Council Members.
The Council shall consist of 12 elected members and one ex-officio member who shall be nominated to the Council from member of the outgoing Council.
10.2 Names of the Council members shall be proposed and seconded. Election will be by simple majority vote of the members present at the Annual General Meeting. All office-bearers of the Executive Council shall be eligible for re-election. The President, the Vice-President, the Honorary Secretary and the Honorary Treasurer are elected by the Executive Council.
10.3 The function of the Executive Council is to organize and supervise the day-to-day operations of the Association and to make decisions on matters affecting its running within the general policies laid down by the general membership. The Executive Council may not act contrary to the expressed wishes of the general membership without prior reference to it and shall always remain subordinate to the general membership.
10.4 The Executive Council shall furnish a report to the Annual General Meeting on its activities during the previous year.
10.5 The Executive Council may engage a person, paid staff or agency as remunerated employees or advisors to assist in the smooth running of the Association. It may suspend or dismiss any office bearers or members of the staff for neglect of duty, dishonesty, incompetence, refusal to carry out the decision of the Executive Committee or for any other reason which it deems good and sufficient in the interest of the Association.
10.6 The Executive Council shall meet at least once every six months. Seven days' notice of each meeting shall be given to the members. The President alone, or not less than four of its members acting together may call for a meeting of the Executive Council to be held at any time. At least five of the Executive Council members must be present for its proceedings to be valid and to constitute a quorum.
10.7 When an urgent matter requires the approval of the Executive Council arises and it is not possible to convene a meeting, the Honorary Secretary may obtain such approval by means of a circular. The issue must be clearly set out in the circular and forwarded to all members of the Executive Council. At least one half of the Executive Council must indicate whether they are in agreement or against the proposal and the decision must be by majority vote. The decision obtained by the circular shall be reported by the Honorary Secretary to the next Executive Council meeting and recorded in the minutes thereof.
10.8 Any Executive Council member who fails to attend three consecutive meetings of the Executive Council without satisfactory explanation will be deemed to have resigned from the Council.
10.9 The office of an Executive Council member shall be vacated
10.9.1 If the Executive Council member becomes bankrupt;
10.9.2 If the Executive Council member is convicted of any serious criminal offence.
10.9.3 If by notice in writing to the Association the Executive Council member resigns.
10.9.4 If the Executive Council member becomes of unsound mind.
10.9.5 If the Executive Council member is removed by a special resolution passed in a general meeting of the Association.
10.10 In the event of any vacancy of the Executive Council, the Executive Council shall have the power to co-opt any Ordinary Member from the Association to fill the vacancy until the next Annual General Meeting.

11. DUTIES OF THE OFFICE BEARERS
11.1 The President shall during his/her term of office preside at all general meetings and all meetings of the Executive Council and shall be responsible for the proper conduct of all such meetings. He/she shall have a casting vote and shall sign the minutes of each meeting at the time they are approved.
11.2 The Vice-President shall deputize for the President and preside all meetings during the latter's absence.
11.3 The Honorary Secretary shall conduct the business of the Association in accordance with the rules and shall carry out the instructions of the general membership and of the Executive Council. He/she shall keep all books, documents, and papers except the accounts and the financial records. He/she shall be responsible for conducting correspondence and shall attend all meetings and record the proceedings. He/she shall maintain a proper membership register of the members. An assistant to the Honorary Secretary may be appointed by the Executive Council from the Council or general membership.
11.4 The Honorary Treasurer shall be responsible for the finances of the Association. He/she shall keep accounts of all its financial transactions and shall be responsible for their correctness.

12. COMMITTEES
The Executive Council may appoint any committee for any purpose arising out of or in connection to any of the duties, functions and aims handed down under the Association constitution. Any member can become member of these committees.

13. FINANCIAL PROVISIONS
13.1 The Honorary Treasurer may hold a petty cash in advance at any one time. The amount is to be decided by the Executive Council. All money in excess of this amount shall be deposited in a bank approved by the Executive Council. The bank account shall be in the name of the Association.
13.2 All cheque or withdrawal notices on the Association's account shall be signed jointly by the Honorary Treasurer and either the President, Vice President or the Honorary Secretary.
13.3 A balance sheet and statement of receipts and payments for the preceding year must be prepared, audited and presented at the Annual General Meeting.

14. DISSOLUTION
14.1 The Association may be voluntarily dissolved by a resolution of not less than three-fifths of the total voting membership.
14.2 In the event of the Association being dissolved as provided above, all debts and liabilities legally incurred on its behalf shall be fully discharged and the remaining funds shall be disposed of in such manner as may be decided upon by a general meeting. Each member is subjected to a liability not exceeding HK$100.00.
14.3 Notice of dissolution shall be forwarded to the Registrar of Societies within 14 days of its dissolution.