Constitution & By-Laws

CONSTITUTION

NAME AND OBJECTIVES

1. The English name of the Association shall be the Hong Kong Geographic Information System Association or HKGISA in short. The Chinese name of the Association shall be ( ).

2. The objectives of the Association are to promote interest and advancement in geographic information system in Hong Kong.

MEMBERSHIP

3. Membership is open to any person who is interested in the aims of the Association. There shall be no entrance fee for membership of the Association. Members may be enrolled in any one of the following grades on payment of the appropriate subscription and shall be entitled to enjoy the rights and privileges specified in each case.

A. Full Membership: On the payment of the annual subscription, full members shall have the rights: (i) to participate in the activities of the Association; (ii) to receive current publications of the Association; (iii) to receive notice of and to attend the Annual General Meeting with the rights to vote; (iv) to receive notices of and to attend conferences and meetings of the Association; (v) to be nominated, and to make nominations, for election to the Executive Committee subject to the Regulations of the Association; (vi) to enjoy such other rights and privileges as the Executive Committee may from time to time determine.

B. Corporate Membership : A college, school, educational institution, firm, government department, and research institute with the approval of the Executive Committee, may become Corporate Member on payment of appropriate annual subscription. Corporate membership entitles the institution to (i) to participate in the activities of the Association; (ii) to receive current publications of the Association; (iii) receive notices of and to send one representative only to attend the Annual General Meeting with the rights of voting; (iv) receive notices of and to send a maximum of 5 representatives to meetings as desired (unless otherwise specified) but to send one representative only to meetings where numbers are restricted (as stated in the notice of meeting); (v) to enjoy such other rights and privileges to the Executive Committee may from time to time determine.

C. Student Membership: On the payment of the annual subscription, Student Members shall have all the rights as the Full Members in manner specified in the Regulations listed under A except (iii) and (v). Student Members shall also have the right to receive notices of and to attend the Annual General Meeting but without the right of voting. Only full time students can become Student Members.

EXECUTIVE COMMITTEE

4. The Executive Committee of the Association shall consist of the Officers and Immediate Past President as shall be prescribed in the Regulations. The Committee is empowered to arrange the business and conduct of the Association in accordance with the objectives prescribed in Article 2.

OFFICERS

5. The Officers of the Association shall be the President, the Vice President, the Hon. Secretary, the Hon. Publication Secretary, the Hon. Treasurer, and three elected members.

PRESIDENT

6. The President of the Association, who shall also be Chairman of the Executive Committee, shall be elected at the Annual General Meeting, and shall have been an Officer of the Executive Committee for at least one term.

VICE PRESIDENT

7. The Vice President of the Association, who shall also be Vice Chairman of the Executive Committee, shall be elected at the Annual General Meeting from among Members of the Association of at least one year standing.

OTHER OFFICERS OF EXECUTIVE COMMITTEE

8. The Hon. Secretary, the Hon. Publication Secretary, the Hon. Treasurer, and the Elected Members shall be elected at the Annual General Meeting from among Members of the Association of at least one year standing.

FINANCIAL YEAR

9. The financial year of the Association shall commence on the 1st day of February of each year and terminate on the 31st day of January in the following year.

GENERAL MEETINGS

10. All business of the Association shall be transacted at General Meetings which shall be called for by the Hon. Secretary in accordance with the Regulations.

In each calendar year there shall be an Annual General Meeting, which shall be held not later than 31st March, for the purpose of receiving the report of the Executive Committee and the minutes of the previous Annual General Meeting, of examining the accounts of the previous financial year, of electing officers of the Executive Committee and of transacting general business. There shall also be many other general meetings as the Executive Committee may decide.

EXTRAORDINARY GENERAL MEETINGS

11. An Extraordinary General Meeting may be convened either by the Executive Committee at any time when the Executive Committee deems it necessary or at the written request jointly signed by either ten Full Members or one tenth of the Full Membership of the Association, whichever is the greater. The President shall hold an Extraordinary General Meeting within one month of receiving such a request.The request for the calling of an Extraordinary General Meeting shall specify the object for which the Meeting is to be called. The discussion at the Extraordinary General Meeting must be strictly confined to the objective state in the request. The method of notifying members and the quorum shall be the same as that of the Annual General Meeting.

REMOVAL OF MEMBERS

12. The Executive Committee shall have power to remove from the Association any member who shall have acted detrimentally to the objects of the Association. No member shall be removed except by a vote of a two thirds majority, at a meeting of the Executive Committee duly called for the purpose and provided that the member concerned shall have had an opportunity of being heard by the Executive Committee.

AVAILABILITY OF CONSITUTION

13. Copies of the Constitution and Regulations of the Association should be sent to all members on joining, and should always be made readily available to members on request.

AMENDMENTS TO THE CONSTITUTION

14. The Constitution may be amended after due notice at any General Meeting of the Association provided that two thirds of the members present are willing to vote to support the amendment.

DISSOLUTION OF THE ASSOCIATION

15. The Association shall be dissolved if two thirds of the members present at a General Meeting are willing to vote to support such a proposal.

If on the winding up or dissolution of the Association there remains after the settlement of all its debts and liabilities and property or funds whatsoever, the use of the same shall be decided by majority at a General Meeting at or before the time of dissolution. (adopted on 9 January 1995)

REGULATIONS

MEMBERSHIP AND DESCRIPTION

1. The annual subscriptions, which may be changed from time to time by a two third majority vote at any General Meeting, for the various categories of membership shall be as follows:Full Membership $200 per annum Corporate Membership $10,000 per annum Student Membership $100 per annum. All annual subscriptions are due on 1st February in each year.

2. Membership shall be deemed to have lapsed if the annual subscription remains unppaid before the commencement of the Annual General Meeting.

3. A person whose membership has lapsed, may apply for re admission to the Association.

OFFICERS AND EXECUTIVE COMMITTEE

4. The Executive Committee shall consist of the Officers and the Immediate Past President.

5. The Officers of the Executive Committee shall be nominated and seconded only with the consent of the nominee. Nomination form shall be sent to all Full Members at the same time of the notice of the Annual General Meeting. Election shall take place at the Annual General Meeting by a show of hands.

6. All officers of the Executive Committee shall hold office for two years from the time of election.

7. No officer of the Executive Committee shall be permitted to continue to be in office for more than three consecutive terms.

8. No meeting of the Executive Committee shall be valid unless the President, or the Vice President, or the Hon. Secretary is present together with no less than three other officers of the Executive Committee.

9. In the event of an Officer of the Executive Committee being temporarily unable to perform his duties, a substitute who shall have full voting rights may be elected in similar manner at any General Meeting. Pending the holding of such a General Meeting the Executive Committee shall be empowered to co opt a substitute.

10. The Executive Committee shall have the power to co opt not more than two members for an individual committee meeting.

11. All members of the Executive Committee shall be notified at least ten days prior to the holding of any committee meeting.

FINANCE

12. The Hon. Treasurer shall be responsible for the collection of all monies due to the Association, for their deposit in a bank account to be opened for the purpose, and for the payment from the account of all expenses of the Association approved by the Executive Committee.

13. The Hon. Treasurer shall keep an account book in which all details of money received and all expenses are kept, and shall present and report on the finance of the Association to the Annual General Meeting each year.

14. Cheques drawn on the account in the name of the Association shall be signed by any two of the following officers - the President, the Hon. Secretary, or the Hon. Treasurer.

15. An Hon. Auditor shall be elected annually by the Committee and confirmed by the Annual General Meeting.

16. The Committee shall not authorise any expenditure which cannot immediately be met from the fund of the Association.

17. Within this limit the Committee may authorise expenditure on any activity of the Association or for any purpose consistent with the aims of the Association.

18. The financial liability of members is limited to the amount of the annual subscription.

19. In the event of a dissolution of the Association, any assets of the Association, after payment of all debts, shall be handed either to another relevant organization or a charitable body as decided at the same General Meeting which approves the dissolution of the Association.

MEETING

20. The Hon. Secretary shall give at least ten days' notice for all General Meetings, to all members residing in Hong Kong. Such notice shall state the agenda and specify day, time and place of meeting.

21. Business on which a vote is to be taken shall be fully itemised on the agenda sent out with the notice of the meeting.

22. The quorum for an Annual General Meeting shall be the President, three other Officers of the Executive Committee and either twenty Full members or one fifth of the Full Membership of the Association, whichever is the smaller. If a quorum cannot be found at the first convocation, the meeting shall be adjourned for thirty minutes from the appointed time, after which any number of the Full Members present shall constitute the quorum.

23. A similar quorum shall be required at any other general meeting for any business requiring a vote; but nothing shall debar a smaller number of members meeting to discuss any matters which do not require a decision of the Association.

24. The Hon. Secretary shall enter minutes of all meetings in a book kept for the purpose which shall, after confirmation, be signed by the President at the following meeting, except for Extraordinary General Meeting. Minutes of any Extraordinary General Meetings shall be read at the following Annual General Meeting.

25. Sub committee or study groups may be established from time to time either by the Association or by the Executive Committee. These shall have such membership and terms of reference as may seem appropriate.

26. At all meetings motions shall be passed into resolutions by a majority of Full Members present.

27. In case the President and the Vice President are both absent from any meeting, those Executive Committee members present shall elect among themselves an interim chairman to preside over that meeting.

28. In case of an equivalence of vote, the President or the Vice President or the interim President presiding over the meeting shall have a second or casting vote.

LIABILITIES

29. The liability of the Association shall be limited to the amount of the subscriptions.

AMENDMENTS TO THE REGULATIONS

30. These regulations may be varied at a properly constituted meeting of the Association, have been listed in the agenda, and are supported by a majority of the members present at the meeting.

(adopted on 9 January 1995)