CONSTITUTION OF THE MALAYSIAN DANISH ASSOCIATION (MDA)

Index 

Article 1: †††Name of Association

Article 2:† ††Correspondence Address

Article 3: †††Objectives of MDA

Article 4:† ††Membership

Article 5:† ††Rights and Duties of Members

Article 6:† ††Patron

Article 7: †††Executive Committee

Article 8: †††Auditor

Article 9:† ††Election of Executive Committee Members

Article 10:Annual General Meeting

Article 11:Extraordinary General Meeting

Article 12:Quorum

Article 13:Amendment of Constitution

Article 14: Sponsorships

Article 15:Dissolution

 

Article 1:Name of Association (back to index)

 

The name of the association shall be the Malaysian Danish Association, hereinafter referred to as MDA, established as of the 11th November 2001.

 

Article 2:Correspondence Address (back to index)

 

The address of MDA shall be:††††††††††††††††††† Malaysian Danish Association (MDA)

††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††† c/o† Ms. Poo Chu Chua

†††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††† Birkeskellet 6,

†††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††† 2000 Frederiksberg,

†††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††† Denmark

 

Article 3:Objectives of MDA (back to index)

 

1.MDA shall be a non-governmental, non-political, non-profit, non-religious, non-racial and non-

†††† trade union organisation.

 

2.To bring together all interested Malaysians, Danes, and their families and others†††††††††

†††† through educational, social, cultural and economic activities for the benefits of†††††

†††† MDA and its members.

 

3.To endeavour mutually to respect different cultural needs and wishes.

 

4.To organise national/cultural celebrations and functions to promote the interests

†††of its members and to foster Malaysia/Denmark understanding and cooperation.

 

5.To assist in promoting relations between Malaysia and Denmark.

 

Article 4:Membership (back to index)

 

1.Application of Membership is open to everyone.

 

2.Categories of Membership and Membership Fee

2.1.†† Individual Member :-Dkk 150

†† ††2.2.†† Family Group Member (inclusive of own children under 18 years old only):-Dkk 250

†††† 2.3††† Corporate/Companies/Organisations Member:-Dkk 2000 (Only two (2) personís name to

††††††††††† be nominated to represent the corporation/company/organisation concerned)

††††††††††††

3.Application for Membership and Membership Renewal.†††

†††† 3.1.Application for membership shall be made on the form prescribed for such purpose by the

†††††††††††† Executive Committee and shall be delivered to the Association or to any of the Executive

†††††††††††† Committee Members.

†††† 3.2.The Executive Committee shall approve all applications for membership. Approval or

†††††††††††† reason for rejection of any such application shall be given in writing within a month after an

†††††††††††† application has been submitted. However, a written appeal against rejection can be made by

†††††††††††† the applicant to the Executive Committee.The decision of the Executive Committee on

†††††††††††† such appeals shall be final and binding. †††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††

†††† 3.3.Membership fees shall be payable on joining and shall be valid from the 1st of January to

†††††††††††† the 31st of December of the calendar year. Membership fees shall be payable to the MDA

†††††††††††† bank account.

†††† 3.4.Membership shall be terminated if the annual subscription fees are not renewed within the

†††††† ††††††first 30 days after two reminders have been received by the member concerned. Should a

†††††††††††† period of 90 days pass by without payment, the membership shall be terminated without

†††††††††††† further notice.

†††† 3.5.Members in arrears with subscriptions will lose all MDA memberís privileges until it is

†††††††††††† brought in order again.

†††† 3.6.Membership fees paid are neither refundable nor transferable.

†††† 3.7.Membership fees payable will be retained to meet the ongoing costs of MDA.

†††† 3.8.Membership fees are to be revised and decided during the Annual General Meeting

 

4.Resignation from Membership.††††

†††† 4.1.Any member who desires to resign from membership must deliver written notice of ††††

†††††††††††† resignation to the official correspondence address of MDA or through any of the

†††††††††††† Executive Committee Members.†††

†††† 4.2. Every resignation notice shall be deemed to take effect on the date stated in the notice, or,

†††††††††††† on the date that such notice is received by MDA, whichever is later.

 

5.Expulsion

†††† 5.1.The Executive Committee may, by notice in writing, have the right at any time to expel any

†††††††††††† member if, in the opinion of the Executive Committee:

†††††††††††† a.†† such member has breached the Constitution of MDA;†††††††††††††

†††††††††††† b.†† such member has conducted himself/herself in an unbecoming manner; or

†††††††††††† c.†† allowing such member to remain as a member would bring discredit to MDA.

†††† 5.2.A member may appeal to the Executive Committee against such decision within 30 days of

†††††††††††† receiving such notice. The decision of the Executive Committee on such appeals shall be

†††††††††††† final and binding.

 

6.Termination of Membership.

†† ††6.1.Membership will be terminated if a member:

†††††††††††† a.dies;

†††††††††††† b.resigns;

†††††††††††† c.ceases to qualify for membership under his/her category of membership;

†††††††††† d.is expelled under (5) above;†††††††† †††††††††††††††††††††††††††††††††

†††††††††††† e.is in arrears of payment of any Fees (as defined in the Article 4) or of any other

††††††††††††††††† additional contributions and charges required to be paid to MDA.

†††† 6.2.Each member shall on termination of his/her membership of MDA for whatever

††††††††††† reason, forfeit all rights to and claims upon MDA, their property and funds.

 

Article 5:Rights and Duties of Members (back to index)

 

1.All members shall have the following rights:††††

1.1.    To use any facilities provided by MDA for the general use of its members;

1.2.    To attend Annual General Meetings and Extraordinary General Meetings of MDA;

1.3.    To attend functions and activities arranged by MDA;

1.4.    To be eligible to receive assistance and advantages within the scope of the Objectives of MDA;

1.5.    To comply with this Constitution and policies and rules of the Association, as amended from time to time;

1.6.    No member shall, by reason of membership of MDA, be liable for any debts or obligation of MDA in the absence of an express written promise to accept such liability;

1.7.    Monies paid to MDA are neither refundable nor transferable.

1.8†† Each member shall be obliged to keep the Secretary informed, by writing within fourteen

††††††† (14) days, in case of any change of correspondence address, E-mail address, or some other

††††††† address at which communication may be addressed to him/her, any other necessary

††††††† information as a member.

 

2.Voting rights:

†††† Each member shall be entitled to one vote, in person, at the Annual General Meeting or any

†††† other Extraordinary General Meetings of MDA.

 

3.Memberís Visitors/Guests

†††† 3.1.Members may, with the consent of the Executive Committee introduce and entertain their

†††††††††††† guests as visitors to MDA or to participate in any of MDAís activities or functions,

†††††††††††† provided such activities or functions allows non-members.

3.2.    Members are responsible for their visitors/guests to observe strictly the rules and by-laws of MDA.

†††††††††††††††††††††††††††††††††††††††††† †††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††

Article 6:Patron (back to index)

 

The Malaysian Honorary Consul in Denmark is the Patron of MDA.

 

Article 7:Executive Committee (back to index)

 

1.MDA shall have an Executive Committee, which shall be responsible for the day to

†††† day running of the association.

 

2.The Executive Committee shall be responsible for organising the Annual General Meeting,

†††† Extraordinary General Meeting, public relations and sponsorship activities as well as the

†††† administration of MDA.

 

3.The Executive Committee shall be responsible for carrying out all resolutions of MDA,

†††† and for organising or appointing members to organise activities for the association.

 

4.The Executive Committee shall have full authority to enter into financial transactions and,

†††† generally, to deal in all matters related to MDA.

 

5.The Executive Committee shall have the authority to obtain, collect and receive money and †††

†††† funds by contributions, sponsorships, donations, membership fees, or any other way.

 

6.All funds of MDA or any part of such funds may only be dealt with by the Chairman,†††

†††† and the Treasurer.

 

7.The Executive Committee may form sub-committees with at least one Executive Committee

†††† Member in the Organising Committee, from time to time to assist in the running of MDA.

 

8.The Executive Committee may, from time to time, co-opt members to the Executive Committee

†††† on an ad hoc basis.

 

9. The Executive Committee comprises of:

†† ††-††††† One (1) Chairman

†† ††-††††† One (1) Vice Chairman

†† ††-††††† One (1) Treasurer

†† ††-††††† One (1) Secretary

†† ††-††††† One (1) Committee Member

†††† -††††† Two (2) Substitutes

††††††††††††††††††††††††††††††††††††††††††† ††††††††††††††††††††††††††††††

10.Duties/Roles of Members of the Executive Committee

†††††† 10.1.The Chairman†††††††††††

†††††††††††††† a.The Chairman shall exercise general supervision over the affairs of MDA and

††††††††††††††††††† represent the entire MDA in internal and external relations.

†††††††††††††† b.The Chairman shall be at all MDA meetings. In his/her absence, the Vice Chairman

†††††††††††††††††††† shall take his/her place.Chairman and Vice Chairman shall keep all Executive †††††††††††††††††††††

††† †††††††††††††††††††Committee Members informed of all current affairs he/she partakes in.††

†††††††††††††† ††c.In the event of any dispute regarding the interpretation of any rules of Constitution or

†††††††††††††††††††† ††any by-laws, the decision of the Chairman shall be final.

††††††††††††††††d.In any meeting of MDA or any other meeting of the Executive Committee, shall

†††††††††††††††††††††† there be an equal number of votes for or against a motion, the Chairman of the

†††††††††††††††††††††† meeting shall, in addition to own vote, have a casting vote.

 

††††† 10.2.The Vice Chairman††††††††††††

††††††††††††††† ††a.The Vice Chairman shall assist the Chairman in his/her functions. In the absence of

the Chairman, the Vice Chairman shall have the same power and authority as the†††

†† Chairman.

 

††††† 10.3.The Secretary†††††††††††††††

a.The Secretary shall be responsible in keeping and maintaining the minutes of all

†††† meetings of the Executive Committee, Annual General Meeting and Extraordinary

†††† General Meetings of MDA.

††††††††††††††† b.The Secretary shall be responsible for keeping and updating all membersí records.

††††††††††††††† c.All records kept by the Secretary shall be available for perusal by any member of

†††††††††††††††††††† ††MDA after giving the Chairman, or Secretary, one (1) week advance notice.

 

††† ††10.4.The Treasurer††††††††††††

††††††††††††††† a.The Treasurer shall keep all funds and collect all monies on behalf of the Executive†††

††††††††††††††††††††† Committee of MDA.††††

†††††††††††††† b. The Treasurer shall keep a correct account of all financial transactions of MDA.

††††††††††††††† c.The financial year of MDA follows the ordinary calendar year (January-December).

††† †††††††††††d.Any financial outflow decisions over Dkk 300 (Three hundred Danish Kroner) are to

†††††††††††††††††††† be approved by the Executive Committee.Any amount lesser than Dkk 300 may be

†††††††††††††††††††††† dealt with by either the Chairman or the Treasurer.

                  e.The account book shall be made available for inspection by the Auditors or by any††

††††††††††††††††††† member of MDA after giving the Chairman, Secretary or Treasurer, one (1) week

††††††††††††††† †††††advance notice of his/her desires to inspect the account book.

††††† †††††††††f.The Treasurer has one (1) month to prepare the year-end accounts before submitting

†††††††††††††††††††††† to the Auditors. The accounts have to be documented, audited and sent to the

†††††††††††††††††††††† members at least twenty-one (21) days before the Annual General Meeting.††††††††††††††††††††††††††††††††† †††††††††††††

††††††††††††† ††g.In circumstances that prevent the Chairman and/or the Treasurer in assuming their

†††††††††††††††††††† responsibilities concerningthe financial status for MDA, refer Article 9 (9) and (10).

†††††††††††††††††††† The Executive Committee must then nominate the necessary person/persons to

temporarily assume the duties/roles until an Extraordinary General Meeting or

Annual General Meeting is called and the new person/persons is/are elected, refer

Article 9 (11).

†††††††††††††††h.The income and property of MDA whenever and however derived shall be

††††††††††††††††††††† applied solely towards the promotion of the objects of the association. No portion

††††††††††††††††††††† thereof shall be paid or transferred directly or indirectly by way of dividend, bonus,†††

†††††††††††† ††††††††profits or otherwise. However, in the event of dissolution, pursuant to Article 15,

††††††††††††††††††††† claim shall be binding.

†††††††††††††i.The Executive Committee may in good faith direct that payment by way of proper

††††††††† ††††††††††††remuneration and/or reimbursement of reasonable expenses be made to any person

††††††††††††††††††††† or member of MDA for services rendered and/or out-of-pocket expenses or any other

††††††††††††††††††††† fees or charges incurred on behalf of the Association (optional).†††††††

 

Article 8: Auditor (back to index)

†††††††††††

1.Two (2) members shall be elected at the Annual General Meeting as Auditors for the duration of

†††† two (2) years.

 

2.The Auditors shall have the right to audit the account book of MDA at any time and shall be

†††† given a two (2) week period to audit the annual accounts of MDA and shall be responsible for

†††† certifying all financial statements.

 

Article 9:Election of Executive Committee Members (back to index)

 

1.Nominations of prospective Executive Committee Members are to be submitted to the Chairman

†††† on the day concerned prior to the election.

 

2.The nominees must be present.

 

3. Election shall be on a secret ballot or by show of hands, as determined by the members at the

†† Annual General Meeting, or any other Extraordinary General Meetings.

 

4.Each member has only one vote, and voting cannot be done in absentia.

 

5.All positions in the Executive Committee shall be elected at the Annual General Meeting or any

††† other Extraordinary General Meetings of MDA.

 

6.The office of the Chairman, Vice Chairman, Secretary and Treasurer shall each be individually

†††† voted upon.The Committee Member shall be the person obtaining the highest votes on a single††††††

†††† ballot.

 

7.Each elected Executive Committee Member shall hold office for a two (2) year period or until

†††† the next two (2) Annual General Meetings, except the Committee Member and Substitutes who

†††† shall hold office for a one (1) year period, and shall be eligible for re-election when the term of

†††† office ended.

 

8.The Chairman and Secretary are elected for a two (2) year period in even years, whereas the

†††† Vice Chairman and Treasurer are elected for a two (2) year period in uneven years.

 

9.If an Executive Committee Member is temporarily unable to perform his/her duties, a

†† replacement may be co-opted by the Executive Committee from among the Executive

†††† Committee Members.

 

10.If an Executive Committee Member is unable to complete his/her term of office, a replacement

†††† ††may be co-opted by the Executive Committee by nominating the necessary person/persons

††††† based on the last Annual General Meeting ballot results according to the next highest number

††††† of ballots received to become Executive Committee Member.

11.The Executive Committee Members shall nominate among themselves to temporarily assume

††††† the duties/roles until an Extraordinary General Meeting or Annual General Meeting is called

††††† and the new person/persons is/are appointed or elected to fill the vacated office.

 

Article 10:Annual General Meeting (back to index)

 

1.The Annual General Meeting is the highest authority.

 

2.All members will be invited to attend the Annual General Meeting in order:

†††† 2.1.to receive and, if approved, pass the Account for the preceding financial year;

†††† 2.2.to endorse the members elected for the Executive Committee, Sub-Committee (if any) and ††

†††††††††††† to elect two (2) members to act as Auditors for the ensuing financial year (if needed); and

†††† 2.3.to conclude any other business as proposed to the Executive Committee.

††††

3.Subjects to be dealt with have to be submitted in writing to the Chairman, at least fourteen (14) †††

†††† days before the Annual General Meeting.

†††††††††††††††††††††††††††††††

4.All members are to be informed at least twenty-one (21) days before the Annual General

†††† Meeting, and fourteen (14) days before the Extraordinary General Meeting.

†††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††††

5.A member will be elected to chair the Annual General Meeting.

 

Article 11:Extraordinary General Meeting (back to index)

 

1.Extraordinary General Meeting can be called at any time either by the Executive Committee

†††† or by any written request of not less than one quarter of the members who are entitled to vote.

 

2. Extraordinary General Meeting will be called and conducted in accordance to the "Annual

†† General Meeting" terms.

 

Article 12:Quorum (back to index)

 

1.The quorum at an Annual General Meeting or Extraordinary General Meeting shall not be less

†††† than ten percent (10%) of MDA members present in person.

 

2.If a quorum is not presented at an Annual General Meeting or Extraordinary General Meeting,

†††† the meeting shall be adjourned for fourteen (14) days.Members shall be notified of the

†††† adjournment. At the adjourned Annual General Meeting or Extraordinary General Meeting, any

†††† number of members attending such meeting shall constitute a quorum.

 

3.The Chairman and/or the Vice Chairman, and any two (2) Executive Committee members

†††† present in person throughout an Executive Committee meeting shall constitute a quorum.

 

Article 13:Amendment of Constitution (back to index)

 

1.The provision of this Constitution may be revoked, added to or amended by a resolution passed

†† by a two-third or more of the members present and entitled to vote at any General Meeting for

††† which notice has been duly given specifying the intention to propose such revocation, addition

†††† or alteration, together with full particulars thereof.

 

2.Requests/proposals for amendments are to be submitted in writing to the Chairman, at least

††† fourteen (14) days before the General Meeting.

 

3. Accepted requests/proposals are to be sent to members, at least seven (7) days before the

†††† General Meeting.

 

4.There must be a two-third or more majority votes for any amendments to take effect. Should

†††† there be a necessity for re-voting, a majority vote would be in order for the amendments

†††† concerned.

Article 14:Sponsorships (back to index)

 

1.MDA welcomes sponsorships from individuals, organisations, institutions and companies.

 

2.Sponsorships are to be discussed, reviewed and approved by the Executive Committee without

†††† having to compromise any unreasonable obligations towards the sponsors concerned.

 

3.The Chairman, or any Executive Committee Member involved in the sponsorship project must

†††† have the approval from the Executive Committee.The Chairman, as the representative of the

†††† Executive Committee, MDA and members shall sign on the official written Application Form ††††

†††† addressed to sponsors, for any kind of sponsorship for MDA.

 

Article 15:Dissolution (back to index)

 

1.If a resolution is passed by a two-third or more of members entitled to vote at a General Meeting

†††† to dissolve MDA, the Executive Committee shall take immediate steps to convert into money all

†††† the property of MDA.

 

2.The proceeds of such conversion shall be applied first in meeting all liabilities of MDA.

†††

3.Any balance remaining shall be decided and disposed of by the Executive Committee through

†††† humanitarian and/or social activities.                                                          

 

Dated:1st of May 2005

 

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