|THE CONSTITUTION OF|
DEWAN PERNIAGAAN DAN PERINDUSTRIAN CINA MELAKA
(THE MALACCA CHINESE CHAMBER OF COMMERCE AND INDUSTRY)
|ARTICLE 1 NAME:|
|The name of this society shall be “DEWAN PERNIAGAAN DAN PERINDUSTRIAN CINA MELAKA” (THE MALACCA CHINESE CHAMBER OF COMMERCE AND INDUSTRY) hereinafter referred to as “the Chamber”.|
ARTICLE 2 ADDRESS:
|2.1||The registered address of the Chamber shall be at No. 564B – 566B, Taman Melaka Raya, Jalan Merdeka, 75000 Melaka or such place as may be determined from time to time by the executive committee and approved by the Registrar of Societies.|
|2.2 ||The registered address of the Chamber shall not be changed without the approval of the Registrar of Societies. |
|ARTICLE 3 LOGO |
|3.1||The logo of the Chamber shall consist of two arcs perpendicularly subscribing a concentric circle, with a common diameter providing the linkage [hereinafter referred to as the “Logo”]. The circle shall symbolise stability and unity. Gold colour represents prosperity. |
ARTICLE 4 OBJECTIVES
The objectives of the chamber are:-
|4.1||To promote the interests of the members in the fields of trade, commerce and industry, agriculture and other economics activities.|
|4.2||To collect, collate and disseminate information relating to commerce, industry and other economics sectors. |
|4.3||To promote social, cultural, educational and welfare works. |
|4.4||To arbitrate on matters of dispute between members and to perform other services pertinent to the functions of a chamber of commerce. |
|4.5||To liaise with and to work jointly with other registered trade societies having similar objects as the chamber by way of mutual assistance towards the attainment of the above object. |
To carry out economic and commercial activities, the purchase and sale of properties, investment, the purchase and sale of shares and the incorporations of companies and enterprises for furthering the interest of the chamber provided that all benefits derived therefrom shall not be distributed among the members bit shall be used solely for carrying out the chamber’s objects.
|ARTICLE 5 MEMBERSHIP|
The following persons and bodies carrying on business as traders, industrialists, agriculturists, miners, professions and any other lawful business in or having a registered address in the State of Melaka and willing to abide by the Constitution of the Chamber shall be eligible to apply to become a member of the Chamber, namely:-
(a) any Malaysian citizen of Chinese origin irrespective of sex having attained the age of twenty-one (21) years and is or was registered as a member of the professional body in Malaysia and has not been struck off the registered as a member of a suspended from practice for any period of time (hereinafter shall be referred to as “the Individual Member”)
(b) registered trade associations whose majority membership comprises Malaysian citizens of Chinese origin (hereinafter shall be referred to as “ the Trade Association Member”) ; and
(c) registered companies or firms (which expression wherever appearing in this Constitution shall include sole-proprietorship and partnership) whose majority membership comprises Malaysian citizens of Chinese origin (hereinafter shall be referred to as “the Corporate Member”).
(d) Provided that all members shall perform the same duties and enjoy same privileges save and except the associate members who shall have no right to vote and be voted in the General Meeting.
PROVIDED THAT notwithstanding the aforesaid, the Chamber may if deem fit, admit such registered companies or firms which do not fulfill all of the abovestated qualifications as associate members of the Chambers.
Trade Association Members and Corporate Members shall be represented by an authorised representative with the following qualifications:-
(a) the representatives shall be Malaysian citizens of Chinese origin.
(b) The representatives from Corporate Members shall be the shareholders and/or the directors, or the sole proprietor or the partners, as the case may be.
(c) Each representative may represent only one (1) member, whether from the Trade Association Members or Corporate Members, and he must not be the Individual Member of the Chamber, to avoid multiplicity of membership.
Every application for membership shall be proposed by one meme r and seconded by another member and submitted to Honorary Secretary for approval. The Honorary Secretary shall post all applications for membership on the Notice Board of the Chamber for one week before submitting the applications to the Board of Directors for consideration.
Any company, firm or trade association which has become a member of the Chamber must appoint a Malaysian citizen of Chinese origin to be its representative in the Chamber. Should there be any change of such representative, a notification shall be submitted to the Board of Directors.
The Board of Directors shall inform every applicant in writing within 14 days from the date of its decision and shall send a copy of the Chamber’s Constitution upon receiving the entrance fee and subscription. The applicant shall pay his entrance fee and first year subscription within 14 days from the date of notification by the Board of Directors. The Board of Directors shall have absolute discretion to reject any membership application and shall not required to assign any reason thereto.
|ARTICLE 6 PRIVILEGES AND DUTIES OF MEMBERS |
Members shall enjoy the following:-
(a) All members shall be entitled to enjoy all rights and privileges provided in the Constitution and save and except for associate members, the members shall also have the right to attend, speak, vote and be voted at the General Meeting of the Chamber PROVIDED THAT the right to vote, elect and be elected at the General Meeting may only be exercised upon expiry of one (1) year from the relevant date of admission as members.
(b) To submit proposals for discussion by the Board of Directors or at general meetings.
|6.2||Members shall abide by the Rules of the Chamber and all the resolutions passed and assist the Chamber in all its activities. |
ARTICLE 7 ENTRANCE FEES AND SUBSCRIPTION
The entrance fee and subscriptions payable by the members are as follows:-
|7.1||The Entrance Fee (subscriptions exempted) of a Life Member payable shall be as follows:-|
(i) Individual Member --- --- RM300.00
(ii) Trade Association Member --- --- RM600.00
(iii) Corporate Member --- --- RM600.00
The Entrance Fee and subscriptions of an Ordinary Corporate Member and Associate Member payable shall be as follows (Ordinary membership is opened to Corporate Members and Associate Members only) :-
Ordinary Member: (Corporate Member and associate Member only)
Entrance Fee --- --- RM30.00
Annual Subscription Fee --- --- RM60.00
The aforesaid lump sum subscription may be varied at the discretion of the Board of Directors subject to prior approval of a general meeting and by the Registrar of Societies. No annual subscription is payable by a life member after his/her/its admission as a life member.
The annual subscription shall be paid by the ordinary Corporate members and Associate members on or before 31st day of March each year.
The Board of Directors shall have the power to fix a re-entrance fee for any person who has allowed his or her membership to lapse through arrears.
Special subscriptions for particular purposes may be raised from members by resolution of a General Meeting of the Chamber. If any member fails to pay such subscription within such period as may be resolved, the amount due shall be treated in the same way as arrears of yearly subscription.
|ARTICLE 8 RESIGNATION AND EXPULSION|
Any member wishing to resign from the Chamber shall give at least one month notice in writing to the Honorary Secretary and shall settle all dues outstanding.
Any member who fails to comply with the Constitution and Rules of the Chamber or has acted in a manner to bring disrepute upon the Chamber may be expelled or suspended for a period of time as the Board of Directors shall deem fit. The decision of the Board of Directors shall be 2/3 majority of its member present at the meeting. Before the Board of Directors expels or suspends the member, the member shall be informed of the grounds for such expulsion or suspension in writing and be given an opportunity to explain and absolve himself or herself in person. Such suspension or expulsion shall be enforced, unless otherwise reversed by a General Meeting upon appeal by the said member.
|ARTICLE 9 BOARD OF DIRECTORS|
The Board of Directors, being the office bearers of the Chamber, shall consist of thirty-five (35) members, of which thirty (30) shall be elected from among the Individual Members and Corporate Members and five (5) from the Trade Association Members.
(i) The Board of Directors shall be elected at the biennial general meeting by secret ballot and they shall be eligible for re-election. The Board of Directors shall within fourteen (14)days after the conclusion of the election, elect among its members the following office bearers to form the Executive Committee:-
(a) a President;
(b) a Deputy president;
(c) four (4) Vice President;
(d) an Honorary Secretary;
(e) a Assistant Honorary Secretary;
(f) an Honorary Treasurer;
(g) a Assistant Honorary Treasurer;
(h) a Chairman for the Commerce Committee;
(i) a Vice Chairman for the Commerce Committee;
(j) a Chairman for the Public Relations Committee;
(k) a Vice Chairman for the Public Relations Committee;
(l) a Chairman for the Information and Technology Committee;
(m) a Vice Chairman for the Information and Technology Committee;
(n) a Chairman for the Welfare Committee;
(o) a Vice Chairman for the Welfare Committee;
(p) a Chairman for the Small and Medium Enterprise and Human Resource Development Committee;
(q) a Vice Chairman for the Small and Medium Enterprise and Human Resource Development Committee;
(r) a Chairman for the Arbitration Committee;
(s) a Vice Chairman for the Arbitration Committee;
(t) Thirteen ordinary members of the Board of Directors.
The Board of Directors may appoint not more than four (4) members as additional Directors.
The Board of Directors of the Chamber and every officer performing executive function in the Chamber shall be Malaysian citizens.
No person whether in his own capacity as an Individual Member or the duly appointed representative of the Trade Association Member or Corporate Member or any combination of capacities thereof shall serve more than three (3) consecutive terms as the President of the Chamber. Any term of office or part thereof served before or after the coming into effect of this article shall be deemed a term.
|ARTICLE 10 DUTIES OF OFFICE BEARERS|
(i) To be the official representative of the Chamber;
(ii) To lead and supervise the progress of the affairs of the Chamber;
(iii) To have the power in the employment and dismissal of any employee of the Chamber.
(iv) To have the power to sanction expenditure no exceeding Malaysian Ringgit five Thousand (RM5,000.00) on at any one time; and
(v) To preside at all general meetings, meetings of the Board of Directors and the Executive Committee.
To assist the President in attending to the affairs of the Chamber and shall deputise the President when the President is absent or on leave of absence.
To assist the President and the Deputy President in attending to the affairs of the Chamber. When both the President and the Deputy President are absent or on leave of absence, one of the Vice President as appointed by the President, or in absence of the appointment, as appointed by the Board of Directors may act on behalf of the President.
|10.4||Honorary Secretary |
To attend to the affairs of the Chamber, supervise the employees and the functioning of the Secretariat in their work, and shall have the power to sanction expenditure not exceeding Malaysian Ringgit Three Thousand (RM3,000.00) at any time and shall keep an updated register of members of the Chamber.
Assistant Honorary Secretary
To assist the Honorary Secretary General in dealing with the affairs of the Chamber, and shall deputise the Honorary Secretary General during his absence or while he is on leave of absence.
To be responsible for the financial matters of the Chamber, including but not limited to its monies, voucher and accounts, submit monthly statement of income and expenditure to the Board of Directors, prepare and present the duly audited accounts for the financial year for the approval of the Annual General Meeting. The Honorary Treasurer shall keep in his custody a sum of money not exceeding Malaysian Ringgit Two Thousand (RM2,000.00) for petty expenses.
Assistant Honorary Treasurer
To assist the Honorary Treasurer in his duties and shall carry the duties of the Honorary Treasurer in his duties and shall carry out the duties of the Honorary Treasurer during his absence or which absence or which he is on leave of absence.
|10.8||Chairman for the Commerce Committee |
To assist members in business matters,
|10.9||Vice Chairman for the Commerce Committee |
To assist the Commerce Committee and shall act on his behalf in his absence.
Chairman for the Public Relation Committee
To assist with matters concerning rapport and contact with the public, other business organization, association and government departments.
|10.11||Vice Chairman for the Public Relations Committee|
To assist the Public Relation Committee Chairman and shall act on his behalf in his absence.
|10.12||Chairman for the Information and Technology Committee |
To promote and develop Information Technology and a high technology society.
|10.13||Vice Chairman for the Information and Technology Committee|
To assist the Information and Technology Committee Chairman and shall act on his behalf in his absence.
|10.14||Chairman for the Welfare Committee|
To deal generally with social welfare matters in furtherance of the objects of the Chamber.
|10.15||Vice Chairman for the Welfare Committee|
To assist the Welfare Committee Chairman and shall act on his behalf in his absence.
Chairman for the Small and Medium Enterprises and Human Resource Development Committee
To deal generally with matters pertaining to various industry sectors and the human resource development in furtherance of the objects of the Chamber.
Vice Chairman for Small and Medium Enterprises and Human Resource Development Committee
To assist the Small and Medium Enterprises and Human Resource Development Committee Chairman and act on behalf in his absence.
Chairman for Arbitration Committee
To deal generally with legal matters in furtherance of the objectives of the Chamber and reconciliation and /or settlement of business disputes between members of the Chamber.
|10.19||Vice Chairman for Arbitration Committee |
To assist the Arbitration Committee Chairman and act on behalf in his absence.
|10.20||Member of the Board of Directors |
All members of the Board of Directors shall attend all meetings of the Board.
The Chairmen and Vice Chairmen of the respective committees shall have the power of recommend to the Board of Directors suitable persons as members of various committees.
|10.22||The Chamber may with the prior approval of the Executive Committee, issue press statement in the presence of at least one of the following office bearers:- |
(a) The President;
(b) The Deputy President;
(c) The Vice President;
(d) The Honorary Secretary
|ARTICLE 11 DUTIES OF BOARD OF DIRECTORS|
The functions of the Board of Directors is to manage the Chamber’s movable and immovable property, supervise the day to day activities of the Chamber and decide on matter affecting its running within the general policy laid down by the annual general meeting.
The Board of Directors shall meet at least once every three months and seven days notice of each meeting shall be given to its members. At least one half of the members of the Board of directors must be present for its proceeding to be valid and constitute a quorum.
Any member of the Board of Directors who fails to attend three consecutive meetings of the Board of Directors without satisfactory explanation shall be deemed to have resigned from the Board of Directors.
In the event of death or resignation of a member of the Board of Directors, the next candidates who received the highest number of votes at the previous election for the post shall be invited to fill the vacancy. If there is no such candidate or if such candidate declines to accept office. the Board of Directors shall have the power to co-opt any member of the Chamber to fill the vacancy until next election.
In the case of urgent matter, the President may call for an emergency Board of Directors meeting to be held by short notice and at least one-half of the members of the Board of Directors must be present for its proceeding to be valid.
The Board of Directors shall have power to appoint advisors and sub-committees to carry out the objects of the Chamber as it may deem fit and delegate to such sub-committees committee any of the power so delegated and to revoke such appointment.
The duration of their appointments shall not extend beyond the term of office of the current Board of Directors.
The Board of Directors is authorized to spend a sum not exceeding RM10,000.00 (Ringgit Malaysia: Ten Thousand only) at any one time.
|ARTICLE 12 ANNUAL GENERAL MEETINGS|
The supreme authority of the Chamber is vested in the general meeting of its members. At least one-half of the total voting membership of the Chamber or twice the total number of members of the Board of Directors, whichever is the lesser, must be present at any annual general meeting for its proceeding to be valid and to constitute a quorum.
If a quorum is not attained at the time fixed for the Annual General Meeting, the Meeting shall be adjourned for half an hour. If the quorum is still not attained after the adjournment, the members present may proceed with the Meeting and decide any matter by simple majority votes but they shall have no power to amend the Constitute of the Chamber or to purchase or sell any property of the Chamber or make decisions affecting the whole membership.
The annual general meeting of the Chamber shall be held as soon as possible after the close of each financial year but no later than the 30th June of each year.
|12.4||The business of the annual general meeting shall be:-|
(a) To receive the report of the Board of Directors on the working of the Chamber during the previous year.
(b) To receive the Honorary Treasurer’s report and the audited accounts of the Chamber for the previous year.
(c) To elect the Board of Directors and appoint auditors every alternate year.
(d) To discuss any proposed resolutions duly submitted by the members.
The Honorary Secretary shall given written notice 21 days prior to each annual general meeting, to all members who have paid their subscriptions on or the 31st December of the previous year.
|ARTICLE 13 EXTRAORDINARY GENERAL MEETING|
|13.1||An extra-ordinary general meeting shall be convened under the following circumstances:-|
(a) Whenever the Board of Directors deems it necessary, OR
(b) At the join request in writing of not less than one-fifth of eligible members, stating the objects and reasons for such meeting.
|13.2||An extraordinary general meeting requisitioned by members shall be convened for a date within thirty days of receipt of such requisition.|
Notice and agenda for an extraordinary general meeting shall be sent by the Honorary Secretary to all eligible members at least fourteen (14) days before the date fixed for the meeting.
Article 12.1 of this Constitution regarding the quorum of an Annual General Meeting shall apply to an extraordinary general meeting, but with the condition that if no quorum is present after an hour from the time appointed for an extraordinary general meeting, the meeting shall be canceled and no extraordinary general meeting shall be requisitioned for the same purpose until after the lapse of at least six months from the date thereof.
|ARTICLE 14 ELECTION OF BOARD OF DIRECTORS|
Every two years, at least 21 days before the annual general meeting, the Honorary Secretary shall send the election notice and nomination forms to all members to their last known address, the evidence of posting shall be conclusive proof of despatch.
The Honorary Secretary shall also supply to all members a full list of members who have paid their subscriptions on or before 31st December of the previous year. These are the members who are eligible to vote and to elected at the forthcoming annual general meeting.
An election committee shall be set up by the management committee to take charge of the election work and make regulations in respect of the election.
The ballot papers scaled with the seal of the Chamber shall be distributed by the Honorary Secretary to all valid members at the General Meeting and members must present personally at the general meeting to vote:
14.4.1 For Individual and Commercial Firm Members, the proposed candidate must consent to the election and to be proposed by one member and seconded by another. All nominations shall reach the Honorary Secretary not less than 14 days before the Annual General Meeting.
14.4.2 Corporate members election shall be using liberty method. Corporate members may appoint a proxy to attend and vote at General Meeting. No proxy can represent more than one corporate member.
|ARTICLE 15 FINANCIAL PROVISIONS|
All monies received shall be deposited in the name of Chamber in financial institution(s) designated by the Board of Directors. All cheques drawn on the financial institution(s) shall be signed jointly by any two (2) of the following signatories:-
(a) The President;
(b) The Treasurer;
(c) The Honorary Secretary;
(d) The Deputy President; or
(e) Any one (1) of the Vice President duly authorized in writing by the Board of Directors.
The financial year of the Chamber shall commence on the 1st January and ends on the 31st day of December of every calendar year.
|ARTICLE 16 AUDIT|
The Annual General Meeting shall appoint a paid auditor, a qualified accountant (or a firm of accountants). The auditor appointed shall hold his appointment until he resigns or until appointment is terminated by the Annual General Meeting.
The auditor shall be required to audit the accounts of the Chamber for each financial year and to prepare a certificate or report for the Annual General Meeting. He may also be required by the President to audit the accounts for any period within their tenure of office at any date and make a report to the Board of Directors.
|ARTICLE 17 DISQUALIFICATION|
A person shall be disqualified from being and shall not become or remain as a Board of Directors member or member of the Executive Committee or Trustee of the Chamber.
(i) if he has been convicted of any office under The Societies Act, 1966; or
(ii) if he has been convicted of any offence under any other law and sentenced to a fine of not less than Malaysian Ringgit Two Thousand (RM2,000.00) or to imprisonment for a term of not less than one (1) year; or
(iii) if there is in force against him any order of detention, restriction, supervision, restricted residence, banishment or deportation under any law relating to the security of, or public order in Malaysia or any part thereof, or to prevention of crime, prevention detention, restricted residence, banishment of immigration; or
(iv) if he is an undischarged bankrupt; or
(v) if he is and has been found or declared to be of unsound mind; or
(vi) if he ceases to be a member or duly authorised representative of the member of the Chamber on whose ticket he has been elected; or
(vii) if he is representing only a Trade Association Member or a Corporate Member which has been wound up or whose registration has been canceled under the relevant law; or
(viii) if he refuses or is unfit to act, or incapable of acting or act in such a manner detrimental or adverse to the interest of the Chamber and the members in the Executive Committee resolve that he be removed from his office.
Provided always that the aforesaid paragraphs (i) – (iv) shall be subject to the provisions in sub-section (2) and (4) to Section 9A of the Societies Act, 1966 or any amendments thereto from time to time.
|ARTICLE 18 AMENDMENT OF CONSTITUTION|
The Constitution shall not be altered or amended except by resolution of a general meeting. Such alteration or amendments shall take effect from the date of approval by the Registrar of Societies. The amendments shall be submitted to the Registrar of Societies within 60 days after being approved by the general meeting.
|ARTICLE 19 INTERPRETATION OF CONSTITUTION|
Between annual general meetings the Board of Directors shall interpret the constitution of the Chamber and when necessary, determine any point on which the constitutions are silent.
Except where they are contrary to or inconsistent with the policy previously laid down by the general meeting, the decisions of the Board of Directors shall be binding on all members of the Chamber unless and until countermanded by a resolution of a general meeting.
The English version of the constitution as stated herein prevail over other version of the same.
|ARTICLE 20 PROPERTY|
All immovable properties of the Chamber shall be registered in the name of Chamber and all instruments relating to any dealings that property shall be executed by the President, the Secretary and the Treasurer whose appointments are authenticated by a Certificate issued by the Registrar of Societies and affixed with the seal of the Chamber.
All immovable properties of the Chamber shall not be transferred, sold, charged, pledged or otherwise disposed off which prior consent and authority of a general meeting of members.
|ARTICLE 21 HONORARY PRESIDENTS / ADVISORS|
Any member who has served as President, Deputy President or Vice Presidents of the Chamber for three terms and those who has made special contributions and has rendered extraordinary meritorious services to the Chamber and the public in general and is no longer interested to hold any office shall be eligible to be elected by the general meeting as Honorary President or Advisors of the Chamber as the Council shall deem fit.
|ARTICLE 22 PROHIBITION|
|22.1 ||Gambling in any form shall be prohibited in the premises of the Chamber.|
No university or college students shall be allowed to be members of the Chamber without the prior approval from the vice chancellor of the university concerned.
|ARTICLE 23 DISSOLUTION|
The Chamber may be voluntarily dissolved by a resolution of not less than three-firth (3/5) of the total voting membership at an extraordinary general meeting convened specially for such purpose.
In the event of the Chamber being dissolved as provided above, all debts and liabilities legally incurred on its behalf shall be fully discharged, and the remaining funds if the Chamber shall be decided upon the extraordinary general meeting.
|23.3||Notice of dissolution shall be given within 14 days of the dissolution to the Registrar of Societies.|
本会定名为“马六甲中华总商会”，国文名称为“DEWAN PERNIAGAAN DAN PERINDUSTRIAN CINA MELAKA”英文名称为“THE MALACCA CHINESE CHAMBER OF COMMERCE AND INDUSTRY”（MCCCI），以下简称本会。
(i) 永久商团会员 ---- ---- RM600.00
(ii) 永久公司会员 ---- ---- RM600.00
(iii) 永久个人会员 ---- ---- RM300.00
入会基金 ---- ---- RM30.00
年捐 ---- ---- RM60.00
|8.1 || 会员欲退会须至少一个月前来函通知本会义务总务，而所积欠之会费及捐款必须还清。|
|10.14 || 福利组主任|
| 第十一章： 董事会职务|
| 第十二章： 会员大会|
| 第十三章： 特别会员大会|
| 第十四章： 董事选举|
| 第十五章： 财务条款|
| 第十六章： 查账|
(iii) 因抵触任何有关大马安全、公共秩序法令或此类法令的部分条款，或涉及预防犯罪、防御性拘留、限制拘留、驱逐令而遭拘留、受限、监察、限制拘留、驱逐出境等法律 制裁；或
| 第十八章： 修改章程|
|18.1 || 本会章程之修改或删除，必须经会员大会通过，修改后的章程必须于60天内呈报社团注册官，批准后，方为有效。 |
| 第十九章： 章程全译|
| 第二十章： 产业|
| 第二十一章： 名誉会长/顾问|
| 第二十二章： 禁例|
| 第二十三章： 解散|