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PERSATUAN RANGKAIAN PEMBELIAN HIJAU
GREEN
PURCHASING NETWORK ASSOCIATION
CONSTITUTION
ARTICLE I NAME
1.1
The name of
the Association shall be “Persatuan Rangkaian Pembelian Hijau
ARTICLE 2 REGISTERED ADDRESS
2.1 The
registered office of the Association shall be Green Purchasing Network Malaysia
(GPN) c/o 388 Jalan 5/132 Gasing Indah, 46000 Petaling Jaya, Selangor Darul
Ehsan or at any such other place as may from time to time be decided on by the
Executive Committee.
2.2
The registered
office or the place of business of the Association shall not be changed without
the prior approval of the Registrar of Societies,
ARTICLE 3 DEFINITIONS
3.1 “Association” means Members of the GPN who aim at promoting green purchasing and include support, develop, promote and market the development of environmentally conscious products and services.
3.2
“Green Purchasing”
or green procurement means the promotion and sharing of knowledge and practices
related to green procurement and purchasing issues among Members through formal
and informal channels.
ARTICLE 4 OBJECTIVES OF THE ASSOCIATION
4.1 The objectives of the Association are:
a) To meet on a regular basis and to map out activities and projects to promote technology, management experience, education and training, and sustain green procurement related activities among Members.
b) To promote, educate, disseminate, investigate and research on green purchasing issues and encourage the implementation of green purchasing through management methodologies and principles such as the establishment of guidelines for products and merchandise information in relation to best business practices.
c) To encourage active participation and share productivity related information proliferating among Members; including the use of eco-mark, environment labels and data book.
d) To share where possible relevant expertise and database in the area of green purchasing, procurement and related enhancement so as to achieve environmentally conscious products or services.
e) To collaborate with local and foreign organizations involved in green purchasing improvement activities including training programs, seminars, workshops, demonstration projects, publications, disseminations and other related events.
ARTICLE 5 MEMBERSHIP
5.1 a) There are three categories of membership:
i) Organization Member;
ii) Individual Member; and
iii) Associate Member.
b)
Organization Membership is opened to any
organization or company incorporated in
c)
Individual Membership is opened to any Malaysian
citizen aged above 18 years old, who works or resides in
d) All other organizations or individuals who are not entitled to become an Organization or Individual Member can be considered as Associate Members, as determined by the Executive Committee.
e)
No University or
f) Every application for membership shall be forwarded to the Secretary General who shall submit it to the Executive Committee for approval. The Executive Committee may at its discretion reject any application without assigning any reason therefore.
5.2 Obligations of Members
(a)
All Members
shall abide by the Constitution and not act in any way inconsistent with its
objectives;
(b)
Organization Members and Individual Members will have
the same obligations and be entitled to
the same privileges of the Association including voting rights. Each Organization or Individual Member is entitled
to one vote only.
(c)
Associate Members shall have the same obligations and
privileges but do
not have voting rights.
(d)
All Members
are expected to take an active interest in the Association’s activities.
ARTICLE 6 ENTRANCE FEES, ANNUAL SUBSCRIPTION AND OTHER DUES
6.1
There shall be an Entrance Fee of RM 30 (Ringgit
Malaysia Thirty Only) for the Organization Member, Individual Member and
Associate Member.
6.2
The Annual
Subscription shall be as follows:
i)
Organization Member RM
500.00 (Ringgit Five hundred only)
ii)
Individual Member RM
50.00 (Ringgit Fifty only)
iii)
Associate Member RM
350.00 (Ringgit Three hundred only)
6.3
All Entrance
Fees and Annual Subscription shall be paid to the Treasurer of the Association
in advance before 10th January of every year. The Annual
Subscription shall be halved if the Member joined the Association after 1st
July of the year.
6.4
Members whose
Annual Subscriptions are in arrears for two years shall receive a written
notification signed by or on behalf of the Secretary General. These members
shall be denied the privileges of the Association
6.5
Any member who
allows the arrears to exceed 3 years’ Annual Subscription shall automatically
cease to be a member of the Association and the name may, with the approval of
the Executive Committee, be removed from the Association’s Register of Members
and that legal action be taken the member to recover the debts.
6.6
The Executive
Committee shall have the power to fix a re-entrance fee for any applicant who
has allowed the membership to lapse through arrears.
6.7
Special
subscriptions or levies for particular purposes may be raised from members by
resolution of the General Meeting of the Association. 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 Annual Subscription.
6.8
The Executive
Committee, with the approval from the Registrar of Societies,
ARTICLE 7 ADMINISTRATION AND THE EXECUTIVE COMMITTEE
7.1 The
administration of the Association shall be vested in the Executive Committee in
office.
7.2 All matters
relating to the Association shall be in accordance to the provisions of this
Constitution and any by-laws that may be drawn up by the Executive Committee.
7.3 All Members
of the Executive Committee, Office-bearers and every person performing
executive functions in the Association shall be Malaysian citizens. Non-citizens may only hold office in the Association
with the prior written approval of the Registrar of Societies,
7.4 The Executive Committee shall comprise of
the following:
a) President 1
b) Deputy
President 1
c) Secretary
General 1
d) Deputy
Secretary General 1
e) Treasurer 1
f) Ordinary
Council Members 14
(including 4 members to be appointed by the President under Article 8.1a iv)
7.5
The term of
tenure of the Executive Committee shall be two years and they shall be eligible
for re-election.
7.6
Names of the
above offices shall be proposed and seconded and election will be by a simple
majority vote of the members at every alternate Annual General Meeting.
ARTICLE 8 DUTIES AND POWERS OF OFFICE BEARERS IN THE
EXECUTIVE COMMITTEE
8.1 Duties of Members of Executive Committee
a)
President
(i)
The President
shall be the Chairperson at all meetings of the Executive Committee and of any
high level Working Committee and shall be responsible for the smooth conduct of
all these meetings.
(ii)
The President
shall have the casting or deciding vote and shall sign the confirmed and
approved minutes of all meetings.
(iii)
The President,
together with either the Treasurer or the Secretary General, shall be
authorized to sign all cheques on behalf of the Association.
(iv)
The President
may appoint not more than 4 other Members of the Association to be the co-opted
Ordinary Council Members of the Executive Committee. These co-opted Members
shall serve in the Executive Committee during the tenure of the President and
may be re-appointed.
(b) Deputy President
(i)
The Deputy President
shall perform the duties of the President in his absence
(c) Secretary General
The Secretary General shall:
(i) manage the Association’s affairs especially in relation to all correspondence with Members and relevant governmental and regulatory authorities, keeping statutory books and documents and recording and keeping the minutes of all meetings.
(ii)
be responsible
for keeping and maintaining a complete and up-to-date registration book of
Members, persons holding positions in the Association, the submission of all
necessary forms with the Registrar of Societies and in general to ensure that
the Association complies with all the requirements of the Societies Act 1996.
(iii)
prepare the
Annual Report for the Annual General Meetings.
(iv)
issue notices
and call for all General Meetings of the Association and the meetings of the
Executive Committee and take minutes of all such meetings.
(v)
prepare and
lodge the Association’s Annual statements to the Registrar of Societies,
(vi)
together with
the President, be authorised to sign cheques on behalf of the Association.
(vii)
be responsible
for all other functions of the Association that are secretarial in nature.
(d) Deputy
Secretary General
The Deputy Secretary General shall assist the Secretary
General and perform the duties of the Secretary General in his absence.
(e)
Treasurer
The Treasurer shall:
(i)
be responsible
for all financial matters of the Association
(ii)
be responsible
to keep a true and accurate account of all monies received and expended by the
Association and of all other financial records of the Association.
(iii)
ensure that
all funds and monies are kept securely on behalf of the Association and are
disbursed by him on that behalf.
(iv)
together with the President, be authorised to sign
cheques on behalf of the Association.
(v)
be responsible
to prepare the Annual Balance sheet and Income and Expenditure Account for
auditing by the Auditors and there after for submission to the Annual General
Meeting.
(f)
Council
Members
Council Members shall attend all meetings of the Executive
Committee and assist the above office bearers in managing the affairs of the
Association. The Council Member shall be the head of sub-committees formed by
the Executive Committee.
8.2
Duties of the
Executive Committee
(a)
The Executive
Committee is responsible for the legislation or enactment of the policies of
the Association and plan strategies for the implementation of all such policies
in accordance with the Association’s Constitution.
(b)
The Executive
Committee is also responsible for organizing the Association’s activities and
to observe and ensure that every action taken is not in contravention of the
Association’s Constitution.
(c)
In relation to
any particular issue pertaining to policy and amendments to the Constitution,
the Executive Committee shall refer the matter to the Annual General Meeting
for its decision.
(d)
The Executive
Committee shall hold meetings at least once in three months and notice of any
meeting of the Executive Committee shall be served on its Members not less than
3 (three) working days before the date of the intended meeting. Either the President may in acting
personally, or not less than 8 (eight) Executive Committee Members, or half the
number of the Executive Committee Members in office, which ever is less, may in
acting jointly call for an Executive Committee meeting at any time whenever
necessary.
(e)
The quorum for
any meeting of the Executive Committee shall be 1/2 (one-half) of the total
number of Members of the Executive Committee so elected.
(f)
The Executive
Committee may form sub-committees, if necessary.
(g)
The Executive
Committee may suspend or dismiss any Member of the Executive Committee whether
elected at the Annual General Meeting or appointed by the President if such
suspension or dismissal is deemed right and just in the interest of the
Association.
(h)
The decision
of the Executive Committee shall be adhered to by all Members of the
Association unless and until amended by a decision made there on the next
Annual General Meeting.
(i)
Between Annual
General Meetings, the Executive Committee may if the need so arises give its
own interpretation of the Constitution and may, in urgent cases decide on
matters which are not embodied in the Constitution.
(j)
Except for
matters that are in contravention of, or not in line with the policies made at
the Annual General Meeting, the decision of the Executive Committee on the
Members is final if not subsequently amended by a decision made at the next
Annual General Meeting.
(k)
The Executive
Committee shall have the power to coop any Member of the Association to fill
any casual vacancies within the Executive Committee that may arise between
Annual General Meetings.
(l)
The Secretary
General may, after consultation with the President or the Executive Committee,
appoint full-time or part-time staff to assist in the conduct and
administration of the Association.
ARTICLE 9 FINANCE AND ACCOUNTS
9.1 All monies collected, shall be the absolute property of the Association.
9.2
The financial
year of the Association shall commence on 1st January and end on 31st
December of every year.
9.3
All monies and
profits received or gained by the Association at all levels through its
participation in whatever activities of the Association shall only be used to
enhance, develop and carry out activities which are in accordance with the
objectives of the Association and neither the money nor such profit shall be
used to pay profit, interest or bonus to any Member of the Association. This provision shall however not prevent
payments made for any good purposes, to pay the salaries of any person
independently employed, appointed or requested by the Association to carry out
certain functions or the reimbursement to any Members or employee of the
Association for expenses incurred on behalf of, or in carrying out certain
duties in the name of the Association.
9.4
No expenditure
exceeding RM100,000.00 (Ringgit One hundred thousand) at any one single event
or programme shall be made without the prior approval of the Executive
Committee and no expenditure exceeding RM500,000.00 (Ringgit Five hundred
thousand) at any one single event or programme shall be made without the prior
approval of a Annual General Meeting of Members. Expenditure which is below RM100,000.00
(Ringgit One hundred thousand) at any single event or programme may be approved by the President together with the
Secretary General or the Treasurer or in the absence of the Secretary General,
the Deputy Secretary General.
9.5
The
Association shall open a bank account under the name of the Green Purchasing
Network
9.6
All cheques or
cash withdrawal statements from the accounts of the Association shall be signed
by the President jointly with the Treasurer or the Secretary General, or in the
absence of the Treasurer, the Deputy Secretary General General. In the absence of the President, the Deputy
President may sign such cheques and statements on his behalf.
9.7
The Treasurer
shall not keep more that RM1000.00 (Ringgit Malaysia One Thousand Only) at any
one time in the form of cash and shall deposit money in excess of this or such
lesser amount as may be need in the Association’s account in a bank approved by
the Executive Committee within 7 (seven) days from the date of receipt
thereof. The account shall be in the
name of the Association.
9.8
The Income and
Expenditure Account together with the Annual Balance sheet (“Financial
Statements”) shall be prepared by the Treasurer and shall be audited by the
Auditors appointed in accordance to Article 13 immediately after the completion
of the financial year. The Audited
Financial statements shall be presented at the following Annual General Meeting
for approval and a copy thereof shall be made available for the information of
the Members at the place of business of the Association.
9.9
The Treasurer
shall prepare the statement of accounts immediately after the end of each
financial year for auditing by the Auditor.
9.10
The Audited
Financial Statements shall be signed jointly by the President and the
Treasurer.
ARTICLE 10 GENERAL MEETINGS
10.1 The General
Meetings of the Association shall be convened by the Secretary General and
shall be:
(a)
Annual General
Meetings; or
(b)
Extraordinary
General Meetings
10.2
The Annual
General Meeting shall be held after the end of the financial year but before
the 31st March of each calendar year on a date and at a time and
place to be fixed by the Executive Committee. The agenda for the Annual General
Meeting shall consist of the following:
(a)
the appointment
of the Chairman for the Annual General Meeting, if required;
(b)
the opening
address by the President;
(c)
confirmation
of the minutes of the previous year’s Annual General Meeting;
(d)
the adoption
of the Annual Report;
(e)
the adoption
of the Audited Statement of Income and Expenditure;
(f)
the adoption
of the Audited Balance Sheet;
(g)
at every
alternate Annual General Meeting, the election of the new Executive Committee
who amongst them selves shall elect the office bearers;
(h)
at every
alternate Annual General Meeting, the appointment of the Auditors;
(i)
any other
matters in respect of which notice in writing has been submitted to the
Secretary General, at least fifteen days before the date of the meeting; and
(j)
the closing
address by the President.
10.3
Notice of the
Annual General Meeting shall be given to all Members by the Secretary General
at least 20 days before the date of the meeting specifying the date, time and
place of the meeting and requesting the Members to submit any proposed
amendments to the Constitution or any other matters to be tabled at the Annual
General Meeting. The Notice of Annual
General Meeting shall also be displayed at the registered office of the
Association.
10.4All such matters to be tabled for consideration at the
Annual General Meeting must be submitted to the Secretary General at least 15
days before the date thereof.
10.5The Secretary General shall circulate to all Members at least 7 (seven) days before the date fixed for the Annual General Meeting, the Agenda for the meting, the Minutes of the previous ye