MALAYSIAN ORTHOPAEDIC ASSOCIATION RULES Updated 28th December 1997   NAME The Association shall be called “PERSATUAN ORTHOPEDIK MALAYSIA” (THE MALAYSIAN ORTHOPAEDIC ASSOCIATION) and is referred to hereafter in these Rules as “The Association”.   ADDRESS Its registered place of business is: 19 Jalan Folly Barat, Off Jalan Ledang, 50480 Kuala Lumpur and shall not be changed except by a resolution of the Council of the Association or of a General Meeting of the Association and the prior approval in writing of the Registrar of Societies Malaysia.   MOTTO “Lurus Tulus” means “Straight and True”.   OBJECTS The objects of the Association shall be the advancement of the Science, Arts and Practice of Orthopaedic Surgery and allied Science.b. To provide a national body to advise and cooperate in all matters affecting the welfare of the physically handicapped and the prevention and relief of crippling disabilities.   MEMBERSHIP Members of the Association shall be called Fellows. There will be four categories of Fellows, namely Ordinary, Associate, Honorary and Emeritus.   ORDINARY FELLOWS They shall be elected from: a. Surgeons practising in Malaysia who have an exclusive interest in Orthopaedic Surgery and b. Persons who have obtained a post-graduate qualification in surgery and have undergone a training programme in orthopaedic usrgery, recognised by the Association.   ASSOCIATE FELLOWS They shall be elected from: a. Medical graduates who are undergoing training programmes in Orthopaedic Surgery as recognised by the Association. b. Surgeons or Physicians who maintain a continuous interest in orthopaedic surgery while practising in a closely allied speciality and c. Those practising other non-allifed medical sciences but having a keen interest in orthopaedic surgery.   HONORARY FELLOWS May be elected from persons of distinction who have made outstanding contribution to the progress in the art and practice of orthopaedic surgery in Malaysia and abroad.   EMERITUS FELLOWSHIP May be conferred by the Association on distinguished Fellows of the Association who have rendered valuable services to the Association after their retirement from active practice.   RIGHT AND PRIVILEGES OF FELLOWS Only Ordinary Fellows will be entitled to vote, hold office or participate in the executive proceedings of the Association. All scientific privileges of the Association shall be personal to himself and shall not be transferable by his own act or by operation of law.   ELECTION OF FELLOWS a. Application for the election as Ordinary Fellow or Associate Fellow will have to be made on an official form and supported by two Ordinary Fellows of the Association, both of whom must be personally acquainted with the applicant as to his professional eligibility. b. Election shall be at a Council Meeting by majority vote. c. Honorary and Emeritus Fellows will be nominated by the Council and elected at the Annual General Meeting. d. On the election or nomination of a new Fellow, the Secretary will notify the same to him with a copy of the rules and regulation of the Association. No person will be deemed to be an Ordinary or Associate Fellow until he has paid his entrance fee and the annual subscription payable on his election.   SUBSCRIPTIONS a. Each Ordinary or Associate Fellow, upon notification of his election, shall forthwith pay his entrance subscription of $100.00 and first annual subscription of $50.00. Honorary and Emeritus Fellows are exempted from payment of subscriptions. b. Each Ordinary or Associate Fellow will be required to pay an annual subscription due on the first day of each year and payable within three months of the date. c. The entrance fee and annual subscription may be revised, as the General Body may determine at an AGM. d. Fellowship for life is to be conferred upon any ordinary Fellow upon payment of a fee to be determined at the Annual General Meeting. Life membership subscriptions shall not be refundable on termination of membership.   RESIGNATIONS AND TERMINATION OF FELLOWSHIP a. Any member wishing to withdraw from the Association shall give notice in writing to the Secretary not less than three months before the end of the Association’s financial year. b. The membership of an Ordinary Fellow or Associate Fellow will be terminated “ipso facto” if he is in arrears with his subscriptions for a period of two years after the same becomes due inspite of reminders sent to him by the Secretary in writing that his membership is in danger of being terminated. He will remain eligible for re-election as a Fellow whenever all his dues are paid. c. If, in the opinion of the Council, a Fellow acts in a manner prejudical to the interests and objectives of the Association, or has ceased to possess the qualifications rendering him eligible for membership, his membership will be terminated.   ELECTIONS OF OFFICE BEARERS a. The officers of the Association shall be President, President-Elect, Immediate Past President, Secretary, Treasurer, Editorial Secretary and Two Ordinary Council members. b. The Ordinary Fellows shall at every Annual General Meeting, eelct from their members, a President, President-Elect, Secretary, Treasurer, Editorial Secretary and two Ordinary Council members. c. Names for the above officers shall be proposed and seconded and election will be by a single majority vote of the members at the Annual General Meeting. d. Each of the persons so elected shall hold office until his successor is elected or he ceases to be a Fellow under Article 14. e. An office bearer will not be eligible for re-election in the same capacity after holding office for two consecutive years. f. Only Ordinary Fellows of the Association of good standing may be elected as office bearers. g. No office bearer shall receive any remuneration for his/her services. h. Two Honorary Auditors shall also be elected for the current year.   RESPONSIBILITIES OF OFFICE BEARERS a. The President shall preside at all scientific meetings, general meetings and at all meetings of the Council. The President shall deliver a Presidential Address at the Annual General Meeting. b. The Vice-President shall act in the absence of the President. c. The Secretary shall give due notice, keep minutes of all meetings, shall conduct all correspondence and prepare an annual report. d. The Treasurer shall collect all monies due to the Association and shall be the custodian of the same. All cheques on the Association’s banking account shall be signed by the Treasurer and the Secretary or the President. At the Annual General Meetings, he shall present a report of his receipts and payments, which being duly audited, shall be entered in the minutes. At the end of each year, he shall acquaint each member by notice that the Annual Subscription for the coming year is due. e. The Editorial Secretary shall make all arrangements for the printing or publications of the annual transactions of the Association.   THE COUNCIL a. The affairs of the Association shall be managed and conducted by the Council of the Association, hereafter called “The Council”. b. The Council shall comprise the elected office bearers of the Association, namely the President, the President-Elect, the Immediate Past President, the Secretary, the Treasurer and the Editorial Secretary together with two council members and will be reconstituted at each Annual General Meeting. c. The office-bearers of the Association and every officer performing executive functions in the Association shall be Malaysian citizens. d. The Council shall have the power to suspend any Council member who is absent for three consecutive meetings without a valid reason acceptable to Council and to appoint a member to replace him/her.   RESPONSIBILITIES OF THE COUNCIL a. The management of the business affairs and property of the Association shall be rested on the Council and it shall be the duty of the Council to administer the affairs and the property of the Association, in accordance with the Rule and By-Laws (if any) and the Council may exercise all such powers and do all such acts and things as the Association is authorised to exercise and do and are not hereby or by statute directed or required to be exercised or done by the Association in a General Meeting provided that no such By-Laws shall invalidate any prior act of the Assocation which would have been valid if such By-Laws has not been made. b. The Council may appoint sub-committees to promote the objects of the Association.   COUNCIL MEETINGS a. The Council may appoint sub-committees and deputise to them any of its powers except those related to election and expulsion of members. b. The Council shall meet at least once every three months and 14 days notice of each meeting shall be given to the members. The President or Chairman acting alone or not less than three or its members acting together may call for a meeting of the Council to be held at any time. At least one half of the Council members must be present for its proceedings to be valid and to constitute a quorum. c. In the absence of the President or Vice-President, the other Council members present at a meeting may elect from amongst themselves a Chairman to preside over that meeting. The Secretary shall give notice of a Council Meeting at least 4 days in advance. d. Questions arising at any meeting of the Council shall be decided by a majority of the votes of the members present in person, and in case of an equalityof votes, the Chairman shall have a second or casting vote. e. The Council shall have the powers to fill any vacancies that may occur in the offices, Council or Sub-commitee that may arise through resignations or otherwise. f. It may also co-opt other Fellows in the Council who will however have no voting rights. g. The immediate past President and all Emeritus Fellows shall be accorded the privilege of attending all Council meetings. They act in an advisory capacity and shall have no voting rights.   FINANCE a. The Association’s financial year shall extend from 1st January to 31st December, inclusive. b. No member of any Committee or Sub-Committee shall incur any expense on behalf of the Association except with the written authority of the Secretary or Treasurer stating the amount to be incurred. c. The Treasurer, along with either the Secretary or the President, shall be the co- signatories of the Accounts of the Association managed by an approved Bank. d. The Association shall not and may not make any dividends, gifts, divisions or bonus in money onto or between any of its members. e. No expenditure exceeding $250.00 in any one time shall be incurred without the prior sanction of the Council and no expenditure exceeding $10,000.00 in any one month shall be incurred without the prior sanction of a general meeting. f. The Association may collect or otherwise acquire sums of money for educational, scientific and charitable purposes and establish and maintain a Foundation Fund for such purposes.   ANNUAL GENERAL MEETING The Annual General Meeting of the Association shall be held before 30th June each year at a convenient centre for the following purposes: a. To receive from the Council and to adopt a report of the activities of the Association during the year preceeding. b. To receive from the Council and to adopt an audited Statement of Accounts for the year preceeding. c. To elect the following officers for the ensuing year: i President ii Vice President iii Secretary iv Treasurer v Editorial Secretary vi Two Council Members d. To appoint two Honorary Auditors for the ensuing year. e. To decide on any resolutions which may be duly submitted to the meeting as provided for under Section 23 of the Rules.   NOTIFICATION OF GENERAL MEETING a. At least 30 days before the date fixed for the Annual General Meeting of the Association, the Secretary shall inform all fellows in writing of the date, the time and the place fixed for the Meeting and shall draw their attention to Section 23 of these Rules. The non-receipt of a circular by any member shall not invalidate the proceedings at any General Meeting. b. At least 14 days before the Annual General Meeting of the Association the Secretary shall notify all fellows of the agenda to be transacted at the Meeting, circulating the Annual Report, audited Statement of Account and any resolution which members have indicated their intention of proposing under Section 23 of these Rules.   RESOLUTION AND AMENDMENTS TO CONSTITUTION Any fellows desirous of moving any resolution at the Annual General Meeting, or any amendments to the Rules, shall give notice in writing thereof to the Secretary not less than twenty-one days before the date of such meeting.   QUORUM FOR GENERAL MEETING a. At any General Meeting of the Association one-half of the total voting membership or the total voting members present representing twice the total committee members present in person shall form a quorum. b. In the event of a lack of quorum on the date fixed for the Annual General Meeting, the President shall postpone the Annual General Meeting to a day not earlier than fourteen days and not later than one month from that day. At the postponed Annual General Meeting, the members present (whatever their numbers) shall constitute a quorum, provided that no amendments to the Rules of the Association or decisions affecting the whole membership shall be made if there is insufficient quorum.   VOTING RIGHTS All items on the Agenda for the Annual General Meeting shall be open for discussions by all members present, but voting on any item shall be confined to accredited Ordinary Fellows only.   EXTRAORDINARY GENERAL MEETING The Council may, whenever it thinks fit or when required to do so in writing by no less than a quarter of the total strength of Ordinary Fellows convene an Extraordinary General Meeting to discuss any specific urgent or important matter of great significance to the Association, within one month of receipt of such notice. The Secretary shall give not less than 14 days notice to all Fellows.   AMENDMENTS TO THE CONSTITUTION AND BY-LAWS a. These rules may be amended, altered or added to after consideration at a General Meeting and of which the appropriate notice had been given. b. Any such amendments, alteration or addition shall require to be passed by a two-thirds of the majority of Ordinary Fellows present and voting. c. Any amendments to the Rules shall be enforced after being approved by the Registrar of Societies Malaysia.   INDEMNITY The Honorary General Secretary shall be duly registered with the Registrar of Societies as the Public Officer of the Association. He shall sue and be sued on behalf of the Association on any legal matters. All office bearers acting on bona fide matters of the Association shall be indemnified by the Association from any civil action or such consequences thereof.   DISSOLUTION a. The Association shall not be dissolved except with the consent of not less than two-third of the total ordinary membership of the Association, and the Registrar of Societies informed of such dissolution. b. In the event of dissolution of the Association as provided above, all debts and liabilities legally incurred on behalf of the Association shall be fully discharged and the remaining funds will be transferred to a medical association or charitable organisation in Malaysia as decided by the majority of the Ordinary Fellows at a General Meeting convened for the purpose of dissolving the Association. c. Notice of the dissolution shall be given within 14 days of dissolution to the Registar of Societies Malaysia.