CONSTITUTION OF SINGAPORE GYMNASTICS - Approved 12 July 2021 ROS 0207/ 2003 SPO UEN T03SS0136E

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CONSTITUTION
OF SINGAPORE GYMNASTICS
  Approved 12 July 2021

      ROS 0207/ 2003 SPO

       UEN T03SS0136E
Contents

1.     DEFINITIONS ............................................................................................................. 3
2.     NAME ....................................................................................................................... 5
3.     PLACE OF BUSINESS ................................................................................................. 5
4.     OBJECTS .................................................................................................................... 5
5.     MEMBERSHIP QUALIFICATION AND RIGHTS .......................................................... 6
6.     APPLICATION FOR MEMBERSHIP ............................................................................ 7
7.     ENTRANCE FEES, SUBSCRIPTION FEES AND OTHER DUES ...................................... 8
8.     TERMINATION .......................................................................................................... 8
9.     SUPREME AUTHORITY AND GENERAL MATTERS .................................................... 9
10. BOARD AND DIRECTORS ........................................................................................ 11
11. MANAGEMENT ...................................................................................................... 14
12. DUTIES OF OFFICE BEARERS .................................................................................. 15
13. CHIEF EXECUTIVE OFFICER ..................................................................................... 16
14. AUDIT AND FINANCIAL YEAR................................................................................. 16
15. CHEQUES AND ELECTRONIC PAYMENTS ............................................................... 16
16. TRUSTEES ............................................................................................................... 17
17. VISITORS AND GUESTS........................................................................................... 17
18. PROHIBITIONS ........................................................................................................ 18
19. POLICIES AND BY-LAWS ......................................................................................... 18
20. AMMENDMENTS TO CONSTITUTION .................................................................... 19
21. INTERPRETATION ................................................................................................... 19
22. DISPUTES ................................................................................................................ 19
23. ANTI-DOPING ......................................................................................................... 19
24. DISSOLUTION ......................................................................................................... 19

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CONSTITUTION OF SINGAPORE GYMNASTICS

                                Amended on 7 February 2021

1.      DEFINITIONS

In this Constitution unless the context requires otherwise:

1.1     “Advisor” means an advisor appointed in accordance with clause 10.15.

1.2     “AGM” means the annual General Meeting of SG required to be held by SG in each
        calendar year.

1.3     “Appointed Director” means a Director appointed under clause 10.11.

1.4     “Association” means Singapore Gymnastics.

1.5     “Athlete Member” means a Member admitted to SG in accordance with clause 5.1.

1.6     “Board” means the body consisting of Elected and Appointed Directors

1.7     “By-law” means a by-law made under clause18.

1.8     “Chair” means the chairman of a General Meeting or Board’ meeting (as applicable)
        appointed under clause 9.12 and/or 11.2.

1.9     “CEO” means a person appointed as Chief Executive Officer or their equivalent by the
        Directors according to the powers conferred on them by clause 13.

1.10    “Club Member” means a Member admitted to SG in accordance with clause 5.1.

1.11    “Committee” means a committee established under clause 11.10.

1.12    “Constitution” means this constitution as amended from time to time, and a reference
        to a clause is a reference to a clause of this Constitution.

1.13    “Director” means a director of SG and includes Elected Directors and Appointed
        Directors.

1.14    “Directors” means all or some of the directors of SG acting as a board.

1.15    “Discipline” means a gymnastic sport programme defined by FIG and by SG accepted
        by SG as a program under its jurisdiction.

1.16    “Elected Director” means a director of SG elected in accordance with clauses 10 and
        includes the President.

1.17    “FIG” means the Fédération Internationale de Gymnastique.

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1.18   “Full Member” means a Member admitted to SG in accordance with clause 5.1.

1.19   “General Meeting” means a general meeting of Members and includes the AGM and
       Extra-Ordinary General Meetings (EOGM).

1.20   “Gymnastic Events” means competitions, championships, exhibitions and any other
       events relating to Gymnastics.

1.21   “Gymnastics” means the sport of gymnastics, including all the disciplines.

1.22   “Honorary Life Member” means a Member admitted to SG in accordance with clause
       5.1.

1.23   “Member” means a member of SG in accordance with clause 5.

1.24   “Objects” means the objects of SG set out in clause 4.

1.25   “Office Bearer” Position means a person who holds a position, whether elected or
       appointed, as president, vice-president, secretary, treasurer, director or equivalent of
       a body corporate or organisation.

1.26   “Patron” means a patron appointed in accordance with clause 10.15.

1.27   “Policy” means a policy made under clause 18.

1.28   “President” means the Elected Director who is elected or appointed as President under
       clause 10.

1.29   “Representative” means a person appointed to represent a Full or Club Member at a
       General Meeting of SG.

1.30   “Special Resolution” means a resolution that must be passed by 75% of those persons
       entitled to vote in accordance with this Constitution.

1.31   “Statutes and Regulations” means the Statutes and Regulations of FIG in force from
       time to time.

1.32   “SG” means Singapore Gymnastics.

1.33   “Technical Member” means a Member admitted to SG in accordance with clause 5.1.

1.34   “Vice-President” means the person (if any) appointed from time to time under clause
       10.

1.35   “Voting Members” means all Full and Club Members eligible to vote at a General
       Meeting

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2.    NAME

2.1   This Society shall be known as the “Singapore Gymnastics”, hereinafter referred to as
      the “Association” or “SG” interchangeably.

3.    PLACE OF BUSINESS

3.1   Its place of business shall be at 3 Stadium Drive #01-33 Singapore 397630 or such other
      address as may subsequently be decided upon by the Association by a resolution at an
      AGM or Extraordinary General Meeting and approved by the Registrar of Societies. The
      Association shall carry out its activities only in places and premises which have the prior
      written approval from the relevant authorities, where necessary.

4.    OBJECTS

4.1   The objects of the Association shall include the following:

      a) To promote gymnastics disciplines in Singapore as defined by the FIG.

      b) To increase participation and promote community engagement and bonding
         through the sport of Gymnastics, to promote health and wellness, inclusiveness
         and integration, and inspire the Singapore Spirit.

      c) To organize and coordinate

           i)   Gymnastics Events;

           ii) Gymnastics competitions;

           iii) Gymnastics coaching and officiating instructional activities; and

           iv) Meetings, lectures, demonstrations, film shows and/or other events for
               directly or indirectly furthering the aims of the Association.

      d) To establish friendly and loyal cooperation among all Members for the benefit of
         gymnastics in Singapore.

      e) To arrange to be written or made, and to print, publish, issue, exhibit and circulate
         freely or otherwise, reports, periodicals, pamphlets, photographs, books, films, or
         any instructional materials as may by thought desirable in connection with the
         objects of the Association.

      f)   To send delegates and teams to conferences and/ or gymnastic competitions held
           either within or outside Singapore to improve the standard of gymnastics in
           Singapore and to enable gymnasts to gain international experience.

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g) To coordinate efforts for the physical and moral development of individuals
         through gymnastics.

      h) To take initiative, give directives, define programmes, promulgate rules and
         regulations, distribute information and technical data, to develop gymnastics in
         Singapore with the best spirit of collaboration.

      i)   To raise funds and to obtain financial assistance through patronship, donations,
           sponsorship or otherwise for the attainment of any or all the objectives of the
           Association to the intent that the funds of the Association, howsoever derived or
           obtained, shall be applied solely towards the costs and expenses incurred in the
           attainment of any or all of the objects of the Association; and

      j)   To do all such other things incidental or conducive to the attainment of any one or
           more of the above objects.

5.    MEMBERSHIP QUALIFICATION AND RIGHTS

5.1   The Association shall have the following six (6) categories of membership:

      a) Full Member: open to societies and associations registered with the Registrar of
         Societies (ROS) that are willing to observe the rules and regulations of the
         Association as the governing body for Gymnastics in Singapore and paying the
         prescribed yearly subscription fee. Full Members must have a minimum of 20 valid
         individual members and must be actively engaged in activities which are directly
         related to furthering Gymnastics in Singapore or participating in Gymnastics
         activities organised by the Association. Full Members shall be entitled to have a
         vote at all General Meetings subject to the member not having any subscription
         fee arrears as of the date of the General Meeting.

      b) Club Member: open to societies and associations registered with the Registrar of
         Societies (ROS), to corporate or business entities registered with the Accounting
         and Corporate Regulatory Authority (ACRA), and recognized as Gymnastics clubs,
         that are willing to observe the rules and regulations of the Association as the
         governing body for Gymnastics in Singapore and paying the prescribed yearly
         subscription fee. Club Members must be actively engaged in Gymnastics and
         delivering the sport to schools and to the general public, and with a minimum of
         20 registered participants with the Association. Club Members shall be entitled to
         have a vote at all General Meetings subject to the member not having any
         subscription fee arrears as of the date of the General Meeting. Club Members are
         entitled to all Club Member benefits prescribed by the Association.

      c) Technical Member: open to coaches and judges who are recognised as holding a
         coaching and/or judging accreditation issued and/or recognised by Singapore
         Gymnastics and paying the prescribed yearly subscription fee. Technical Members
         shall have no voting rights but may attend General Meetings as observers, without
         any speaking rights. Technical Members are entitled to all Technical Member
         benefits prescribed by the Association.

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d) Athlete Member: open to active participants in any gymnastics discipline who are
         registered with a Full or Club Member and paying the prescribed yearly
         subscription fee. Athlete Members shall have no voting rights but may attend
         General Meetings as observers, without any speaking rights. Athlete Members are
         entitled to all Athlete Member benefits prescribed by the Association. No gymnast
         shall be allowed to participate in any competition in Singapore organized or
         sanctioned by the Association unless the gymnast is an Athlete Member or
         provided the Board waive these requirements with respect to any particular
         competition/s.

      e) Associate Member: open to individuals or organisations interested in gymnastics
         in Singapore. Associate Members shall have no voting rights but may attend
         General Meetings as observers, without any speaking rights, subject to the
         member not having any subscription fee arrears as of the date of the General
         Meeting.

      f)   Honorary Life Member: awarded to individuals who have made valuable and
           outstanding contributions to the Association and towards the promotion of
           gymnastics. Honorary Life Members are entitled to all privileges of the Association
           and are not required to pay any subscription fees. Honorary Life Members shall
           have no voting rights but may attend General Meetings as observers, without any
           speaking rights.”

6.    APPLICATION FOR MEMBERSHIP

6.1   Any individual or entity wishing to join the Association shall submit his request and
      particulars as prescribed by the Association.

6.2   Persons who are below 21 years of age must have consent of their parent or guardian.

6.3   The Board will decide on the outcome of the application for Full and Club membership
      within 3 months upon receiving the application form. Full and Club Members will be
      granted provisional membership without any voting rights, until acceptance at the
      following AGM.

6.4   Acceptance or removal of Full or Club Members shall be approved at the AGM by a
      resolution carried by at least two-thirds (2/3) of the votes recorded at the meeting. Full
      and Club Members newly accepted at an AGM may only exercise their voting rights
      after the AGM.

6.5   Application for membership can be rejected upon any of the following grounds
      (“Disqualifying Grounds”):

      a) The applicant does not satisfy all the relevant membership criteria set out in the
         relevant membership category in Clause 5 above;

      b) The applicant has been convicted of an offence involving moral turpitude, declared
         a bankrupt, wound up or dissolved.

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c) Where accepting the applicant would in the Board’s absolute discretion be
         deemed prejudicial to the interest of the Association as a whole.

6.6   The Association shall establish an appeals procedure that provides all applicants the
      opportunity to appeal any decision of the Association to reject an application for
      membership on any one or more of the following grounds:

      a) That the rejection was not made in good faith or in accordance with Clause 6.5
         above; or

      b) That there was presence of bias or conflict of interest.

6.7   A copy of the Constitution is made available on the website.

7.    ENTRANCE FEES, SUBSCRIPTION FEES AND OTHER DUES

7.1   There shall be no entrance fee payable for all Members.

7.2   The subscription fees shall be determined by the Board from time to time.

7.3   Annual subscription fees are payable in advance within the first month of the year. In
      the case of applicants admitted to membership during the year, the full annual
      subscription fee for that year shall be payable without deduction or pro-ration.

7.4   If a Member falls into arrears with their subscription fee or other dues, they shall be
      informed by the Association. If they fails to settle his arrears within four (4) weeks of
      their becoming due, they are denied the privileges of membership until they settle
      their account. If they fall into arrears for more than three (3) months, they will
      automatically cease to be a Member and the Association may take legal action against
      the Member for the recovery of subscription fees or other dues owed to the
      Association provided that the Member has received due notice of his debts.

8.    TERMINATION

8.1   A Full or Club Member may withdraw their membership from the Association by giving
      at least one month’s notice in writing to the Association.

8.2   Any Member whom the Board decides at their absolute discretion has:

      a) acted in any way prejudicial to the interest of the Association;

      b) violated any of the clauses of the Constitution;

      c) been declared bankrupt, wound up or dissolved; or

      d) been convicted for an offence involving moral turpitude;

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shall upon expiry of 14 days after the service of a notice of cessation of membership
      cease to be a Member of the Association.

      Any appeal must be lodged within the 14 days after the day of the service of a notice
      of cessation of membership.

8.3   Upon the withdrawal of a Member or the cessation of their membership:

      a) all fees due from such Member to the Association shall become immediately
         payable; and

      b) such Member shall surrender their membership card and any property of the
         Association in their custody, possession and control.

8.4   Any Member who withdraws membership from the Association or ceases to be a
      Member shall not be entitled to any refund of any subscription fees paid or any part
      thereof and shall forfeit all claims against the Association, its property and its funds.

8.5   The Association shall establish an appeals procedure that provides Members the
      opportunity to appeal any decision of the Board under Clause 8.2 on the grounds:

      a) that the decision was not made in good faith;

      b) that there was presence of bias or conflict of interest; and/or

      c) that the grounds for cessation set out under Clause 8.2 have not been satisfied.

9.    SUPREME AUTHORITY AND GENERAL MATTERS

9.1   The supreme authority of the Association is vested in a General Meeting of the
      Members presided over by the President.

9.2   An AGM shall be held within 6 months of the end of the financial year.

9.3   At other times, an Extraordinary General Meeting must be called by the President on
      the request in writing of not less than one-third (1/3) of the total voting membership,
      and may be called at any time by order of the Board. The aforesaid request in writing
      shall be given to the Association setting forth the business that is to be transacted. The
      Extraordinary General Meeting shall be convened within two (2) months from receiving
      this request to convene the Extraordinary General Meeting.

9.4   If the President does not within two (2) months after the date of receipt of the written
      request proceed to convene an Extraordinary General Meeting, the Members who
      requested for the Extraordinary General Meeting or the Board (as the case may be)
      shall convene the Extraordinary General Meeting by giving fourteen (14) days’ notice
      to Voting Members setting forth the business to be transacted and simultaneously
      posting the agenda on the Association’s website.

9.5   Voting Members shall be given at least twenty-one (21) days’ notice in writing of an

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AGM and at least fourteen (14) days’ notice of an Extraordinary General Meeting. Such
       notice shall state the date, time and place of the meeting and shall be sent by the
       Association to all Voting Members. The particulars of the agenda for the Annual
       General Meeting shall be posted on the Association’s website at least seven (7) days
       prior to the meeting.

9.6    Voting by proxy is not allowed at all General Meetings.

9.7    The following points will be considered at the Annual General Meeting:

       a) The previous financial year’s accounts and annual report of the Board.

       b) Where applicable, the election of the Board of Directors and appointment of
          auditors for the following term.

       c) In the case of a proposed Special Resolution, the intention to propose the Special
          Resolution and the terms of the proposed Special Resolution;

       d) Any notice of motion received from any Full or Club Member or the Board.

       e) A list of all nominations received for positions to be elected at the relevant General
          Meeting.

9.8    No business other than that stated in the notice of meeting may be transacted at a
       General Meeting.

9.9    Any Voting Member who wishes to place an item on the agenda of a General Meeting
       may do so provided he gives written notice to the Association at least fourteen (14)
       days before the meeting is due to be held.

9.10   At least 1/3 of the total voting membership present at a General Meeting shall form a
       quorum.

9.11   In the event of there being no quorum at the commencement of a General Meeting,
       the meeting shall be adjourned for half-an-hour and should the number then present
       be insufficient to form a quorum, those present shall be considered a quorum, but they
       shall have no power to amend or make addition to the existing Constitution.

9.12   The President shall preside as Chair at General Meetings.

9.13   If a General Meeting is convened and there is no President, or the President is not
       present within 15 minutes after the time appointed for the meeting or is unable or
       unwilling to act, the following may preside as Chair (in order of entitlement):

       a) the Vice-President (if any);

       b) a Director chosen by a majority of the Directors present;

       c) the only Director present; or

       d) a Member who is entitled to vote and is chosen by a majority of the Association

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Voting Members present.

9.14   All resolutions passed, and decisions taken shall, except where otherwise provided in
       the Constitution, be by simple majority of votes cast by a show of hands by each Voting
       Member present at a General Meeting whether wholly or partly, by electronic means
       as decided by the Board. The Chair of the General Meeting shall count the votes cast,
       whether by electronic means or otherwise, in a manner as decided by the Board.

9.15   The Chair of the meeting may exercise a casting vote at all General Meetings in the
       event of an equality of votes.

9.16   With the approval of the Board, General Meetings may be convened, held or
       conducted, wholly or partly, by electronic means as decided by the Board whereby all
       persons participating in the meeting are able to hear and be heard by all other
       participants without the need for physical presence. Details on the arrangements for
       meetings to be conducted by such electronic means shall be provided to members in
       the notice of the meeting.

9.17   Electronic voting shall be allowed for General Meetings conducted by electronic
       means. This can be done by a physical or digital show of hands or by an online poll or
       as decided by the Board.

10.    BOARD AND DIRECTORS

10.1   The Association shall be governed by a Board comprising of seven (7) Elected Directors
       and two (2) Appointed Directors. The Board shall elect from among themselves key
       Office Bearers, who will minimally be the President, Vice-President, Secretary,
       Treasurer and Assistant Treasurer and up to four (4) Directors following an AGM where
       an election is held or whenever a vacancy arises, including where a Board Member is
       removed from office in accordance with Article 10.1A.

       a) Any Member of the Board (including the whole Board) may be removed from office
          by a resolution approved at an Extraordinary General Meeting by a simple majority
          of Voting Members present at the meeting.

10.2   All nominations for the Board election must reach the Association at least fourteen
       (14) days before the AGM, and any nominations thereafter shall be invalid. All
       nominations shall be submitted in prescribed forms and along with the required
       supporting documents as may be determined by the Board. All nominations must be
       proposed by a Voting Member and seconded by another Voting Member and shall
       include a declaration by the nominee of any personal or business interest that may be
       of concern to the Association or its members.

10.3   Any Member of the Association, including a member of a Full, Associate or Club
       Member of the Association, may be nominated by a Voting Member to contest the
       Board elections.

10.4   Any individual who holds any paid position in the Association shall not stand for

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election.

10.5   Election will follow on a simple majority vote of the Members entitled to vote present
       at the AGM.

10.6   Election will be by a secret ballot.

10.7   In any event, not more than half of the Board shall be family members related by blood
       or marriage, where “family member” means a child, sibling, parent, spouse, spouse’s
       parent, spouse’s sibling, grandparent, or grandchild.

10.8   In any event, at least half of the Elected Directors shall be citizens of Singapore.

10.9   Subject to Articles 10.1 and 10.1a, he term of office for all Elected Directors shall be
       four (4) years. However, at the first election following the adoption of this
       Constitution, four (4) of the Elected Directors will be elected for a four (4) year term
       and three (3) of the Elected Directors for a two (2) year term to allow for staggered
       terms of office for Elected Directors.

10.10 Elected Directors

       a)   An Elected Director will hold office for a term of four (4) years.

       b)   A Director may not serve more than two (2) consecutive terms or 8 years.

       c)   Directors who have reached these maximum tenures can only be considered for
            re-election after a lapse of 2 years.

       d)   The maximum total number of years that an Elected Director may serve is 12
            years.

       e)   A retiring Elected Director holds office until the end of the meeting at which that
            Elected Director retires but, is eligible for re-election.

10.11 Appointed Directors

       a) In addition to the Elected Directors, the Directors may themselves appoint up to 2
          other Appointed Directors because of their special business acumen and/or
          technical skills.

       b) An Appointed Director must be a Member of the Association,

       c) An Appointed Director appointed under this clause holds office for a term of 2
          years but is eligible for re- appointment.

       d) An Appointed Director may not serve more than 2 consecutive terms as an
          Appointed Director unless that person is elected as a Director in which case that
          person will remain subject to a maximum of 2 consecutive terms as an Elected
          Director.

10.12 Casual vacancy

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a) The Board may at any time appoint a person to be a Director to fill a casual vacancy.

       b) A Director who takes office under this clause:

           i)   in the case of a replacement for an Elected Director must have their position
                as confirmed by resolution at the next AGM; and

           ii) if so confirmed, holds office until the end of the term of the Elected Director
               who caused the casual vacancy.

10.13 President and Vice-President

       a) The Directors, after each election, will elect from amongst their number a
          President, and a Vice-President for a period not exceeding 2 years.

       b) A person may hold the office of President and Vice-President only for as long as
          they are a Director.

       c) A Director appointed as President or Vice-President under this clause may be
          removed from that office by the Directors at their absolute discretion if they are
          deemed to have:
           -    Breached the Director’s Code of Conduct
           -    As per clause 11.7 been absent from three (3) meetings consecutively
                without reasonable excuse.
           -    Becomes of unsound mind
           -    Failed to declare a conflict of interest
       d) Any election or decision of the Directors pursuant to this clause will not be
          effective unless two thirds (2/3) or more of the Directors present in person or by
          proxy vote in favour of such decision.

10.14 Treasurer and Assistant Treasurer

       a) The Directors, after each election, will elect from amongst their number a
          Treasurer and may elect an Assistant Treasurer, for a period not exceeding two (2)
          years.

       b) The Treasurer and Assistant Treasurer shall have a maximum term period of four
          (4) consecutive years in a same or related post.

       c) The Treasurer should have accounting, internal control or governance experience.

       d) The Treasurer shall be a Singapore Citizen or Singapore Permanent Resident.

10.15 The Board may appoint Advisors and/or Patrons who may or may not be a Member of
      the Association to advise the Board in such matters as and when the Board deems
      necessary. The Advisors and Patrons so appointed shall have no voting rights in the
      Board. The Patrons may be invited by the President and/or the Board to chair a General
      Meeting of the Association in which case the Patron shall have no voting rights. The
      appointment of Advisors and Patrons may be terminated by either party giving one (1)
      month’s written notice. The tenure limit for any Advisor and/or Patron is twelve (12)

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years.

11.    MANAGEMENT

11.1   A Board Meeting shall be held at least once every quarter after giving at least seven (7)
       days’ notice to the Directors. The President may call a Board Meeting at any time by
       giving at least five (5) days’ notice. At least five (5) Board members, who are either
       elected or appointed Directors, must be present for its proceedings to be valid.

 11.2 The President is entitled to preside as Chair at Board meetings. If the President is not
       present and able and willing to act within 15 minutes after the time appointed for a
       meeting or has signified an intention not to be present and able and willing to act,
       the following may preside as Chair (in order of entitlement):

       a) the Vice-President (if any);

       b) a Director chosen by a majority of the Directors present.

11.3   For voting during Board Meetings, each Elected and Appointed Director shall have one
       (1) vote. Directors who are not present may write in or call in to vote on resolutions or
       required decisions circulated prior to the meeting.

11.4   The Board may by a circular resolution decide on any matters of the Association as
       stated within its powers under this Constitution. Such circular resolutions shall be as
       effective as a resolution passed at a Board meeting duly convened and held. The
       Secretary or Chief Executive shall circulate for the Board’s approval such resolutions
       upon the request by any Director who shall have a seconder for the same. The
       circulation of such resolution(s) shall be relayed to Directors by any acceptable means
       of communication adopted by the Board, including via email. A circular resolution shall
       be carried upon acceptance by a simple majority of members from the Board and shall
       be tabled and ratified at the following Board meeting.

11.5   Any Board Meeting may, if the Board thinks fit, be conducted by means of telephone
       conference or other methods of simultaneous communication whereby all persons
       participating in the meeting are able to hear and be heard by all other participants
       without the need for physical presence. The minutes of such a meeting signed by the
       Chair of the meeting shall be conclusive evidence of any resolution of any meeting so
       conducted.

11.6   All resolutions passed, and decisions taken shall, except where otherwise provided in
       the Constitution, be by simple majority of votes cast.

11.7   Any Director who absents himself from three (3) meetings consecutively without
       reasonable excuse shall be deemed to have withdrawn from the Board. A successor
       may be co-opted by the Board according to clause 10.12. Any changes in the Board
       shall be notified to the Registrar of Societies and the Commissioner of Charities within
       two (2) weeks of the change.

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11.8   The Board may not act contrary to the expressed wishes of the General Meeting
       without prior reference to it and always remain subordinate to the General Meetings.

11.9   The Board shall exercise all powers granted to it by this Constitution and by any
       General Meeting reasonably, properly and in good faith.

11.10 The Board may appoint Sub-Committees comprised of Representatives of Full
      Members and/ or Club Members and/or independent experts to assist the Board in the
      management and administration of the Association and may delegate to such Sub-
      Committees such powers as it deems necessary.

11.11 The Board Members shall not be paid any remuneration for services rendered by them
      as Board Members of the Association and shall not hold or assume any paid position in
      the Association. Any Board Member who intends to assume any paid position in the
      Association must notify the Board of that fact immediately and resign from the Board.

12.    DUTIES OF OFFICE BEARERS

12.1   The President, elected by the Board, shall chair all General and Board meetings. He
       shall also represent the Association in its dealings with outside persons.

12.2   The Vice-President or such other person as may be elected by the Board shall assist the
       President and deputise for him/ her in his/ her absence.

12.3   The Secretary or the CEO, if one is appointed, shall keep all records, except financial,
       of the Association and shall be responsible for their correctness. They will keep
       minutes of all General and Board meetings. They shall always maintain an up-to-date
       Register of Members.

12.4   The Treasurer, elected by the Board, shall oversee and monitor the management of,
       along with the collection and disbursement of all moneys on behalf of the Association.
       The Treasurer will keep an account of all monetary transactions and shall be
       responsible for their correctness. He will monitor that the amount allocated to petty
       expenses does not exceed what is stipulated in a Financial Delegation Policy. He will
       ensure that the cash kept is not more than what is stipulated in the Financial Delegation
       Policy, and money more than this will be deposited in a bank to be named by the Board.
       Cheques, electronic online payments, etc for withdrawals from the bank shall be co-
       signed by the Treasurer or Assistant Treasurer, and either the President or the Vice-
       President.

12.5   The Assistant Treasurer or such person as may be elected by the Board shall assist the
       Treasurer and deputise for him in his absence.

12.6   All other Directors shall assist in the management of the Association and perform
       duties assigned by the Board from time to time.

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13.    CHIEF EXECUTIVE OFFICER
13.1   The Directors may appoint a CEO or an equivalent.
13.2   Powers, duties and authorities of CEO
        (a)     The CEO holds office on the terms and conditions (including as to
                remuneration) and with the powers, duties and authorities, determined
                by the Directors.
        (b)     The exercise of those powers and authorities, and the performance of
                those duties, by the CEO is always subject to the control of the Board.
        (c)     The CEO’s role will be to implement the strategies, plans and policies
                approved by the Directors and will be responsible for the management
                and direction of SG and its finances.
13.3   Subject to the terms and conditions of the appointment, the Board may
       suspend or remove the CEO from that office.
13.4   The CEO shall attend all meetings of the Association including General Meetings,
       Board Meetings and Sub-Committee meetings, subject to a determination
       otherwise by the Board. The CEO shall not have a vote at these meetings but may
       speak on any matters where required.

14.    AUDIT AND FINANCIAL YEAR

14.1   A firm of Certified Public Accountants shall be appointed as auditors at each AGM for
       the next term and shall be eligible for reappointment. However, the auditor shall be
       changed at least once every 5 years, whether to another auditor from the same
       auditing firm or company or to another auditor from a different auditing firm or
       company.

14.2   The auditors:

       a)      Will be required to audit each year’s accounts and present a report upon them
               to the AGM.

       b)      may be required by the President to audit the Association’s accounts for any
               period within their tenure of office at any date and make a report to the Board.

14.3   The financial year shall be from the month of April of each year to the month of March
       of each subsequent year.

15.    CHEQUES AND ELECTRONIC PAYMENTS

15.1    All cheques and electronic payments drawn on the Association’s bank account can be
        co-signed by the Treasurer or Assistant Treasurer, and either the President or the
        Vice-President.

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15.2   No cheques shall be signed under Clause 15.1 unless it is fully and properly completed.

16.    TRUSTEES

16.1   If the Association at any time acquires any immovable property, such property shall be
       vested in trustees subject to a declaration of trust.

16.2   The trustees of the Association shall:

       a)      Not be more than four (4) and not less than two (2) in number

       b)      Be elected by a General Meeting of Members.

       c)      Not affect any sale or mortgage of property without the prior approval of the
               General Meeting of Members.

16.3   The office of the trustee shall be vacated upon the occurrence of any one or more of
       the following events:

       a)      If the trustee dies or is incapacitated or become of unsound mind.
       b)      If the trustee relocates permanently out of the Republic of Singapore.
       c)      If he is absent from the Republic of Singapore for a period of more than one
               year.
       d)      If he is guilty of misconduct of such a kind as to render it undesirable that he
               continues as a trustee.
       e)      If he submits notice of resignation from his trusteeship.

16.4   Notice of any proposal to remove a trustee from his trusteeship or to appoint a new
       trustee to fill a vacancy must be given by posting it on the notice board in the
       Association’s premises at least two weeks before the General Meeting at which the
       proposal is to be discussed. The result of such General Meeting shall then be notified
       to the Registrar of Societies and the Commissioner of Charities.

16.5   The address of each immovable property, name of each trustee and any subsequent
       change must be notified to the Registrar of Societies and the Commissioner of Charities
       within two weeks of the change.

17.    VISITORS AND GUESTS

17.1   Visitors and guests may be admitted into the premises of the Association, but they
       shall not be admitted into the privileges of the Association. All visitors and guests
       shall abide by the Association’s rules and regulations.

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18.    PROHIBITIONS

18.1   Gambling of any kind, excluding the promotion or conduct of a private lottery which
       has been permitted under the Private Lotteries Act (Cap 250), is forbidden on the
       Association’s premises. The introduction of materials for gambling or drug taking and
       of persons of bad characters into the premises is prohibited.

18.2   The funds of the Association shall not be used to pay the fines of Members who have
       been convicted in a court of law.

18.3   The Association shall not engage in any trade union activity as defined in the Trade
       Union Act (Cap 333) or any written law relating to trade unions for the time being in
       force in Singapore.

18.4   The Association shall not attempt to restrict or interfere with trade or make directly or
       indirectly any recommendation to any arrangement with its Members which has the
       purpose or is likely to have the effect of fixing or controlling the price or any discount,
       allowance or rebate relating to any goods or service which adversely affect consumer
       interests.

18.5   The Association shall not indulge in any political activity or allow its funds and/ or
       premises to be used for political purposes.

18.6   The Association shall not hold any lottery, whether confined to its Members or not, in
       the name of the Association or its office-bearers, Board, Directors, or Members unless
       with the prior approval of the relevant authorities.

18.7   The Association shall not raise funds from the public for whatever purposes without
       the prior approval in writing of the Head, Licensing Division, Singapore Police Force,
       and other relevant authorities.

18.8   The income and property of the Association whensoever derived shall be applied
       towards the promotion of the objects of the Association as set forth in this Constitution
       and no portion thereof shall be paid or transferred directly or indirectly by way of
       dividend or bonus or otherwise howsoever by way of profit to the persons who at any
       time are or have been Members of the Association or to any of them or to any person
       claiming through any of them.

19.    POLICIES AND BY-LAWS

19.1   The Board shall have the power to approve, create, alter or revoke by-laws, policies,
       regulations, procedures and practices in relation to the management and
       administration of the Association as it deems fit, provided always that the by-laws,
       policies, regulations, procedures and practices from time to time in force shall not be
       inconsistent with the provisions of the Constitution. If there is inconsistency, the
       provisions of the Constitution shall prevail, and that by-law, policy, regulation,
       procedure or practice shall to the extent of the inconsistency be void. When in force,
       such by-laws, policies, regulations, procedures and practices shall be binding on all

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Members and has the same effect as a provision in this Constitution.

20.    AMMENDMENTS TO CONSTITUTION

20.1   No alteration or addition/deletion to this Constitution shall be made except at a
       General Meeting and with the consent of two-thirds of the voting Members present at
       the General Meeting, and they shall not come into force without the prior sanction of
       the Registrar of Societies and the Commissioner of Charities.

20.2   Any proposal to amend the Constitution shall be notified in writing to the Association
       at least one 14 days before the General Meeting together with a copy of the proposed
       amendments.

21.    INTERPRETATION

21.1   In the event of any question or matter pertaining to day-to-day administration, which
       is not expressly provided for in this Constitution, the Board shall have power to use
       their own discretion. The decision of the Board shall be final unless it is reversed at a
       General Meeting of Members.

22.    DISPUTES

22.1   Any dispute arising amongst Members or between any Member and the Association
       shall be resolved in accordance with the Framework for Alternative Dispute Resolution
       for Sports (ADR Sports) or other dispute resolution framework jointly administered for
       the time being by Sports Singapore, the Singapore Mediation Centre, Singapore
       International Arbitration Centre and the Singapore Institute of Arbitrators.

23.    ANTI-DOPING

23.1   The Association shall recognise the right of all its athletes to participate in clean sport
       and is committed to ensuring the sport is doping-free. All affiliates, Members, athletes,
       participants, staff and other individuals, who are subject to the jurisdiction of the
       Association are bound by and agree to abide by all World Anti-Doping Code-compliant
       anti-doping rules applicable to the sport.

24.    DISSOLUTION

24.1   The Association shall not be dissolved except with the consent of not less than three-
       fifth (3/5) of the total voting membership of the Association for the time being resident
       in Singapore, expressed either in person or by proxy, at a General Meeting convened

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for the purpose.

24.2   In the event of the Association being dissolved as provided above, all debts and
       liabilities legally incurred on behalf of the Association shall be fully discharged, and the
       remaining funds shall be distributed to other charities or Institutions of a Public
       Character (IPCs) approved under the Charities Act.

24.3   A Certificate of Dissolution shall be given within seven (7) days of the dissolution to the
       Registrar of Societies and the Commissioner of Charities.

                                           -END-

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