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01/10/2014
ASPEXS - South Point Ex-students' Association
: : MEMORANDUM
MEMORANDUM OF ASSOCIATION
OF
SOUTH POINT EX-STUDENTS’ ASSOCIATION
1. Name of the Society shall be: SOUTH POINT EX-STUDENTS’ ASSOCIATION.
2. The Registered Office of the Society shall be situated in Kolkata, West Bengal at 16 Mandeville Gardens, Kolkata – 700019.
3.
The Society is established solely for development and advancement of general public utility, and not for the purposes of profit and accordingly the objects of the Society shall be interpreted and restricted to mean only such objects as are regarded to be for development and advancement of general public utility and not otherwise without limiting the scope of the foregoing:
a) To develop general public utility.
b) To provide a forum for exchange of knowledge, expertise and experience having general public utility and to promote closer and harmonious relations among its members.
c) To arrange and organize lectures, debates, discussions, seminars and excursions for the diffusion of knowledge.
d) To study, cultivate and demonstrate the art of music and dancing and other fine arts.
e) To promote and encourage advancement of literary, cultural, political, scientific and technical education.
f) To help the needy students of all communities for the prosecution of studies.
g) To acquire by purchase, exchange, mortgage, lease, hire or otherwise howsoever any movable or immovable property anywhere for any estate or interest;
h) To appoint staff or procure the services of qualified and/or technical experts, attendants and the persons either on remuneration or gratuitously or in any honorary capacity or any other basis;
i) To hold, organize, advise, participate and assist in organizing cultural shows, events, exhibitions, seminars, conferences, demonstrations etc. and to give prizes and awards;
j) To prepare, print and publish any paper or periodicals, brochures, books, journals and bulletins etc. in furtherance of the objects of the Society and to contribute to any such paper or periodicals etc.;
k) To receive from any person, body or association by way of gifts, donations, legacies or in any other manner any movable (including money) or immovable property and either unconditionally or on any special terms and conditions;
l) To take steps by personal or written appeals, publications, exhibitions, public meetings or otherwise as may from time to time be deemed expedient for the purpose of procuring subscriptions/contributions to the funds of the Society in the shape of gifts, donations, legacies, annual payments or otherwise;
m) To help, subscribe, contribute, or promote and take over any other Society, trust, body or institution whether incorporated or not, having objects similar to those of the Society;
n) To borrow or raise money with or without security and/or on the security of mortgage, charge, hypothecation or pledge of all or any of the immovable or movable properties belonging to the Society;
o) To facilitate with and/or seek co-operation from other similar Societies/Institutions and to enter into agreements with any one or more of them in the interest of the Society and to implement the terms of such agreements.
p) To do all such acts, deeds, matters and things as may be deemed incidental or conducive to the foregoing objects.
The income and properties of the Society whatsoever derived or obtained shall be applied solely towards the promotion of the objects of the Society and no portion thereof shall be paid to or divided amongst any of its members by way of profits.
4.
The names, addresses and descriptions of the members of the Managing Committee are:
Name Designation
Mr. Krishna Damani President
Mr. Rajarshi Ghosh Dastidar Member
Mr. Chetan Choudhury Hony. Secretary
Mr. Meghnath Roy Choudhury Treasurer
Mr. Raja Shah Vice-President
Mr. Rohit Gutgutia Jt. Treasurer
Mr. Vineet Chandgothia Hony. Asstt. Secratary
Ms. Sunipa Ghosh Member
Mr. R. Somasundaram Member

We, the several persons whose names, addresses and occupations are hereunto subscribed are desirous of being formed into an association in pursuance of this memorandum of Association.
Signature Occupation
Sd/- Krishna Damani Service
Sd/- Rajarshi Ghosh Dastidar Service
Sd/- Raja Shah Business
Sd/- Chetan Choudhury Student
Sd/-. Meghnath Roy Choudhury Business
Sd/- Rohit Gutgutia Student
Sd/- Vineet Chandgothia Student
Sd/- Sunipa Ghosh Student
Sd/- R. Somasundaram Student
Sd/- Abhinav Mansingka Student
Sd/- Umesh Goenka Business
Sd/- Sandeep Chakrabarty Student
Sd/- Anil Sharma Service
Sd/- Nayan Choudhury Student
Sd/- Saurabh Sinha Student
Witness to the above signatures:

Name : Sd/- (Bijoylakshmi Ghoshal)

Occupation : Vice-Principal, South Point School

Dated, the 3rd day of December, 1995

THE WEST BENGAL SOCIETIES REGISTRATION ACT, 1961
REGULATION OF “SOUTH POINT EX-STUDENTS ASSOCIATION”
1.
DEFINITIONS :

In these Rules and Regulations, unless there is anything repugnant to the subject or context:
a) ‘The Act’ means “West Bengal Societies Registration Act, 1961”.
b) ‘Society’ means “South Point Ex-Students Association”.
c) ‘Managing Committee’ means Managing Committee of the Society constituted in accordance with the Rules & Regulations of the Society.
d) ‘Members of the Society’ means persons whose names appear in these Rules & Regulations as the First Members of the Society and the persons who are subsequently admitted as members by the Managing Committee in accordance with the Rules & Regulations of the Society and have not ceased to be such members.
e) ‘School’ means South Point School situated at 16, Mandeyille Gardens, Calcutta 700 019 and/or South Point High School, situated at 82/7A, Ballygunge Place, Calcutta 700 019.
2.
MEMBERSHIP :

2.01 Admission
a)
The signatories to the Memorandum of Association & the office bearers of the Managing Committee of the Society shall be first members of the Society. The following are the first members of the Society.
1. Mr. K. Damani
2. Mr. Rajarshi Ghosh Dastidar
3. Mr. Raja Shah
4. Mr. Chetan Choudhury
5. Mr. Meghnath Roy Chowdhury
6. Mr. Rohit Gutgutia
7. Mr. Vineet Chandgothia
8. Ms. Sunipa Ghosh
9. Mr. R Somasundaram
10. Mr. Abhinav Mansingha
11. Mr. Nayan Choudhury
12. Mr. Ayan Roy Choudhury
3. 1Mr. Umesh Goenka
14. Mr. Anil Sharma
15. Mr. Saurabh Sinha
16. Mr. Sandeep Chakrabarty
b) The Managing Committee may admit any person of any caste, creed or sex who has attained the age of eighteen years, has been a student of either South Point School and/or South Point High School and has agreed in writing to be bound by the Memorandum of Association and regulations of the Society and who in the opinion of the Managing Committee will be interested in advancement of the objects of the Society.
c) Applications for membership shall be made in such form as the Managing Committee may from time to time prescribe.
d) The decision to admit members is the sole and absolute power of the Managing Committee and the Managing Committee may refuse to admit any person as a member without assigning any reason whatsoever.
e) The Admission fees and Annual subscription shall be decided by the Managing Committee from time to time.
2.02 Types of Members:
a) Honorary members : Any person whose connection, with the Society is deemed to be useful, may with the consent of 2/3rd of the members of the Managing Committee be elected as Honorary member of the Society. Such members shall not however, be eligible to be member of the Managing Committee nor shall be entitled to vote in any meeting.
b) Ordinary member : Any person, qualified to be a member and paying specified ordinary membership fee may be admitted as ordinary member of the Society. Such members shall also be required to pay Annual Subscription.
c) Life Members : Any person, qualified to be a member and paying specified life membership fees may be admitted as Life member of the Society. Such a member shall however, not be required to pay any Annual Subscription.
d) Associate Member : Any person, qualified to be a member, may be admitted as Associate Member of the Society at the discretion of the Managing Committee. Such a member shall not be required to pay any subscription and such membership for any individual shall be valid for a period not more than 3 years. Such members shall not however, be eligible to be member of the Managing Committee nor shall be entitled to vote in any meeting.
2.03 Cessation of Membership:
Any member shall cease to be a member
a) on the acceptance of his resignation from membership
b) on his becoming insane or insolvent.
c) on his conviction of any offence in connection with the formation promotion, management or conduct of affairs of Society or a body corporate or of any offence involving moral turpitude.
d) on default of payment of annual or other subscription.
e) on removal under regulation 2.06
2.04 Register of Members:
The Society shall maintain a register of members containing the names, addresses and their occupations, the date of admission and cessation of membership. The register will be kept open for inspection of the members of Society on requisition.
2.05 Rights and obligation of members:
i)
Any life member of ordinary member of the Society has the right
a) to elect and to be elected in any election of Society.
b) to submit suggestion for discussion to the Managing Committee and sub-committee on any matter relating to Society.
c) to inspect the accounts and the proceedings of the meetings of the Society on appointment with Hony. Secretary.
d) to pay his subscription within the prescribed time.
ii) Defaulting members shall not be allowed to take part or vote in a meeting.
iii) Members shall have one vote each.
2.06 Expulsion & removal:
In case action of any member is found by the Managing Committee to be detrimental to the interest and is in violation of the rules and regulations of the Society, he may be after due enquiry, censured, suspended or expelled from the membership by the Managing Committee. However, adequate opportunity must be given to the erring member to have his case heard before the Managing Committee or any sub-committee.

For any act of expulsion or termination no such member shall be entitled to prefer any claim for compensation or damage even if proved on subsequent date that such act of expulsion or termination was wrongful and/or unlawful.
3.
GENERAL MEETINGS:

3.01 A General Meeting of the Members of the Society shall be held every year within six months from the expiry of the financial year of the Society or at such time as may be determined by the Managing Committee at the office of the society or at such other place or shall be called the Annual General Meetings of the Society. Not more than fifteen months shall elapse between two successive Annual General Meetings. All other General Meetings of the Society shall be called ‘Special General Meetings’.
3.02 The Managing Committee may whenever it thinks fit and it shall within 7 days of the receipt of a written requisition signed by at least 1/3rd of total members convene a Special General Meeting of the Society at a time and place to be fixed by the Managing Committee to consider the matters that may be placed before it by the Managing Committee or in the case of a requisition meeting such matters as may be specified in the requisition.
3.03 In case the Managing Committee does not within the time fixed convene a meeting on the requisite of the members as prescribed in clause 7, the requisitionists may themselves within 7 days of such default convene a Special General Meeting of the Society at the office of the Society to consider the matters mentioned in the requisition. Such meeting shall otherwise be governed in all matters by the provisions in these presents contained for general meetings.
3.04 Subject to the provisions of Section 12 of the West Bengal Societies Registration Act, 1961 at least 14 days’ notice specifying the place, date and hour and agenda of the Annual and Special General Meetings shall be given to all the members either by advertisement in a daily paper published in Calcutta or by notice sent by post or otherwise served by both. The accidental omission to give any such notice to any of the members shall not invalidate any resolution passed at any such meeting. In case of urgency, the Managing Committee shall be entitled to reduce the period of notice to three days.
3.05
The functions of the Annual General Meetings are:
a) To confirm the minutes of the last Annual General Meeting or a Special General Meeting, if any;
b) To receive from the Managing Committee the Report and Balance Sheet and Statement of Income and Expenditure for the preceding year;
c) To consider any communication or audit memorandum that may have been received from the Auditors;
d) To appoint a person or persons to audit the accounts of the Society during the ensuing year and to fix his or their remuneration;
e) To conduct General Election of the Managing Committee, when due.
f) Such other business as may be brought forward by the Managing Committee.
3.06 The President of the Managing Committee, if present, shall take the Chair at all meetings and in his absence the Vice-President shall Chair the meeting. In their absence the members present shall elect a Chairman for the meeting.
3.07 Members present in person shall form a quorum for General Meeting of the Society, Annual or Special.
3.08 Votes can be given only personally by the member. Voting by proxy shall not be allowed under any circumstances.
3.09 Save as otherwise provided under these Rules & Regulations, all decisions of any General Meeting shall ordinarily be according to the opinion for the members having a majority of votes on a show of consideration of the meeting shall be decided by ballot by the majority of votes. The Chairman of the meeting shall have a casting or second vote. No member shall vote in any matter in which he has a financial interest.
4.
MANAGING COMMITTEE:

4.01 The Management of the affairs of the Society will be entrusted to a Managing Committee consisting of not more than nine persons. Out of them, not more than three members shall be nominated by the Managing Committee of South Point School and the rest shall be elected by the members of the Society.
4.02
A person shall cease to be a member of the Managing Committee in any of the following events:
a) If he dies,
b) If he becomes bankrupt or is adjudged insolvent,
c) If he is found lunatic or of unsound mind or by reason of age or infirmity of otherwise becomes incapable to act as a member of the Managing Committee,
d) If he is convicted of an offense involving moral turpitude,
e) If he fails to attend meetings of the Managing Committee for six consecutive months without leave of the Managing Committee,
f) If so resolved by the Members of the Society,
g) If he resigns his post.
4.03 The Office Bearers of the Managing Committee shall comprise of President, Vice President, Hony. Secretary, Hony. Asstt. Secretary, Treasurer, Joint Treasurer and other Committee members. Except the President, other Office Bearers shall be elected at the Annual General Meeting. The President shall be nominated by the Managing Committee of South Point School from amongst the members of the Managing Committee of the Society.
4.04 The term of the Managing Committee shall ordinarily be three years, unless it is dissolved or terminated early under unforeseen circumstances. After elections, the old Managing Committee shall continue to function till the new committee takes over charge which shall under no circumstances be more than 30 days from the date of elections.
4.05 In case of a casual vacancy in the Managing Committee, the same shall be filled in by way of co-option, except in case of nominated members.
4.06
Meeting:
A meeting of Managing Committee shall be held at least once in six months at such place, date and time, as the President or the Hony. Secretary may determine. Any five members of the Managing Committee may requisition the meeting and the Hony. Secretary shall summon the same within fifteen days, failing which the President or the requisitionists may do so provided no business other than specified in the notice shall be transacted at such meeting.
4.07
Notice and quorum:
Seven-days’ notice of the meeting specifying the place, time and the general nature of business to be transacted, shall be given to every member of the Managing Committee. Emergency meeting may be called on 24 hours notice. Five members personally present shall constitute a quorum for meeting and if a quorum is not present within 30 minutes of the time members present shall adjourn the meeting to another date and on the latter date there will not be any need for quorum.
4.08
Procedure of the Meeting:
The President or in his absence the Vice-President shall preside over all meetings of the Managing Committee and in their absence members present shall elect a Chairman of the meeting. All questions before the meeting will be decided by a majority of votes, each member having one vote. The President or the Chairman of the meeting shall have a second or casting vote in addition to his own vote in case of equality of votes.
4.09
Powers of the Managing Committee:
The Managing Committee will have power and authority to manage, control and supervise the affairs of the Society and to do all acts, matters, things and deeds which may be necessary or expedient for the purpose of the Society, and in particular, the following:
a) To engage or appoint officers, staff, assistants, workers, attendants, servants and other employees either on remuneration or gratuitously or in any honorary capacity and on such terms as they shall think fit and from time to time to remove them or any of them as they shall think expedient.
b) To pay the legal costs and expenses of and establishment of the Society including stamps and fees paid in respect thereof and the cost and expenses of and incidental to the issue and advertisement of any prospectus, appeals, circulars, periodicals, books, magazines, leaflets or other publications that the Managing Committee may think desirable to issue for the promotion of the objects of the Society.
c) To make, pay, deposit and sanction all required expenses, costs, fees, remunerations and other payments whatsoever as may be deemed expedient for the purposes of the Society.
d) To file, institute, prosecute, defend, compromise and withdraw any suit, application, petition, appeal or any other legal action, civil or criminal and for that purpose, to sign, execute and affirm all documents and papers and appoint lawyers, counsels and other agents and to take all other necessary steps in connection therewith.
e) To open deposit, current or overdraft accounts with banks and to operate upon the same and to draw, issue and sign cheques, drafts and pay orders and to make, draw, issue, endorse, negotiate and discount cheques, drafts, pay orders, hundies, promissory notes and other bills of exchange, Government Promissory Notes, other Govt. Securities, Debentures and other negotiable Instruments.
f) To raise or borrow from time to time and for the purpose of securing the repayment of the moneys so borrowed with or without interest, to make and carry into effect such arrangements as they deem expedient.
g) To execute and sign and make rules for executing and signing all deeds, agreements, contracts, receipts and other papers and documents that may be necessary or expedient for the purpose of the Society and get any such deed or document duly registered with any Registrar or Sub-Registrar.
h) To accept any gift or donation or any property, movable or immovable, and with or subject to any special trust or condition not being inconsistent with the objects of the Society, or without any special trust or condition.
i) To fix the time within which those persons who have proposed donations to the Society should notify to the Society whether they desire to attach any conditions to the donations promised by them and to extend such time from time to time.
j) To delegate to or confer upon the Hony. Secretary or other officers for the time being of the Society or such other person or persons as the Managing Committee may think fit, all or any of the powers, authorities and duties, conferred or imposed upon the Managing Committee as the Managing Committee may think fir, in the discretion of the Managing Committee.
k) To appoint Sub-committees, including of persons not members of the Society or of the Managing Committee and to delegate to such Sub-committee any of its powers.
l) Generally to do all such matters and things as may be necessary to be done, authorized or sanctioned in or about the execution of all or any of the powers hereinbefore conferred on the Managing Committee and to frame Rules and Regulations for such purposes.
m) To make, add to or alter rules for their meetings and other matters relating to them as members of the Managing Committee.
5.
PROPERTIES AND ASSETS:
a) All properties and assets received by way of Donation, Gift, Endorsement, Purchase or otherwise shall vest in the Managing Committee and the Managing Committee shall or otherwise through any authorized representative at any time, if it is considered necessary for the purposes of the Society.
b) All income and properties of the Society shall be utilized strictly for the benefit and improvement of the Society and/or for purposes for which the Society has been set up.
c) The Managing Committee shall be responsible for the safe custody of the properties (both movable and immovable) of the Society. The fund of the Society shall be kept and/or invested in Bank and/or in any other investments from time to time as authorized by law for the investments.
d) Bank Accounts shall be operated jointly by any two of the President, Hony. Secretary of Treasurer.
6.
BOOKS OF ACCOUNT & INSPECTION:
The Books of account and other statutory books shall be kept at the registered office and shall be open to inspection of the members at such time and place as the Managing Committee directs on a written request made by any member.
7.
ACCOUNTING YEAR:
The accounting year of the Society shall be from 1st day of April of each year to 31st day of March of following year.
8.
DUTIES OF THE OFFICE BEARERS:

8.01
President:
He shall
a) preside over all meeting of the Society
b) take all disciplinary actions such as removals, dismissal etc. in consultation with the Managing Committee
c) advise the Hony. Secretary in any matter requiring urgent attention
d) call emergency meeting
e) Supervise all activities of the Association and to stop any such activity he considers to be against the objectives of the Society
8.02
Vice-President:
He shall
a) convene all meetings of the Society
b) maintain minute books of all meetings
c) issue general circulars and notices
d) receive all applications for membership which shall be placed before the Managing Committee
e) sign on behalf of the Society all receipts for all sums received as subscription, donation, gift etc.
f) sign and give pay order on all bills for payments
g) get the accounts of the Society audited by a Chartered Accountant
h) ensure compliance with statutory requirements
i) transact all other business subject to the direction of the Governing Body
j) perform such other activities as are necessary to manage the affairs of the Society
8.03
Hony. Deputy Secretary:
He shall
a) perform duties delegated by Hony. Secretary and/or Managing Committee
b) in the absence of the Hony. Secretary perform all the duties of the Hony. Secretory.
8.03
Treasurer:
He shall
a) collect and receive all sorts of subscriptions, donations and deposits of money and grant receipts thereof
b) maintain and keep cash book and such other accounts as are necessary
c) prepare the budget in consultant with the Hony. Secretary for consideration of the Managing Committee
9.
MAINTENANCE AND AUDIT OF ACCOUNTS:
The Society shall maintain books of accounts as required under sec15(1)(a), (b) of the West Bengal Societies Registration Act, 1961. The accounts shall be audited by a duly qualified auditor as stated in Sec15(2) of the West Bengal Societies Registration Act, 1961.
10.
SUIT & LEGAL PROCEEDINGS:
All suits and legal proceedings by or against the society shall be in the name of the Hony. Secretary or such person as shall be appointed by the Managing Committee.
11.
ALTERATION OF MEMORANDUM & REGULATIONS:
The Memorandum, and Regulations may be altered, modified, rescinded or added to by special resolutions passed by three fourth of the members present.
The Managing Committee shall have powers to make, alter modify or rescind such Bye-laws & rules as may be considered necessary in the interest of month functioning of the Society.
12.
DISSOLUTION OF SOCIETY:
Subject to the provisions of Section 24 & 27 of the West Bengal Societies registration Act, 1961 or any Statutory modifications thereof, the Society may be dissolved by a resolution to that effect passed by three fourth of the members present of the Society at a General Meeting. The said meeting shall also decide the manner of disbursement of the funds and assets of the association, if any other dissolution.
We the undersigned members of the Governing Body of the Society, do hereby certify that the above is the true copy of the Rules and Regulations of Society.
Signature of three members of the Managing Committee,
1. Sd/- (K. Damani)
  2. Sd/- (Meghnath Roy Choudhury)
  3. Sd/- (Chetan Chowdhury)
Dated 3rd day of December, 1995.
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