The Malaysian Cable Manufacturers Association has a set of constitutional rules that govern its members. These rules are designed to protect the interests of the association and its members and to ensure that the cable industry in Malaysia is able to operate smoothly and efficiently.
RULES AND CONSTITUTION OF PERSATUAN KABEL DAN WAYAR ELEKTRIK MALAYSIA
(Malaysian Electric Cable & Wires Association – MCMA)
(THESE ARE THE FINAL REGISTERED RULES OF THE ASSOCIATION)
We hereby certify that the above rules are correct.
Signed by Mr J G Elliott as President
Signed by Mr S Umeda as Treasurer
Dated 2nd October 1979
* NOTE: The below rules were approval and registered by the Registrar of Societies, Malaysia, on 26th September 1980.
The Association shall be known as ‘PERSATUAN KABEL DAN WAYAR ELEKTIK MALAYSIA’ (MALAYSIAN ELECTRIC CABLE AND WIRES ASSOCIATION – MCMA).
Its registered office and place of meeting shall be at:
B-9-18, Capital 2, Oasis Square,
No.2, Jalan PJU 1A/7A, Oasis Damansara,
47301 Petaling Jaya,
Selangor Darul Ehsan
or at such other place or places as may from time to time be decided by the Committee; and its address for correspondence shall be the same as above stated. The registered address and place of meeting of the Association shall not be changed without prior approval of the Registrar of Societies.
3.) Aims and Objects
3.1) This shall relate to the production and sale of plastic insulated electric cables and conductors in Peninsula Malaysia and Sabah and Sarawak (hereinafter called ‘The Territory’) but shall not relate to the export of insulated electric cables and conductors from within the Territory to any country without the Territory. (Amendment)
3.2) Liaise with Standards and Industrial Research Institute of Malaysia (SIRIM) to ensure the full cooperation of Association members in all matters relating to the formulation of standard specifications for materials, cable construction, and dimensions and testing.
3.3) Liaise with SIRIM and other bodies to promote the improvement in standards of electrical installations, protection and safety measures.
3.4) The Members shall take steps as may be necessary to ensure that sales of insulated electric cables and conductors within the Territory shall comply with the technical specifications issued by SIRIM or, in the absence of such an issue, comply with the specifications issued by the Association’s Technical Committee or international specification.
3.5) To bring together manufacturers of plastic insulated cables to enhance the industry’s reputation as a responsible, ethical Association of manufacturers. To bring about a degree of co-operation between manufacturers to improve the industry’s efficiency, the standard of products, and sales service to the market. [Amendment]
3.6) To represent the industry at meetings and discussions with other trade associations connected with the cable industry, Government bodies, and Chambers of Commerce.
3.7) To convene and conduct meetings and other gatherings.
3.8) To establish a place of meeting for use by Members conducting the business and carrying out the objects of the Association.
3.9) To acquire, sell, improve and manage any movable or immovable property as the Association may deem fit.
3.10) To arbitrate any differences between members of the Association or plastic cable manufacturers with the consent of the members concerned. [Amendment]
In these rules:
(a) “The Association” means the Persatuan Kabel dan Wayer Elektrik Malaysia (Malaysian Electric Cable and Wires Association – MCMA).
(b) “The Committee” means the Management Committee appointed under these rules and regulations.
(c) Words importing the singular number include the plural number and vice versa, and words importing the masculine gender include (where the context admits) the feminine gender.
(d) Between annual general meetings, the Committee shall interpret the rules of the Association and, when necessary, determine any point on which the rules are silent. The Committee’s decisions shall be binding on all members of the Association unless and until countermanded by a general meeting resolution.
5.1) Membership of the Association is open to any manufacturer of Plastic Insulated Cables within the Territory. (Amendment)
5.2) Membership will be limited to manufacturers of Plastic Insulated Cables only. (Amendment)
5.3) Every membership application shall be proposed and seconded by two existing members. It shall be forwarded to the Secretary of the Association, who shall submit this to the Committee for approval at the first Committee Meeting following receipt of the completed application. The Committee may, at its discretion, reject any application without assigning any reason.
5.4) All applicants whose application has been approved as aforesaid shall be admitted as a member upon payment of the prescribed annual and first monthly subscriptions.
No entrance fee shall be paid.
7.) Annual Fee
7.1) An annual MYR 5,000/- subscription shall be payable to the Secretary within two months from 1st January. (Amendment)
7.2) Any member who does not pay his annual subscription within two months from the due date shall receive a written notification signed by or on behalf of the Secretary.
7.3) Any member who does not pay his annual subscription within three months from the due date shall cease to be a member of the Association and forfeit all membership rights. Provided that the Committee may at any time in its discretion restore such a member to membership upon payment of all arrears of subscription then due.
7.4) Any member ceasing to be a member shall forfeit all his rights to the property and funds of the Association and shall be ineligible to claim any refund of subscription or other payments made by him to the Association.
7.5) 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.
Any member may resign his membership by giving to the Secretary two months notice in writing to that effect but such member shall pay all debts due by him to the Association. Any member who has discharged his liabilities to the Association and wishes to rejoin may be re-elected and the Committee may in its absolute discretion decide the proportion of annual subscription to be paid on re-election.
The Committee may at any time suspend and may after due notice to the member and inquiry into the circumstances expel any member of the Association on the ground of any conduct which in the opinion the Committee is injurious to the interests of the Association or not in keeping with the status of a member of the Association or shall contravene any of the Rules, Regulations, Aims and Objectives of the Association.
10.) General Meeting
10.1) An annual general meeting of the Association shall be held as soon as possible after the close of each financial year but not later than May, on a date and at a time and place to be decided by the Committee. The business of the annual general meeting shall be:
(a) To receive the Committee’s report on the working of the Association during the previous year.
(b) To receive the Treasurer’s report and the audited accounts of the Association for the previous year.
(c) To elect Committee Members (every alternate year).
(d) To elect an external auditor and to fix his remuneration.
(e) To transact any other ordinary business which may be transacted.
10.2) At least one half (1/2) of the total membership of the Association must be present at a general meeting for its proceedings to be valid and to constitute a quorum.
10.3) If half an hour after the time appointed for the meeting a quorum is not present, the meeting shall be postponed to a data (not exceeding ten days) to be decided by the Committee and if a quorum is not present half an hour after the time shall have power to proceed with the business of the day but they shall not have power to alter, amend or make additions to the rules of the Association or to make decisions affecting the whole membership.
10.4) A preliminary notice of the annual general meeting stating the date, time and place shall not less than fourteen (14) days before the day of the meeting be dispatched by the Secretary to all members and this notice shall also be prominently displayed at the registered office or place of meeting of the Association.
10.5 The Secretary shall send to all members at least seven (7) days before the meeting an agenda including copies of minutes and reports, motions and nominations for the election of officers, together with the audited accounts of the Association for the previous year.
10.6) The accidental omission to give notice of any meeting to or the non-receipt of such notice by a member shall not invalidate any resolution passed or thing done at any such meeting.
10.7) An extraordinary general meeting of the Association shall be convened:
(a) Whenever the Committee deems it desirable, or
(b) At the joint request in writing of not less than twenty five percent (25%) of the number of members, stating the objects and reasons for such meeting.
10.8) An extraordinary general meeting requisitioned by members shall be convened for a date within thirty (30) days of the receipt of such requisition.
10.9) Notice and agenda for an extraordinary general meeting shall be forwarded by the Secretary to all members at least fifteen (15) days before the date fixed for the meeting.
10.10) Paragraphs 10.2 and 10.3 of this rules regarding the quorum and postponement of an annual general meeting shall apply also to an extraordinary general meeting, but with the proviso that if no quorum is present after half an hour from the time appointed for a postponed extraordinary general meeting requisitioned by members the meeting shall be cancelled and no extraordinary general meeting shall be requisitioned for the same purpose until after the lapse of at least six months from the date thereof.
10.11) The Secretary shall forward to all members a copy of the draft minutes of each annual and extraordinary general meeting as soon as possible after its conclusion.
10.12) No resolution shall be passed at any general meeting unless the terms thereof have been previously notified to the Secretary in writing not less than ten (10) clear days before the date of the meeting, provided that always ant member may address the meeting on any matter concerning the Association at any general meeting. Any such notice received by the Secretary shall, if it has been received in sufficient time, be included in the notice convening the general meeting. For purposes of this rule the Committee shall decide what is sufficient time and its decision shall be final.
10.13) At any general meeting, the President or in his absence a member elected by the meeting to be President thereof shall preside and shall have a second or casting vote.
10.14) Only members shall be entitled to vote. Voting shall ordinarily be by a show of hands but a ballot will be taken if demanded by two or more members present at the meeting. A resolution may be carried unanimously or by a simple majority of votes and an entry to that effect in the minutes of the meeting shall be conclusive evidence of the fact without proof of the number or proportion of the votes recorded in favor of or against that resolution.
(a) The Association shall be managed by a Committee of nine (9) officers consisting of the following, who shall be termed the office bearers of the Association and who shall be elected at every alternate annual general meeting:
(b) A Secretary shall be employed by the Association.
11.2) All Committee members shall serve the Association gratuitously. All office bearers and every officer performing executive functions in the Association shall as far as possible be Malaysian citizens.
11.3) The Committee shall meet at least once every three months and seven (7) days notice of each meeting shall be given to the members. The President acting alone, or not less than three of its members acting together may call for a meeting of the Committee to be held at any time. At least one half (1/2) of the Committee members must be present for its proceedings to be valid and to constitute a quorum.
11.4) Where any urgent matter requiring the approval of the Committee arises and it is not possible to convene a meeting, the Secretary may obtain such approval by means of a circular letter. The following conditions must be fulfilled before a decision of the Committee is deemed to have been obtained:
(a) The issue must be clearly set out in the circular and forwarded to all members of the Committee.
(b) At least one half (1/2) of the members of the committee must indicate whether they are in favour or against the proposal; and
(c) The decision must be by a majority vote.
Any decision obtained by circular letter shall be reported by the Secretary to the next Committee meeting and recorded in the minutes thereof.
11.5) Any member of the Committee who fails to attend three consecutive meetings of the Committee without satisfactory explanation shall be deemed to have resigned from the Committee.
11.6) In the event of the death or resignation of a member of the Committee, the Committee shall have the power to co-opt any other member of the Association to fill the vacancy until the next annual general meeting.
11.7) The Committee shall give instruction to the Secretary and other officers for the conduct of the affairs of the Association. It may appoint such organizer, experts and such staff as organiser, expert or member of the staff for neglect of duty, dishonesty, incompetence, refusal to carry out the decisions of the Committee, or for any other reason which it deems good and sufficient in the interest of the Association.
11.8) At all Committee meetings such Committee member shall have one vote and a motion shall be deemed carried by a majority of votes of those Committee member’s present at the meeting.
11.9) Whenever votes for or against a motion are equal, the President of the meeting shall have a second or casting vote.
11.10) The Committee may appoint sub-committee and may delegate to such sub-committee part of its duty and powers. The Chairman of a sub-committee so appointed must be a member of the Committee.
12.) Duties of Office Bearers
12.1) The President shall during his term of office preside at all general meetings and all meetings of the Committee and shall be responsible for the proper conduct of all such meetings. He shall have the casting vote and shall sign the minutes of each meeting at the time they are approved. He shall also represent the Association in its dealings with outside persons. He shall in conjunction with the Treasurer sign all cheques on behalf of the Association.
12.2) The Vice-President shall deputies for the President during the latter’s absence.
12.3) The Secretary shall conduct the business of the Association in accordance with its rules, and shall carry out the instructions of the general meeting and of the Committee. He shall be responsible for conducting all correspondence and keeping all books, documents and papers except the accounts and financial records. He shall attend all meetings, and record the proceedings.
12.4) The Treasurer shall be responsible for the finances of the Association. He shall keep accounts of all its financial transactions and shall be responsible for their correctness. He shall, in conjunction with the President, sign all cheques on behalf of the Association.
12.5) The six (6) ordinary Committee Members shall assist the other committee members generally or specifically as may resolved by the Committee.
13.) Financial Provisions
13.1) Subject to the following provisions in this rule, the funds of the Association may be expended for any purpose necessary for the carrying out of its objects, including the expenses of its administration, the payment of salaries, allowances and expenses to its office bearers and paid staff, and the audit of its accounts, but they shall on no account be used to pay the fine of any member who may be convicted in a court of law.
13.2) The Treasurer may hold a petty cash advance not excess of this sum shall within seven (7) days of receipt be deposited in a bank approved by the Committee. The bank account shall be in the name of the Association.
13.3) All cheques or withdrawal notices on the Association’s account shall be signed jointly by the President (or in his absence by the Vice-President) and the Treasurer. In the absence of the Treasurer the Committee shall appoint one of its members to sign in his place.
13.4) No expenditure exceeding three hundred (300) dollars shall be incurred without the prior sanction of the Committee and no expenditure exceeding one thousand (1000) dollars in any one month shall be incurred without the prior sanction of a general meeting. Expenditure of less than three hundred (300) dollars may be approval jointly by the President together with the Treasurer.
13.5) As soon as possible after the end of each financial year, a statement of receipts and payments and a balance sheet for the year shall be prepared and audited by the Auditors appointed under Rule 14. The audited accounts shall be submitted for the approval of the next annual general meeting and copies shall be made available at the registered office or place of meeting of the Association for the perusal of members.
13.5) The financial year of the Association shall commence on the 1st January and end on the 31st December.
14.1) The annual general meeting shall appoint as paid auditors a qualified firm of accountants who shall not be a member of the Association. The auditors thus appointed shall hold their appointment until they resign or until their appointment is otherwise terminated by the general meeting.
14.2) The auditors shall be required to audit the accounts of the Association for the year, and to prepare a report or certificate for the annual general meeting. They may also be required by the President to audit the accounts of the Association for any period within their tenure of office at any date, and to make a report to the Committee.
15.1) Three Trustees, who must be over 21 years of age, shall be appointed at the annual general meeting and shall hold office during the pleasure of the Association. They shall have vested in them all immovable property whatsoever belonging to the Association upon execution of a Deed of Trust.
15.2) The Trustees shall not sell, withdraw or transfer any of the property of the Association without the consent and authority of a general meeting of members.
15.3) A Trustee may be removed from office by the general meeting on the grounds that, owing to ill health, unsoundness of mind, absence from the country or for any other reason he is unable to perform his duties or unable to do so satisfactory. In the event of death, resignation or removal of a Trustee the vacancy shall be filled by a new Trustee appointed by a general meeting.
16.1) Opium smoking on the premises and the introduction of prostitute and bad characters into the premises are strictly prohibited.
16.2) Gambling of any kind whether for stakes or not is forbidden in the premises.
16.3) Neither the Association nor its members shall attempt to restrict or in any other manner interfere with the trade or prices or engage in any Trade Union activities as defined in the Trade Union Ordinance, 1959.
16.4) The Association shall not hold any lottery, whether confined to its members or not, in the name of the Association or its office bearers, Committee or member.
16.5) The Association is prohibited from having affiliation or connection outside Malaysia.
These rules may not be altered or amended except by resolution of a general meeting. Such alternations or amendments shall take effect from the date of their approval by the Registrar of Societies.
18.1) The Association may be voluntarily dissolved by a resolution of not less than three-fifths (3/5th) of the total membership expressed either in person or by proxy or by postal vote at a general meeting convened for that purpose.
18.2) In the event of the Association being dissolved as provided above, all debts and liabilities legally incurred on its behalf shall be fully discharged, and the remaining funds shall be dispose of in such manner as may be decided upon by a general meeting.
19.1) The Association shall not be liable in respect of the death or personal injuries of any member or his guest or guests arising in any way through his or their use or enjoyment of the Association, its amenities, privileges or facilities or otherwise howsoever arising.
19.2) The Association shall not be liable for the loss or the damage to any articles or property whatsoever brought upon the premises of the Association by members or guests or entrusted thereby to any servant of the Association.
19.3) Each member shall furnish to the Secretary an address to which notices etc may be sent to him and shall notify the Secretary of all changes of address.
19.4) Any notice or account or form required to be sent to any member may be sent through the post in a prepaid envelope addressed to the last known address given to the Secretary and shall if so sent be deemed to have been received by such member in due course by post.