Memorandum of Association
The Income Tax Bar Association (Now Karachi Tax Bar Association)
1. The name of the Association is, “The Income Tax Bar Association” (Now Karachi Tax Bar Association)
2. The Registered Office of the Association will be situated in the City of Karachi.
Aims and Objects
3. The objects for which the Association is established are:-
To take over the assets of “Income Tax Practitioners” Association vide its Resolution dated 23rd April, 1986 and to succeed the same
To establish closer relations and understanding among the members of the Association.
To look after, safeguard and protect the rights and privileges of the members of the Association.
To establish promote and maintain high standards of honesty, efficiency and integrity among the members of the Association in the conduct of profession so as to enhance the status, dignity, prestige and honour of the profession.
To establish a code of conduct based on high standards of professional ethics and etiquette and to ensure its observance by the members of the Association.
To discuss from time to time common problems and difficulties experienced by the members in the conduct of the profession and to strive for solving the same.
To study problems of Accountancy, Audit, and Commercial and other Laws affecting Taxation and to keep a close watch on the practical working of the income Tax and other taxation laws, and in the light of cumulative experience to approach the authorities for clarifications of ambiguities and for removal of provisions creating hardships of practitioners as well Tax Payers.
To foster and maintain closer connection with various Mercantile Associations, Chambers of Commerce and other Trade Organizations, to discuss matters relating to Fiscal, Financial, and Taxation Policy of the Government, to enlighten Tax Payers On Various matters affecting their Interest and to make representations to Government and Legislative bodies.
To seek recognition of the Association by the Income tax Revenue and other Government Authorities as the Sole Spokesman of the profession.
To establish and maintain a Library and Reading Room for the benefit of members and to subscribe, to literature, Journals, magazines, periodicals and other publications dealing with Taxation, Law, Accountancy, Audit and Allied subjects.
To provide for social and recreational amenities for the members of the Association.
To raise subscriptions and donation and to accept gifts for the purpose of furthering the object of the Association and to spend maneys in accomplishing these objects.
To purchase, take on lease or in exchange, hire or otherwise acquire any property moveable or immoveable which may be deemed necessary or convenient for any of the purposes the Association.
To prints and publish any news or views, magazines, papers, periodicals, books, pamphlets or leaflets that the association may think desirable for the promotion of its objects.
To manage, sell, lease, mortgage, dispose of, or otherwise deal with all or any part of the property of the Association.
To borrow or raise moneys is such manner as the Association may deem fit.
To invest any moneys of the Association not immediately required in such manner as may be determined from time to time.
To open, maintain, adjust, state, operate and close Banking Accounts of every descriptions, to draw, issue, accept, make, endorse, negotiate, and deal otherwise with all cheques, bills bills of exchange, drafts, hundies and other negotiable instruments of all kinds.
To establish funds, trusts, and other conveniences calculated to benefit the employees or ex-employees of the Association or the dependents of such person and to grant pensions, allowances, or to extend other aid.
To do all such other things as are incidental or conducive to the attainment of the above objects or any of them.
To render financial help to the surviving dependents of a deceased member or to such members as may have become incapacitated for performance of their normal professional duties and for the achievement of the aforesaid object to extablish such funds or float such schemes as may be necessary and feasible.
To affiliate or integrate with any national or regional association of tax consultants or practitioners as may have been established for subjects similar to those of the Karachi Tax Bar Association.
Application of income
4. The Income and property of the Association, wheresoever derived shall be applied solely towards the promotion of the object of the Association and no portion thereof shall be paid or transferred, directly or indirectly, by way of dividends, bonus or otherwise however by way of profits to member of the Association. Provided the nothing herein contained shall prevent the gratuitous distribution among or sale at a discount to subscribers to the funds of the Association for any books or other publication. Whether published by the Association or otherwise nor the payment in good faith of remuneration to any officers or servants of the Association or to any members thereof, or other persons, in return for any services actually rendered to the Association nor the payment of interest at a rate not exceeding 2% above the Bank rate per annum on money borrowed form any member of the Association.
Condition on Licence
5. The fourth and tenth paragraphs of this Memorandum are condition on which a licence is granted by the chief Commissioner, Karachi Administration Area (Karachi) to the Association in pursuance of section 42 of the Companies Ordinance 1984.
Liability of Members
6. The liability of the members is limited.
Contribution on winding-up
7. Every member of the Association undertakes to contribute to the assets of the Association in the event of the same being wound-up during the time that he is a member or within one year afterwards for payments of the debts and liabilities of the Association contracted before the time at which he ceases to be a member and of the cost, charges and expenses of winding-up the same and for the adjustment of the right of the contributories amongst themselves such amount as may be required not exceeding one hundred rupees, or in case of his liability becoming unlimited, such other amount as may be required in pursuance of the last preceeding paragraph of this Memorandum.
Determination of property of Association
8. If upon winding up or dissolution of the Association there remains after the satisfaction of all its debts and liabilities and property whatsoever the same shall not be paid to or distributed among the members of the Association but shall be given or transferred to same Charitable Institution to be determined by the members of the Association in their discretion at or before the time of dissolution and in default thereof by the then president of income Tax Tribunal.
9. True Accounts shall be kept of the sums of money received and expended by the Association and of the matter in respect of which such receipts and expenditure taken place, and of property, credit and liabilities of the Association and subject to any reasonable restriction as to the time and manner of inspecting the same that may be imposed in accordance with the regulations of the Association for the times being. Shall be open to the inspection of the members, once at least in every year the account of the Association shall be examined and the correctness of the balance sheet ascertained by one or more registered Accountants.
10. No addition, alteration or amendment shall be made in the Memorandum of Association or requisition contained in the Articles of Association for the time being in force unless the same shall have been previously submitted to and approved by the Government.
We the several persons whose name whose names and addresses are subscribed here below are desirous of being formed into Association in pursuance of these Articles of Association.
No. 10, Tribuvandas Building, Frere Road, New Challi, Karachi.
Karachi dated this 12th day of July 1956.
Withness to the above signatures.
A.N. MEGHANI Advocate,
Valika Chambers, South Napier Rd.
Articles of Association
The Income Tax Bar Association.
(Karachi Tax Bar Association)
In these Articles Unless There is something in the subject matter or Context inconsistent therewith.
“Association” means “The Income Tax Bar Association” (Now Karachi Tax Bar Association).
“Member” means a member of this Association and includes an Associate Members
“Meeting” means a meeting of the members of the Association or, of the Executive Committee of the Association as the case may be.
“Committee” means the Executive Committee of the Association.
These Articles shall be construed with reference to the provision of the companies Ordinance 1984 and the Terms used in these Article shall be taken as having the same respective meanings as they have when used in the Act.
Application of Table ‘A’
Provisions of Table ‘A’ to the First Schedule of the companies Ordinance 1984 shall apply where no similar provision are made in these Articles: and the same shall be deemed to have been excluded to the extent to which similar provisions have been made in these presents.
For the purpose of Registration the number of members is declared to be unlimited.
Qualification of Membership
Any person duly qualified under the provision of section 157 of the Income tax Ordinance, 1979 shall be eligible for Membership of the association provided he or she:
Agrees to abide by the rules and regulations of the Association.
Has been an Associate Member of the Association continuously for a period of not less that 365 days.
Is not employed as a salaried person in any capacity other than of a tax or legal practitioner or accountant as defined under section 157(b) of the income tax Ordinance. 1979.
Is found suitable and competent by the Executive committee for membership of the Association
The person whose name appear in the Schedule hereto shall be deemed to be the founder Members of the association and shall be deemed to have been admitted to Membership.
Every person at the time of enrollment as a temporary member shall pay to the Association as admission fee of Rs. 500/- (Rupees five hundred only).
Rs.180/- (rupees One Hundred and eighty only) shall be the
Annual Membership fee of the Association which shall be paid by the Members as well as the Associate Members of the Association.
Register of Members
The Secretary of the Association shall keep a Register of all Members of the Association, in which shall be entered in separate columns the following particulars as regards each members Viz:
The full name of the member,
The address and occupation of the members
The date when the members became a member, and
If and when the members cease to be a member, the date of such ceasure.
Change of Address of Members
Any Member changing his address shall forthwith give notice in writing thereof to the Secretary of the Association and there upon the particulars relating to such member contained In each of the said Registers shall be altered accordingly by the secretary.
Scope of Activities
The Association is established for the purpose mentioned in The Memorandum of Association and its business includes everything within the scope of these objects.
The Management of the Association shall vest in a committee called the Executive committee which shall consist of the president, Vice president, the Honorary Secretary, the honorary Joint Secretary, the Librarian and Eight Members. The office bearers and the Members of the Executive Committee shall be elected in the manner hereinafter provided.
The President and the Honorary Secretany for the immediately Preceding year shall be co-opted as Member of the committee if not elected as office bearers or Members of the Executive Committee for the Current years, otherwise the said Committee shall have power to co-opt not more than two members From amongst the members of the Association as may be Eligible to be elected as members of the Executive Committee.
“The Executive Committee may invite one or more member/members Association as observer to attend specific meeting. Such Members or members shall advise the committee on the technical aspects of the subject under discussion but shall not vote in such meetings.
First Executive Committee
Till the first Annual General Meeting of the Association is held, the following persons shall be the members of the Executive Committee.
Ismail D. Lambat
Mirza Adam Khan G.
Ismail E, Bhaimia
Masud Ahmed Abbasi
The President shall be the Chief Executive of the Association and with the consensus of the Members of the Executive Committee shall look after the day to day policy matters of the Executive Committee shall look after the day to day Policy matter of the Association. Amongst other things he Shall, subject to Article 21:
Operate bank account or accounts of the Association jointly with the Secretary.
Make representations to the authorities concerned with regard to all matters of interest of the members of the Association.
Preside over the meetings of the Executive Committee, Annual General Meetings and Special General Meetings of the Association.
Have power to suspend or dismiss members of the staff of the Association.
Exercise overall control over the day to day Affairs of the Association.
The vice President of the Association shall exercise such powers and perform such duties as may be assigned to him by the President and in his absence he shall preside over the meetings of the Executive Committee, Annual General Meetings And Special General Meetings.
The Secretary Shall be the Chief Administrator of the Association and under the guidance of the president and the Executive Committee shall look after the day to day affairs of the association. Amongst other things he shall:-
Operate the bank account or accounts of the Association jointly with the President.
Maintain day to day account books of the Association wherein all receipts and disbursements shall be truly recorded.
Prepare the Annual Accounts and the Balance Sheet and get the same audited by the Auditors of the Association.
Receive all a moneys on behalf of the Association and issue necessary receipts against the same.
In consultation with the president, prepare the agenda for the meetings of the Executive Committee, Annual General Meetings and Special General Meetings if any.
Record the minutes of the meetings of the Executive Committee, Annual General Meeting and Special Meeting if any.
Keep up to date record of the Membership of the Association with complete names, Addresses and telephone numbers of the Members.
Do everything as may be necessary in the discharge of his duties.
The Joint Secretary of the Association shall perform such duties as may be assigned to him by the secretary and in his absence to perform all such functions as have been provided in these articles, for the Secretary.
The Librarian shall in consultation with and under the general supervision of the Executive Committee, Keep an upto date record including proper stock register of the books belonging to the Association. The Executive Committee shall frame such rules as may be necessary for the issue of books belonging to the Association for the purpose of reference only.
Election of Executive Committee
The election of the office bearers including members of the Executive Committee, of the Association, which shall be by secret ballot, shall be he held at the Annual general Meeting and the members elected at such elected shall election shall hold office for one year.
Member’s Right of Voting.
Every member of the Association shall be entitled to vate at such election provided that he is not in arrears of the yearly subscription for more than one year as on the eve of such election.
Right of Contesting Election
Every member of the Association shall be entitled to contest the election for any office provided he is not in arrears of in respect of his yearly subscription on the last date for filling the nomination papers.
Provided further no person shall be eligible to contest for any office unless he has been a member of this Association continuously for periods as mentioned against each office.
Honarary Joint Secretary
Member Executive Committee
Filling of Nomination Papers
“Every Member desirous of being a candidate for any office of the Association or for membership of the Executive Committee shall deposit in a sealed box placed for this purpose in the bar chamber his nomination paper in the form prescribed by the Executive Committee duly proposed and seconded by two members of the Association qualified to vote on the date of such proposal at least 15 days before the days of election alongwith a non-refundable fee payable in cash or through a bank draft in favour of all Karachi Tax Bar Association, as per following, schedule
FOR THE POST OF:
President / Vice-President
Membership of the Executive Committee
Provided however, no member shall propose or second more than one candidate for the same office and more than 8 candidates for, membership of the Executive Committee.
Provided further a candidate may. If he so desires, deposit more than one nomination paper on payment of a further fee of Rs. 20/- (Rupees Twenty only),for each additional nomination paper.
Conduction of The Election
The election of the office bearers including Members of the Executive Committee shall be conducted by the Election Commissioner who shall be appointed by the Executive Committee at least 30 days before the date fixed for holding the Election the Election Commissioner shall scrutinize the nomination papers. He shall have power to accept or reject any nomination paper for reasons given in writing and to hear appeals against such acceptance or rejection and decide the same with in two days.
“That on the date and time fixed for scrutiny, the nomination papers found in the sealed box shall be taken up for scruting one by one. The first eight nomination papers for membership of the Executive Committee shall be declared valid. Confirming to the requirements of clause 17. All subsequent nomination papers proposed or seconded by the same members for the same post or for membership the Executive Committee shall be declared in-valid by the Election Commissioner.
The Election Commissioner shall be assisted by as many members as may be nominated by him from amongst the member of the Association who may not be Contesting for any post in the election. The Election Commissioner shall perform all Functions necessary for the proper conduct of the election and his decision in all matters relating thereto shall be final and binding.
That at the time of polling every member eligible to vote, shall cast his vote, in favour of eight candidates for membership of the Election Committee failing which the ballot paper shall be declared in valid by the Election Commissioner in respect of the election of member of the Execution Committee.
No Associate member shall be eligible to seek election to any office of the Association to propose or second any candidate seeking election to any post of the Association to vote in the Annual Election, Annual General Meeting or any special general Meeting of the Association.
Cooption of Member and Filling of Casual Vacancy
The Executive Committee may at its meeting by a majority of votes than present fill up any casual vacancy on the Executive Committee whether arising from death or resignation of a member or from any other cause.
Retirement of Member of Executive Committee
The members of the Executive Committee Including coopted members and those elected to fill up casual vacancies shall hold office till the next Ordinary General Meeting of the Association when they shall retire and fresh Executive Committee be elected. The members of the Executive committee so retiring shall, however, be eligible for re-election.
The Executive Committee shall subject to the provisions of any relevant legislative enactments and of these presents and to any regulation and directions not being inconsistent with these present which may from time to time be made or given by the Ordinary or Special General meeting (but so that resolutions of the said meetings shall not render in valid anything previously done by Executive Committee and which would have been valid in the absence of such resolutions) Conduct and manage all the business & affairs of the Association and exercise all such powers, authorities and direction and do all or any such acts and things whatsoever as under the Association’s Memorandum or otherwise could lawfully could lawfully be exercised or done by the Association so that the generality and scope of the power’s conferred upon the Executive Committee and the scope of the Articles shall not be in any way prejudiced or restricted or limited by reasons of any particular powers not being expressely conferred upon the Executive Committee by and of these Articles.
Power of the Executive Committee
The Executive Committee in the exercise of the Association by these presents made exercisable by the may affix the seal of the Association to any petition, memorial, deed or other instrument and may institute, carry on, defend, discontinue or compromise and action or other proceedings claims and demands on the part of or against the Association or on behalf of or against its members or any of them or against and any other party or parties, and may submit to arbitration any such proceedings, claims or demands and any differences arising between the Association and any other party or parties (whether members or not), and perform, and observe any award in any such arbitration or take such steps as and if they think proper for varying or setting aside any such award.
“The Executive Committee shall also establish such funds or float such schemes as may be necessary and feasible for the purpose of rendering financial help to the surviving dependents of a deceased member or to such members as may have become incapacitated for performance of their normal professional duties and to frame necessary rules to regulate the working of such funds or schemes.”
Meeting of the Executive Committee
The Executive Committee shall hold a meeting at least once a month on such a day as may be convenient or oftener at their Discretion. Notice of all meetings of the Executive Committee shall be given not less than three clear days before such meeting to all members of the Executive committee specifying the nature of the business to be transacted, not withstanding the above, the President or in his absence the Vice-President may at his discretion call a meeting of the Executive Committee at shorter notice then three clear days if in his opinion days if in his opinion the business to be transacted is urgent and requires immediate disposal. No business of the Executive Committee shall be transacted shall be transected unless a quorum is present within half an hour from the time appointed for the meeting the meeting shall be adjourned to some other date on which the business of the meetings shall be transacted the member present forming a quorum.
Absence from Meeting of Executive
If any member of the Executive Committee shall at any time cease to be a member of the Association he shall cease to be a member and in case any member of the Committee for any Continuous period of three calendar mouth reckoned from the date of a Meeting which he shall not have attended, omit or neglect to attend the Meeting of the Executive Committee of which he is a member, without special leave of the Executive Committee (to be granted in case illness or other Reasonable cause of absence) then he shall, on the expiration of such three calendar month cease to be member of the Executive Committee of which he is a member and the vacancy thereby cause shall be filled up by the Executive Committee.
Minutes of the Meetings
The Committee shall cause minutes to be made in book Provided for the purpose of the following matters, namely:-
of the names of all the members present at every meeting of the members.
of all the appointments of officers and to the Executive Committee.
of all the proceedings of all Ordinary and Special General Meetings.
of all the proceedings of all Meetings of the members and of Executive Committee.
Every entry in the Minute book of the proceedings of any meeting of the Executive Committee or of any Ordinary or Special General Meeting purporting to be signed by the chairman of that Meeting or of the next subsequent meeting shall in the absence of proof to the contrary be deemed to be a correct record, and an original proceeding of the Association accordingly and in every case the burden of proof of error shall be wholly on the person making any objection to the entry.
Framing of Bye-Laws
The Executive Committee may from time to time make Bye-laws or standing order for further regulation the business of the Association, Provided that no such bye laws or order be inconsistent with the object of the Association or these Articles or amount to such an alteration or addition to the Articles as could only legally be made by a special resolution.
“Provided such bye-laws shall have to be ratified and confirmed by a Special General Meeting within three mouths from the date of framing of such bye-laws.”
Application of funds
All moneys received by the Association whether in respect of admission fees. Annual Membership fees, Subscription or donation shall be applied solely in carrying out the object of the Association and in discharging the liabilities incurred by the Executive Committee in the interest of the Association or its members.
The Executive Committee shall have power to approve and grant sanction for any estimate of proposed expenditure or liabities incurred or proposed to be incurred.
The bank Account or Account of the Association shall be kept with any Scheduled bank or bank as may be approved by the Executive Committee. The bank account or account shall be operated jointly by the President or in his absence by the Vice-President and Honorary Secretary or in his absence by the joint Secretary. Provided, however, the period of such absence exceeds 30 days without break.
Submission of accounts
At each Annual General Meeting of the Association the Accounts and Balance Sheet for the year ending on the 31st day of December of every year, shall be presented and the certificate and report of the Auditors thereon read and received.
Annual report of the Executive Committee
The Executive Committee shall prepare and present at each Annual general meeting a report of their Activities pertaining to their terms of office and of such general matter as they deem proper and expedient.
Restriction on members
No member shall:-
Indulge in conduct which is unprofessional or calculated to reflect upon the character of the member or on the sanctity of the profession.
Indulge in conduct by which the honour/or the dignity of the Association is compromised or any directive, instruction or decision of the Association or of the Executive committee is flouted.
Accept any engagement through a tout.
Pass any unbecoming remarks against other members of the Association members of the Executive Committee or office bearers and shall not in any way show disrespect towards his seniors.
Act in any manner as may be termed degrading or otherwise lacking affection towards his juniors.
Fall to bring to the of the Executive Committee any violation by any member of any of the provisions contained in these articles.
Power to Deal with Offending Members
The Executive Committee is hereby empowered and authorized:
to detect or cause to be detected by all legitimate means any irregularity. Violation or infringement on the part of any member or members of the Associate of any of the Articles, Rule or Resolutions passed at a Meeting of the Executive Committee or at any Ordinary or Special General Meeting of the Association.
to receive written complaint of the conduct of any members and to consider and investigate the same.
to give reasonable notice in writing to such member or members of the Association, Who according to the report of the executive committee has or have been guilty of any such irregularity, violation or infringement against whom any written complaint is received calling upon such members as the case may be to plead to charge or charges.
to fix a date for the consideration of said Charge or charges.
to give their decision on such charge charges.
“To expel from the membership of the Association or to censure and or to impose a fine on any member found guilty of such misconduct, irregularity, violation or infringement. The fine shall not exceed Rs: 500/- and shall be recovered from him as arrears of Annual Membership fee. Any member who has been expelled from the membership of the Association or censured and find may appeal to a special general meeting of the Association which shall be convened on the written application of such member within 30 days of the receipt of such application by the HON: secretary. The special general meeting shall have power to annual, amend or confirm the action of the executive Committee by a simple majority and such decision of the special general Meeting shall be final and binding on the parties concerned and shall be enforceable in law. If a member is expelled he shall forthwith cease to be a member forfeits all his interest and privileges in the Association as from the date of the decision of the Executive Committee taken against him. Such member shall not be entitled to the return of any part of his subscription nor to the return of any money paid to the Association by him for fees and fines and shall further be liable to pay all the arrears as may be outstanding him as on the date of expulsion.Provided however, the Executive committee shall not have power to expel any member of the Executive committee which can be done only by a special general Meeting which the president with the concurrence of the executive Committee, may convene in accordance with the Provision of Clause 34”.
Termination of Membership
A person shall cease to be a member of the Association:-
On his expulsion from the Association or if he resigns from his membership.
On his being declared of unsound mind by a competent court or on his being convicted for an offence involving moral turpitude by a competent court.
On his being adjudged insolvent.
Notice to Defaulting Member and re enrolment
Any member who is in arrears of more than one year’s subscription, his name shall be liable to be3 struck off the roll of member after the expiry of 60 days notice in writing, provided , however, that he may be enrolled again if he pays the arrears including the amount of subscription from the date his name was struck off the roll of member till the date of his re-enrolment.
Ordinary General Meeting
An annual General Meeting shall be held once in each year at such time or place as the Association may from time to time prescribe but in any case on or before the last Friday of January. Provided however under the amended Articles of Association the next Annual General Meeting shall be held in the mouth of January, 1983.
Twenty one days clear notice of every Annual General Meeting shall be given to the members with particulars of matters to be brought forward and business to be transacted thereat. Any member desirous of moving any resolution at the Annual General Meeting shall give notice thereof in writing to the Secretary not less then seven clear days before the date of the meeting, Such General Meeting shall be called Ordinary General Meeting and all other meeting of the General body shall be called Special.
The president or the Committee may, whenever they think fit, convene a special General Meeting of the Association. Notice of an extra ordinary General Meeting shall be sent to the member at least twenty one day before the date of the Meeting provided that, in the case of an emergency effecting the business of the Association the Registrar may on the Application of the Association authorize such meeting to be held at such shorter notice as he may specify.
The Committee shall upon a requisition made in writing by ¼ or more permanent member of the Association and addressed to the Secretary at the Registered Office of the Association direct the Secretary to convene a Special General Meeting.
A Special General Meeting convened on such requisition shall be held with in 30 day from the receipt of such requisition at the Registered Office of the Association and of which 21 days clear notice must be given to the members. Any such requisition made by members shall state the object and particulars of matters for which the meeting is convened and no business of which such notice shall not have been given shall be transacted at such meeting and if such meeting is not convened within 30 (thirty) days from the receipt of requisition the requisitionists may themselves convene a meeting by giving 21 days notice to all members specifying the object for which the meeting is convened.
Special Meeting of Executive Committee
The president on the request in writing of at least three member of the Executive Committee shall convene a special Meeting of the Executive Committee. Such request must state the object for which meeting is convened. 3 (three) days clear notice in case of a Special Meeting of Executive Committee shall be given to all Members of the Executive Committee specifying the object for which the meeting is convened.
Power to Alter and Amend Articles
Any of the Provisions of the Articles of Association may be revised, altered, amendedadded, or replaced by a vote of 2/3rd of the Member present at a Special General Meeting convened for the purpose of which 21 days clear notice shall be given to all the members specifying the proposed alterations, amendments, omission or additions.
No business shall be transacted at any Ordinary or Special General Meeting unless a quorum of twenty five percent of the total voting power of the members is present at the commencement of such business.
Absence of Quorum
If within half an hour from the time pointed For the meeting a quorum is not present the meeting if called upon the requisition shall be dissolved, in any other case, it shall stand adjourned to the day in the next week at the same time and place and if at the adjourned meeting a quorum is not present within half an hour from the time appointed for the meeting the members present being not less than two shall be a quorum.
Chairman of Meetings
The president of the Executive committee or in his absence the Vice-President, shall preside as Chairman at every meeting of the Association. The absence of the President and the Vice-President from any such meeting, the Chairman of the meeting shall be elected by the majority of the members present.
Power to Adjourn Meetings
The Chairman may, with the consent of the majority of the member present at the meeting, adjourn any meeting from time to time, but no business shall be transacted at any adjourned meeting other than the business left unfinalised at the meeting from which the adjournment took place.
All questions at the General Meeting or at the Meeting of the Executive committee shall be-decided by majority of members present and voting at such meetings. Every member shall have one vote. In case of an equality of votes the president shall exercise a casting vote. Unless a poll is demanded by at least 5 members the matter shall be decided by show of hands and a declaration by the president that a Resolution has been carried and an entry to that effect in the minute books shall be conclusive evidence of the fact.
If a poll is demanded in the manner aforesaid the same shall be taken at such time and in such manner as the president directs, and the result of such poll such be deemed to be the resolution of the Association in the meeting.
No voting By Proxy
Proxies shall not be recognised; and member who are not present shall not be allowed to vote.
Objections of votes
No objection shall be made to the Validity of Any vote except at the meeting or poll at which such vote shall be tendered and every vote not disallowed, at such meeting shall be deemed valid. The chairman of the meeting shall be the sole and absolute judge of the validity of every vote tendered at any meeting or poll.
Appointment of Auditors
The Association shall, at every Ordinary General Meeting appoint an Auditor to Hold Office for the ensuing Year, and shall fix remuneration (if any) to be paid for his services. No member of the managing Committee of the Association shall be capable of acting as an auditor concurrently. Any vacancy in the office of an auditor may be filled up by the Executive Committee but the person appointed to the vacancy shall hold it only for the same time and on the same conditions as his predecessor would have held it if the vacancy had not occurred.
The Executive Committee shall provide a Common Seal for the purpose of the Association. The Seal for the time being of the Association shall be Kept under such custody and control and used for the purpose of the Association as the Executive Committee Shall prescribe. The seal shall not be affixed to and any document except as authorized by the Executive Committee and all instruments to which the seal is affixed shall be countersigned by the Secretary or some other person appointed on his behalf by the Executive Committee.
Winding up of The Association
The Association will be wound up or Dissolved if ¾ of the members on the roll eligible for voting vote for winding up or dissolution of the Association.
In case the Association is resolved to be wound up or dissolved as mentioned in Para 46 (a) and three remains. After the satisfaction of all debts and liabilities any property and esset whatsoever the same shall not be paid to or distributed among the members of the Association but may be given or transferred to some other Institute having similar aims and object to be determined by the members of the Association in their discretion at or before the time of dissolution and in default thereof by the then president of Income Tax Tribunal.
The Institute to which the property and the assets of the Association are to be transferred on winding up or dissolution of the Association shall be selected by a majority of the members on the roll eligible for voting.
We the several persons whose names and addresses are subscribed here below are desirous of being formed into an Association in pursuance of these Articles of Association: