NAME AND PLACE OF BUSINESS
1.1 The Association shall be known as the Malaysian Scientific Association (MSA), or in Bahasa Malaysia, Persatuan Sains Malaysia. Thereinafter referred to as the “Association”.
1.2 Its registered place of business shall be: Room No. 1, 2nd Floor, Bangunan Sultan Salahuddin Abdul Aziz Shah, 16, Jalan Utara, 46200 Petaling Jaya, Selangor Darul Ehsan, Malaysia. The registered address shall not be changed without the prior approval of the Registrar of Societies.
AIMS AND OBJECTIVES The aims and objectives of the Association shall be:
to promote the advancement of science and technology in Malaysia;
to enhance the public understanding and appreciation of science and technology in Malaysia;
to stimulate and encourage the study of scientific, technological and socio-economic problems of national interest;
to represent the scientific community in Malaysia and act as a liaison between scientists and the government;
to recognise outstanding contributions to the advancement, development and promotion of science and technology in Malaysia;
to establish and manage funds and foundations for the advancement of science and technology;
to liaise with national scientific organisations and participate in their programmes;
to liaise with the international scientific community and participate in international programmes.
MEMBERSHIP
3.1 Membership shall be open to all qualified persons who wish to further the objectives of the Association.
3.2 There shall be seven (7) classes of membership:
Fellow
Associate Fellow
Ordinary Member
Life Member
Student Member
Honorary Fellow
Institutional Member
3.2.1 Fellows Fellows shall be persons who are eminent by reasons of their scientific attainments, their researches in science, or their contributions to the advancement, development and promotion of science and technology.
3.2.2 Associate Fellows Associate Fellows shall be persons who, by their qualifications and experience, have contributed to the advancement, development and promotion of science and technology.
3.2.3 Ordinary Members Ordinary membership shall normally be granted to science graduates or to holders of equivalent qualifications or to those having commensurate experience.
3.2.4 Life Members Life membership shall be offered to all Fellows of the Association who have been in good standing for 10 continuous years. Such members shall be exempted from payment of any subscription.
3.2.5 Student Members Student membership shall be granted by the Council to persons who are studying for science degree or equivalent qualification, or who are studying for those degrees under circumstances which the Council considers to be suitable for the granting of Student membership. No student shall be admitted as a member of the Association without the prior permission in writing from the Vice Chancellor of the University or University College concerned. Student membership may be withdrawn from a person if the Council considers his/her circumstances no longer qualify the person for the Student membership.
3.2.6 Honorary Fellows Honorary Fellows shall be eminent persons who have rendered conspicuous service to the Association, or to the cause of science and technology, or whose election would be of significant benefit to the Association, or to the advancement, development and promotion of science and technology. No more than five (5) persons shall be elected Honorary Fellows in any one year. Honorary Fellows shall pay no subscription, shall neither vote nor hold office, but shall receive such notices, reports and publications as the Council deems appropriate.
3.2.7 Institutional Members Institutional membership shall be open to any organisation interested in the objectives of the Association and who wishes to contribute financially towards the Association. Institutional members are allowed to nominate two (2) members of their organisation to participate in the activities of the Association.
3.3 Persons and organisations wishing to join the Association shall apply for membership to the Council on a form approved by the Council, obtainable from the Secretary General.
3.4 Every application for membership shall be proposed and seconded by members and shall be forwarded to the Secretary General who shall, at the first convenient opportunity, submit it to the Council for approval. The Council may at its discretion reject any application without assigning any reason therefore.
3.5 Every applicant whose application has been approved as aforesaid shall, upon payment of the prescribed entrance fee and annual subscription, be admitted as a member of the Association and shall be entitled to all the privileges of membership.
3.6 The interpretation of the preceding rules with respect to an applicant’s eligibility to any class of membership shall be at the discretion of the Council; the Council shall not be obliged to state a reason for refusing any class of membership to any person.
3.7 The Council may withdraw membership of the Association from a member if, in the opinion of the Council, such membership is not in the interest of the Association.
3.8 Members of the Association shall be entitled to attend the meetings of the Association and to receive all notices and publications issued, except those pertaining to Council matters.
3.9 Fellows, Associate Fellows, Ordinary and Life Members only may vote, hold office, propose or second nominations and resolutions.
3.10 Fellows, Associate Fellows and Honorary Fellows may use the words F.M.S.A, A.F.M.S.A or F.M.S.A (Honorary) respectively after their names.
ENTRANCE FEE, ANNUAL SUBSCRIPTIONS AND OTHER DUES
4.1 The entrance fee and annual subscriptions payable shall be as follows:
Entrance Fee : RM30
Annual Subscription for:
Fellow : RM50
Associate Fellow : RM40
Ordinary Member : RM30
Student Member : RM10
Institutional Member : RM200
4.2 Annual subscription shall be payable to the Treasurer General in advance by 31 January.
4.3 Any member whose subscription is in arrears for three (3) years shall receive a written notification signed by or on behalf of the Secretary General, and shall be denied the privileges of membership until he/she settles his/her dues.
4.4 Any person who has allowed his/her membership to lapse through arrears, shall pay a re-entrance fee of RM 50 in addition to the current annual subscription.
RESIGNATION
Any member who wishes to resign from the Association shall give thirty (30) days’ notice in writing to the Secretary General and shall pay up all arrears.
GENERAL MEETINGS
6.1 The supreme authority of the Association is vested in a general meeting of the members. At least one third of the total voting membership of the Association or the voting members present representing twice the total number of Council members whichever is lesser, must be present at a general meeting for its proceedings to be valid and to constitute a quorum.
6.2 If half an hour after the time appointed for the meeting a quorum is not present, the meeting shall be postponed to a date (not exceeding 30 days) to be decided by the Council; and if a quorum is not present half an hour after the time appointed for the postponed meeting, the members present shall have the power to proceed with the business of the day but they shall not have the power to alter the rules of the Association or make decisions affecting the whole membership.
6.3 An Annual General Meeting (AGM) of the Association shall be held on or before 30 June of the year after the close of each financial year on a date and at a time and place to be decided by the Council. The business of the AGM shall be:
to approve the minutes of all general meetings held in the previous year;
to adopt the Annual Report of the Council on the working of the Association during the previous year;
to adopt the Treasurer General’s Report and the audited accounts of the previous year;
to elect a new Council every alternate year;
to elect two (2) Auditors
to deal with such other matters as may be put before it.
6.4 The Secretary General shall send the notice and agenda of the AGM to all members at least forty two (42) days before the date of meeting.
6.5 The Secretary General shall send copies of minutes of all general meetings held in the previous year , the Annual Report and the audited accounts of the Association to all members at least fourteen (14) days before the meeting.
6.6 Any member who wishes to put up any resolution(s) at the AGM shall give notice in writing to the Secretary General at least twenty eight (28) days before the date of the AGM.
6.7 An Extraordinary General Meeting (EGM) of the Association shall be convened:
whenever the Council deems it desirable;
at the joint request in writing of not less than twenty (20) members, stating the objectives and reasons for such meeting.
6.8 An EGM requisitioned by members shall be convened on a date within thirty (30) days of such requisition.
6.9 The Secretary General shall forward notice and the agenda of the EGM to all members at least fourteen (14) days before the date fixed for the meeting.
6.10 The quorum of the EGM shall be the same as that of the AGM.
6.11 If there is no quorum after half an hour from the time appointed for the EGM requisitioned by members, the meeting shall be cancelled and no EGM shall be requisitioned for the same purpose until the lapse of at least six (6) months from the date thereof.
6.12 The Secretary General shall forward to all members a copy of the draft minutes of each Annual and Extraordinary General Meeting within two (2) months after the date of the meeting.
COUNCIL
7.1 A Council consisting of the following, who shall be termed the office-bearers of the Association, shall be elected biennially at the AGM except for the post of Immediate Past President:
A President
An Immediate Past President
A Deputy President
Two (2) Vice-Presidents
A Secretary General
An Assistant Secretary General
A Treasurer General
An Assistant Treasurer General
Six (6) Council Members
7.2 All office-bearers of the Association and every officer performing executive functions in the Association shall be Malaysian citizens.
7.3 Names for the above office-bearers shall be proposed and seconded at the AGM.
7.4 Election will be by a simple majority vote of the members present at the AGM by secret ballot.
7.5 The President, Deputy President, Vice Presidents, Secretary General and Treasurer General shall not hold the same office for more than two consecutive terms.
7.6 The function of the Council is to organise and supervise the day-to-day activities of the Association and to make decisions on matters affecting its running within the general policy laid down by the general meeting. The Council may not act contrary to the expressed wishes of the general meeting without prior reference to it and shall always remain subordinate to the general meeting. It shall furnish a report to each Annual General Meeting on its activities during the previous year.
7.7 The Council shall meet at least once every two (2) months, and seven (7) days notice of each meeting shall be given to the members. The President acting alone, or not less than three (3) of its members acting together may call for a meeting of the Council to be held at any time. At least one half of the Council members must be present for its proceedings to be valid and to constitute a quorum.
7.8 Where any urgent matter requiring the approval of the Council arises and it is not possible to convene a meeting , the Secretary General may obtain such approval by means of a circular letter. The following conditions must be fulfilled before a decision of the Council is deemed to have been obtained:
The issue must be clearly set out in the circular and forwarded to all members of the Council;
At least one-half of the members of the Council must indicate whether they are in favour or against the proposal;
The decision must be by a simple majority vote.
Any decision obtained by circular letter shall be reported by the Secretary General to the next Council meeting and recorded in the minutes thereof.
7.9 Any member of the Council who fails to attend three (3) consecutive meetings of the Council without satisfactory explanation shall be deemed to have resigned from the Council.
7.10 In the event of the death or resignation of a Council member, the Council shall have the power to co-opt any member of the Association to fill the vacancy until the next election of the Council.
7.11 The Council shall give instructions to the Secretary General and other officers for the conduct of the affairs of the Association. It may appoint such organisers and such staff, as it deems necessary. It may suspend or dismiss any organiser or member of the staff for neglect of duty, dishonesty, incompetence, refusal to carry out the decisions of the Council, or for any other reason, which it deems good and sufficient in the interest of the Association.
7.12 Between Annual General Meetings, the Council shall interpret the rules of the Association and, when necessary, determine any point on which the rules are silent.
7.13 Except where they are contrary to or inconsistent with the policy previously laid down by the general meeting, the decision of the Council shall be binding on all members of the Association unless and until countermanded by a resolution of a general meeting.
ADVISORS AND PATRONS
8.1 The Association may appoint no more than five (5) eminent scientists as Advisors.
8.2 The Association may appoint no more than two (2) distinguished persons as Patrons.
DUTIES OF OFFICE-BEARERS
9.1 The President shall preside at all general meetings and all meetings of the Council and shall be responsible for the proper conduct of all such meetings. He/she shall have the casting vote and shall sign the minutes of each meeting at the time they are approved.
9.2 Immediate Past President shall serve as a member of the Council to provide continuity to the Council. He/she shall participate in Council meeting as an Ordinary Council member with full voting rights.
9.3 The Deputy President shall deputise for the President during the latter’s absence.
9.4 One of the Vice-Presidents shall act on behalf of the President in the absence of the President and the Deputy President.
9.5 The Secretary General shall conduct the business of the Association in accordance with the rules and shall carry out the instructions of the general meetings and of the Council. He/she shall be responsible for conducting all correspondences and keeping all books, documents and papers except the accounts and financial records. He/she shall attend all meetings and record the proceedings, shall maintain a proper membership register of the members consisting of details such as name, identity card number, date and place of birth, occupation, name and address of employer and residential address.
9.6 The Assistant Secretary General shall assist the Secretary General in carrying out his/her duties and shall act for him/her in his/her absence.
9.7 The Treasurer General shall be responsible for the finances of the Association. He/she shall keep accounts of all its financial transactions and shall be responsible for their correctness. He/she shall, in conjunction with the President or the Secretary General sign all cheques on behalf of the Association.
9.8 The Assistant Treasurer General shall assist the Treasurer General in carrying out his/her duties and shall act for him/her in his/her absence.
9.9 A Public Officer may be appointed by the Council from amongst its members whenever necessary.
9.10 All other Council members shall carry out such duties as directed by the President or the Council.
FINANCIAL PROVISIONS
10.1 Subject to the following provisions in these rules, the funds of the Association may be expended for any purpose necessary for the carrying out of its objectives 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.
10.2 The Treasurer General may hold a petty cash advance not exceeding RM500.00 at any one time. All monies in excess of this sum shall within fourteen (14) days of receipt be deposited in a bank approved by the Council. The bank account shall be in the name of the Association or any of its Funds.
10.3 All cheques or withdrawal notices on the Association’s account shall be signed by the Treasurer General and the President or the Secretary General.
10.4 No expenditure exceeding RM5,000.00 at any one time shall be incurred without the prior sanction of the Council, and no expenditure exceeding RM50,000.00 in any one month shall be incurred without the prior sanction of a general meeting. Expenditure less than RM5,000.00 may be incurred by the President together with the Secretary General or the Treasurer General.
10.5 The Funds of the Association may be used for the purchase of properties for its own use or investment.
10.6 The Funds of the Association may also be invested in securities and other approved financial instruments.
10.7 The financial year of the Association shall commence on 1 January. As soon as possible after the end of each financial year i.e. 31 December, a statement of receipts and payments and a balance sheet for the year shall be prepared and audited by the Auditors appointed under rule 12. The audited accounts shall be submitted for the approval of the next Annual General Meeting, and copies shall be sent to all members at least fourteen (14) days before the date of the AGM and also made available at the registered place of business of the Association for the perusal of the members.
ENDOWMENT AND ANY OTHER FUNDS
The Association may establish an endowment Fund or any other funds to further the objectives of the Association.
AUDIT
12.1 Two (2) members, who shall not be office-bearers of the Association, shall be elected by the AGM as Honorary Auditors.
12.2 The Honorary Auditors shall be required to audit the accounts of the Association for the year, and to prepare an Auditors’ Report for the AGM. They may also be required by the Council 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 Council.
BRANCHES
13.1 The Association may form branches in Malaysia with the approval of a general meeting and subject to the approval of the Registrar of Societies.
13.2 By-Laws pertaining to the formation of branches shall be formulated by the Council and approved at a general meeting and incorporated in the rules of the Association.
TRUSTEES
14.1 Three (3) trustees, who must be voting members and over thirty (30) years of age but not members of the Council, shall be appointed by the Association in a general meeting and shall hold office at the pleasure of the Association. They shall be vested in them all immovable property whatsoever, belonging to the Association and shall deal with them in such manner as the general meeting may direct.
14.2 The Trustees shall not sell, withdraw or transfer any of the properties of the Association without prior consent and authority of a general meeting of members where a quorum is present.
14.3 A Trustee may be removed from office by the general meeting on the ground that, owing to ill health, unsoundness of mind, absence from the country or any other such reasons he is unable to perform his duties or unable to do so satisfactorily. In the event of the death, resignation or removal of a Trustee, the vacancy shall be filled by a new Trustee who shall be appointed by a general meeting.
PROHIBITIONS
15.1 The premises of the Association shall not be used for any illegal or undesirable activities.
15.2 The Association shall not indulge in any political activity or allow its funds and/or premises to be used for any such purposes.
AMENDMENTS TO THE CONSTITUTION
16.1 These rules may be amended, altered or added to after consideration at a general meeting at which a quorum is present and of which the appropriate notice had been given.
16.2 Proposal for amendments to the rules originating from members or Council shall be submitted in writing at least twenty eight (28) days before the date of the Annual General Meeting to the Secretary General who shall circulate them to all members at least fourteen (14) days before the date of the meeting.
16.3 Any such amendment, alteration or addition shall be required to be passed by a two-third (2/3) majority of members present and voting. Any amendment to the Constitution shall be forwarded to the Registrar of Societies within sixty (60) days of it being passed by the general meeting.
16.4 Any amendments to the Constitution shall be enforced after being approved by the Registrar of Societies.
DISSOLUTION
17.1 The Association shall not be dissolved, except with the consent of not less than three-fifths of the members of the Association expressed at a general meeting convened for such purpose or by postal vote.
17.2 In the event of the Association being dissolved as provided above, all debts and liabilities legally incurred on the behalf of the Association shall be fully discharged and the remaining funds will be either divided equally amongst the members or transferred to a scientific association or charitable organisation in Malaysia as decided by the majority of the members at a general meeting convened for the purpose of dissolving the Association or decided by a postal vote of all the members.
17.3 Notice of the dissolution shall be given within fourteen (14) days of dissolution to the Registrar of Societies.