About PBEA

Artical of Association

1. Definitions

(a) “The Ordinance” shall mean The Trade Organization Ordinance 2006 as applicable to Pakistan or any other statutory enactment, for the time being in force, or as modified by any statutory enactment, for the time being in force.

(b) “The Association “shall mean the Pakistan Bedweaer Exporters Association on all Pakistan basis.

(d) “The Articles” shall mean these Articles of Association, or such, as may be substituted by special resolution of the Association.

(e) “The Bye-laws” shall mean the byelaws of the Association for the time being in Force.

(f) “Corporate member” shall mean a member of the trade Association which is either a multi-national or a body corporate, or a sales tax registered business conce having an annual tuover of Rs. 50 million or above.

(f) ‘associate member” means a member of a trade organization which is not body corporate or a multinational or a sales tax registered manufacturing conce or a sales tax registered business conce having annual tuover of Rs. 50 million or above;

(g) “Executive Committee” shall mean the Committee elected by the General Body meeting in accordance with the Articles of the Association.

(h) “The Extra-Ordinary General Meeting” shall mean the Extra-Ordinary General meeting of general Body duly called and constituted, and adjoued holding thereof.

(i) “The General Body’ shall mean the General Body of the Members if the Association entitled to attend and vote at the General Meeting.

(j) “The General Meeting” shall mean the meeting of the General Body of the Association.

(k) “Month” shall mean a month according to the English Calendar

(l) “The Ordinary General Meeting” shall mean, the Ordinary General Meeting of the General Body called the constituted and any adjoued holding thereof.

(m) “The Office Bearers” shall mean, the Chairman, Vice-Chairman of the Association in accordance with these Articles of Association.

“Special Committee” shall mean any Special Committee constituted by a General Body or Executive Committee for any purpose.

(m) “Northe Zone “means the province of Punjab, North West Frontier Province and Islamabad Capital Territory’

(n) “Southe Zone” means the province of Sindh and Baluchistan.

(o)”The Register” shall mean a Register of the Members, as required to be kept in pursuance of the Ordinance.

(p) “The Seal” mean the seal of the Association.

(q) “The Chairman” shall mean the Chairman of the Association.

(r) “The Vice-Chairman” shall mean the Vice-Chairman of the Association.

(s) “The Secretary” shall mean Secretary General as defined in the Trade Organization Rules 2007, and shall be a regular paid full-time employee of the Association who shall be carrying on the work of the Association under the supervision of the Chairman / Vice Chairman / Members of the Executive Committee.

(t) “Urgent Meeting” shall mean a meeting of the Executive committee called at a short notice.

(u) “Year” shall mean a year starting from January and end December according to English Calendar.

2. All other expressions, defined in the Articles of Association shall have the meaning assigned to them in the Ordinance and the Rules.

3. The Association is established for the purpose expressed in the Memorandum of Association

4. The Registered Office of the Association shall be in Sindh and the business of the Association shall be carried from the Head Office, Zonal Office or Offices may be established in any other town or towns in Pakistan.Limit of Members:

There shall be minimum one hundred Members of the Association.

a) The prospective member is a sole proprietorship or a partnership firm or an association of persons or a company holding national tax number and sales tax registration, if applicable, in the name of the business conce;

b) The application for grant of membership has been proposed and seconded by the existing members of said trade organization.

c) The prospective member has no criminal conviction; and

d) The prospective member has a valid national tax number and sales tax registration, if applicable.

Application for membership:-

5. The Membership of the Association shall be open to all persons, from all companies engaged in the Bedwear, Home Textiles and other textile made-ups manufacturing and exporting, having a place of business in Pakistan.

6. Every application for membership shall be made on the form as per Appendix ‘A’

7. Any one desirous of becoming a members of the Association shall submit the prescribed membership form, duly proposed and seconded by members of the Association, accompanies with the prescribed admission fee and subscription for the first year of the Association. The name managing committee after scrutinizing the application may accept or reject the same without assigning any reason.

8. In case of rejection no further application by such rejected applicant shall be entertained except in accordance with the Rules. In case of rejection, the fee/s paid by the applicant shall be refunded. Membership Fee:-

9. The annual Membership Fee will be Rs.5000 for each Member having exports of less than Rs.50 million. The fee shall be Rs.7,000, for members having exports above Rs.50 million. The admission fee shall be Rs.2,000 payable by every applicant at the time of admission. Membership of the Association;-

10. No member of the Association shall be entitled to become a member of any other Association with the same or similar object/s without prior sanction of the Executive Committee. Any contravention of this provision shall render the member liable to expulsion forthwith.

11. In case of firm, company or other body of individuals becoming a member of the Association, they shall be represented in all matters connected with the Association only by one representative who shall be nominated by them in that behalf and whose nomination will be intimated to the Secretary of the Association in writing.

12. Any change of the representative of any member shall be notified in writing to the Secretary of the Association, who shall then register the change in his Register of Members. Every such change shall take effect 3 days after it has been notified by the member to the Secretary.

13. There shall be a Register of Members that shall contain all the particulars of all the members of the Association.

14. A member shall cease to be a member of the Association if he has failed to pay his annual subscription by the date his previous subscriptions expires and after written instructions have been issued to him by the Secretary, at least one month before the date of expiry.
Provided that the Executive committee shall have the power to extend the last date of payment for subscription by not more than 30 days. Entitlement of Members:- 16. Members of the Association in accordance with the Ordinance and Rules shall be entitled:

(a) To vote at all meeting of the Association on all matters coming before the General Body.

(b) To be elected as an office bearer of the Association or as representatives of the Association on any public or other bodies whereon the Association be entitled to be represented or as a member of any Board or Committee or Sub-Committee of the Association. © To use and inspect books records and other papers received by the Association.

(c) To all other privileges which maybe conferred on the members from time to time.

17. Every member of the General Body or his representative shall have one vote.

18. every member shall keep the Secretary duly informed of any change in his address or the constitution of their organization. A member wishing to resign must give a written notice to the Secretary not less than 15 days before the expiry of the period of the subscription. In default shall be liable for the payment of the annual subscription of the ensuing year Executive Committee will accept such resignation after checking outstanding contracts, obligations and liabilities that may have been incurred and existing the resigning member before the period of resignation.
DISQUALIFICATION OF MEMBERS

19. Any persons shall be deemed to be disqualified from becoming or continuing as a member of the Association.

(a) If he has been adjudicated as insolvent by any court of law and still has not been discharged.

(b) If he is convicted of an offence involving moral turpitude by a competent court.
(c) If a member company is wound up.

(d) If the case being a manufacturer or exporter of Bedwear and textile made-ups.

20. Any member who by any reason ceases to be a member of the Association shall nevertheless remain liable for all obligations and/or liabilities which may have incurred against him during his membership, and shall pay to the Association all such monies which may be due from him.

(b) Misconduct in his trade dealings with the members within the country or in dealing with foreign countries.

(c) Inteational violation of rules and rules regulation and bye-laws of the Association.

(d) Failure to pay arbitration fee or fine or penalty or any other due demand issued by the Association.

22. Such decisions shall be taken by a resolution passed by the Executive Committee in a meeting specially convened for the particular purpose, and passed by ¾ majority of the members present which shall not be half of the total strength of the said Committee. The decision shall be notified to the member/s conceed in writing. The member/s shall have a right of appeal to the General Body against the decision of the Committee that will be submitted within a month from the date of the receipt of such notice by the members. The appeal shall be placed before the next meeting of the General Body for consideration and the decision of the General Body shall be final, provided that member may appeal to Director General whose decision shall be final.

GENERAL MEETINGS
23. The first Annual General Meeting of the Association shall be held at the Head Office within twelve months from the date of its incorporation, and thereafter once a year ordinarily in the month of April but note later than the month of June, on a date and a place to be decided by the Executive Committee to transact the following business:

(a) To confirm the Minutes of the last General Meeting.

(b) To receive and adopt the Annual Report of the Executive Committee.

(c) To receive and confirm the duly audited statement of accounts of the Association and to pass the budget for the ensuring year.

(d) To appoint an Auditor or Auditors for the year.

(e) To transact such other business notice of which may have been received 15 clear days before the date fixed for the Annual General Meeting and of which the Secretary shall have given 10 days notice to the members by Circular or otherwise, and/or any other business with the express permission of the Chairman.

24. Besides the Annual General Meeting there shall be at least one Extra Ordinary General Meeting of the Branch Representative/s to be held on such date and at such time and place as maybe fixed by the Executive Committee.

26. Extra Ordinary General meeting of the General Body may be called either by the Chairman on his absence by Vice-Chairman on his own initiative, or on a resolution of the Executive Committee or on a requisition in writing addressed to the Secretary by at least 50 Representatives stating the object for which the meeting is to be called.

27. Extra ordinary General Meeting shall be called within one month after receipt of such requisition, if such meeting is not called within the said on-month after the receipt, a majority of the persons requisitioning may themselves call a meeting for the object specified but not for any other object. No such meeting shall be held after 6 week from the date of the requisition. Any resolution passed at any such meeting shall have the same effect as any resolution passed at a General Meeting convened in the Ordinary course and shall be enforce as such.

28. No business shall be transacted at the General Meeting unless a quorum is present. One fourth (a Quarter) of the total number of the Representatives of the General Body shall constitute the quorum.

29. If within half an hour from the time fixed for a meeting, a quorum is not achieved, the meeting, if so called on the requisition aforesaid shall be dissolved. In any other case if shall stand adjoued to some other suitable time, but not later than one month.

30. The Chairman or in his absence Vice-Chairman shall preside at the meeting or the Association, but if any meeting neither of them is present, at the meeting is held, the member present shall elect one member from amongst themselves to preside over the meeting.

31. The Chairman of the meeting may adjou the same from time to time, but no business shall be transacted at any adjoued meeting other than the business left unfinished at the meeting from the previous adjoument took place.

32. Every matter placed before a meeting shall be decided by a majority of votes by the General Body, indicated by a show of hands, or any other such appropriate.

32. Every matter placed before a meeting shall be decided by a majority of the votes by the General Body, indicated by a show of hands, or any other such appropriate.

34. The affairs of the Associating shall be managed and administered by Committee called the Executive Committee which shall consist of the following:

Chairman (from amongst the Executive Committee) 1
Vice Chairman from amongst the Executive Committee) 1
Total number of Executive Committee Members 10
Reserved seats for Women Entrepreneurs (if applicable) 2
In addition, the immediate past Chairman of the Trade Organization shall serve as an ex-efficio member of the Executive Committee, but shall not held any voting rights.

(a) The General Body constituted under sub-rule (3), in addition to the functions and responsibilities assigned to it in the memorandum and articles of association of the trade organization shall, subject to the provisions of clause (c) of sub-rule (5) and sub-section (7) of section 10 of the Ordinance, serve as the electoral college for election of members of Executive Committee, except for the seats reserved for women for which the electoral college shall be executive committee.

(b) The executive committee of all trade organizations, except Federation, shall comprise persons elected by the General Body from amongst its member, subject to the following namely:-

I. At lease fifty percent of the members of Executive Committee shall be from the corporate class.

II. The electorate college for each class of members of Executive Committee shall be the members of General Body from the respective class.

(c) If any seat reserved for any of the stipulated categories remains vacant, it shall not be filled with members from other category.
Provided that any seats remaining vacant in any category shall be not counted towards determination of quorum.

(d) In any trade organization where the General Body comprises at least fifty percent members of Associate Class, there shall be rotation of office of President and, as the case may be, the chairman between the Associate and Corporate Members.

(e) Where there is a rotation of office of President under sub-rule (9), the President and vice-President or Chairman and, as the case may be, the Vice-Chairman shall not be from the same class of members provided in sub-rule (7) of rule 11. Provided that where there are more than one Vice-Presidents or, as the case may be the Vice-Chairman atleast one shall be the class of members other than that of the President or Chairman.

(f) The office bearer of a trade organization shall be elected by the executive committee from amongst its members.

(g) The tenure of all elected office bearers shall be one year

(h) The tenure of members of Executive Committed provided in sub- rule (5) and (6) shall be two years subject to the following:

i. Fifty percent members of Executive Committee shall retire every year;

ii. After the first election of Executive Committee under the Ordinance a draw shall be made to determine the fifty percent members who shall retire after expiry of first year

(i) The tenure of office bearers of Executive committee provided in sub-rule (7) shall be one year.

(j) On completion of the term the office bearer and members of Executive Committee shall not be eligible to contest election or co-option in any representative capacity in the trade organization for the next one year:

Provided that his sub-rule (15), shall not apply to the office bearers and members of the Executive Committee elected under the repealed Ordinance.

21. Announcement of elections schedule:

1) The election schedule of the trade organization shall be approved by the Executive Committee of the trade organization and issued by the secretary General.

(a) In case of the federation, in the first half of October: and

(b) In case of all other trade organizations, in the first half of July.

2) Within two days of its approval by the Executive Committee, the election shall be:

(a) Displaced at the notice board of the head office and regional offices of the trade organization;

(c) Displayed at the website of the trade organization; and

(d) Submitted to the Director General.

22. Eligibility to Vote:

1) Subject to provision of section 10 of the ordinance the eligibility of a member of trade organization to the vote at the elections of the trade organization shall be subject to following conditions:

a. The member has completed two years of valid membership of the trade organization as on the date of announcement of election schedule by the Executive Committee of the trade organization; and

b. The member has fulfilled the conditions of membership and renewal thereof of the respective trade organization under rule 11.

2) Every member eligible to vote shall deposit with the Secretary General, the specimen signature card along with photograph indicating the status in the firm, company of conce. The right to vote shall be allowed only to the proprietor, partner, the director of the member firm or company, or a person not below the rank of General Manager authorized by the Board of Directors of a public limited company or, as the case may be, a multi-national corporation.

3) The proprietor, partner or director of the member firm or company, conce or a person not below the rank of General Manager authorized be the Board of Director of public limited company or a multinational company shall be entitled to cast vote at the time of election only if name of such person has already been registered with the Secretary General and his name appears on the list of voters.

23. APPOINTMENT OF ELECTION COMMISSION

Simultaneously with the approval of the election schedule as provided in rule 16, the Executive Committe of the trade organization shall appoint an election commission subject to the following conditions, namely;

a: The commission comprise three members;

b: The members so appointed have submitted their consent in writing to their appointment as such;

c: The members of the commission, so appointed, have not held any office of the respective trade organization for the preceding two years;

d: The member of the commission shall not be entitled to become a candidate in the election, he is conducting:

e: The members of the commission shall be independent, impartial and non-partisan; and

f; The members of commission shall not canvass for any of the candidates or panels contesting the elections, they are conducting.

24. FUNCTIONS OF ELECTION COMMISSION
The election commission shall be in charge of all arrangements connected with the conduct of elections including but not limited to

a: Appointment of polling;

b: Ensuring display of the tentative voters’ list by the Secretary General for the purpose of inviting objection as provided in sub-rule (3) of rule 20;

c: Examination of and decision on the objections received on the voters’ list as provided in sub-rule (6) of Rule 20; and

d: Supervision of polling process and ensuring that the polling has been conducted in an orderly, peaceful, transparent and manner in accordance with the provisions of the memorandum and articles of association and instructions of the Federal Govement or the Director-General in this regard; and

e: Counting of votes and announcement of results.

25. ELECTION PROVEDURE

1) The election of the trade organization shall be conducted according to the procedure laid down in the respective articles of association subject to the following:-

a) The election of the members of Executive Committee and office bearers shall be held by secret ballot.

b) Neither postal ballot nor proxy shall be allowed; and

c) The polling shall be held simultaneously at the head office, regional offices or where the number of voters exceeds fifty at the branch offices of the trade organization;
Provided that where for want of space in the office premises it is not possible to establish the polling booths, the polling shall be held in a public place such as a community hall or hotel.

2) Within three days of the announcement of the election schedule member firms desiring to change their representative shall intimate changes regarding name of representative to the Secretary General along with necessary proof of eligibility.

3) The Secretary General of trade organization shall display within seven days of the announcement of election schedule the provisional list of all members eligible to vote along with their national tax number, sales tax registration number, if applicable, the name and national identity card number of their representative. The list shall be display at:

a) The notice board of the head office and regional office of the trade organization; and

b) The website of the trade organization.

4) The members who have any objection to the entries in the list of voters’ shall send their objections in writing to the Secretary General within seven days of the issuance of the voters’ list.

5) The Secretary General will intimate action on the objections or changes sent by members within five days from the last day under preceding clause.

6) Any person aggrieved by the decision of the Secretary General may make representation, within three days to the election commission which shall decide the case within three days.

7) Within three days of decision by the commission or in case the Commission fails to decide within the stipulated time provided in sub-rule (6), any person aggrieved by the decision of the commission may appeal to the Director General who shall decide the case within 10 days and his decision in this regard shall be final.

8) Within two days of the decision of the Director-General the final voters’ list shall be:

a) Displayed at the notice board of the head office and regional offices of the trade organization;

b) Displayed at the website of the trade organization; and

c) Submitted to the Director-General.
Provided that if no appeal has been filed to the Director-General, the final list of voters shall be displayed within fifteen days of the decision of the election commission under sub-rule (6).

9) Within four days of the display of the final list of voters, any person who is eligible to contest the election for the vacant post, shall send his nomination duly proposed and seconded by the registered voters and signed by the candidate to the Secretary General.

10) Within twenty-four hours of receipt of nomination papers, a copy of the final list of voters shall be provided to each contesting candidate.

11) The nomination papers shall be scrutinized by the commission and list of candidates shall displayed within twenty-four hours of the last date of receipt of nomination papers.

12) The objections, if any, to the nomination of the candidates can be filed to the election commission within twenty four hours of issuance of the list of candidates, which shall be decided by the election commission within two days.

13) Within two days of decision of the commission or in case the commission fails to decide within the stipulated time provided in sub-rule (12), any candidate aggrieved by the decision of the commission may file an appeal to the Director – General, who shall decide within 7 days and his decision in this regards shall be final.

14) Within two days of the decision of the Director-General the commission shall issue the final list of candidates. Provided that if any appeal has been filed to the Director-General, the final list of candidates shall be issued within eleven days of the decision of the election commission under sub-rule (12).

15) Within five days of display of final list of candidates, the polling for election of members of Executive Committee shall be held.

16) Within 2 days of the polling as provided in sub-rule (15), any person elected as member of Executive Committee shall send his nomination for election as an office bearer duly proposed and seconded by an elected Executive Committee member and signed by the candidate to the election commission.

17) The nomination paper shall be scrutinized by the commission and list of candidates shall be displayed within 24 hours of the last date of receipt of nomination papers.

18) Within 2 days of display of final list of candidates the polling for election of office bearers shall be held.

19) The final result of the election of members of Executive Committee and office bearers shall be officially announced at the annual general meeting of the trade organization called for this purpose within fifteen days of the date of polling under the, preceding clause but not later than:

a) In case of the Federation, the 31st of December of the year; and

b) In case of all other trade organizations, the 30th of September of the year;

20) The announcement of election results in the annual general meeting in pursuance of the preceding sub-rule shall be the material dale for the purposes of paragraph (iii) of clause (f) of sub-section (2) of section 14 of the ordinance.

21) The final election results announced in the annual general meeting shall be;

a) Displayed at the notice board of the head office and regional office of the trade organization within two days;

b) Displayed at the website of the trade organization within two days; and

c) Submitted to the Director-General within 7 days.

26. CONDUCT OF ELECTIONS:

1) The ballot papers shall have duly numbered counterfoils and the voter shall sign or affix thumb impression thereon in the presence of polling agents of the candidate and the polling officer before the issuance of ballot papers to the voter.

(2) It shall be the duty of the polling officer to verify the identity of the voter. The only acceptable forms of identification shall be the computerized national identity card, the original identity card issued by the trade organization, the passport and the driving license. The polling officer shall enter the number of identification documents on the counterfoil.

(3) After comparing the signatures and photograph with the specimen signature card the polling officer shall hand over the ballot paper to the voter.

(4) The ballot paper shall be signed by the Secretary General or an office of the trade organization duly authorized by the commission in this behalf and shall also be signed by the polling officer at the time when it is issued.

(5) Once the ballot paper has been issued to a voter, he shall not be allowed to leave the polling booth, without casting in the ballot box.

(6) Adequate arrangements shall be made to maintain the secrecy of the polls.

(7) Proper account shall be maintained by an officer designated by the commission in respect of ballot papers including used, unused, tendered, challenged or spoiled ballot papers.

(8) The challenged votes shall be kept in a separate sealed envelope duly signed and sealed by the polling officer.

(9) The commission or an officer designated by the commission shall decide about the challenged votes after verification of necessary information before the official announcement of the result.

(10) No ballot paper shall be invalid for failure to have cast all votes on all sets contested for in the said election.

(11) Counting of votes shall take place immediately after the polling hours under the supervision of polling officer in the presence of candidates or their polling agents, if any, at the designated sites.

(12) Provisional results may be declared by the commission immediately after the counting of voting is completed.

(13) In the event of equality of votes between two or more candidates the result shall be decided on the basis of a draw conducted by the polling officer in the presence of candidates or their polling agents and a record of the result thereof shall be made.

(14) Having completed the counting and compilation of results, the record pertaining to the elections shall be sealed and signed by the commission or any officer designated by the commission and the Secretary General and shall be handed over to the secretary general for safe custody.

(15) The record of elections shall be opened for inspection upon an application made in this behalf by the candidates within seven days of the date of the polling and with the approval of the Director-General. The election will be conducted strictly according the rules as contains in trade organization rule 2007. If any provision of this memorandum and article of association is in conflict with the provisions made in trade organization ordinance 2007 and rule made their under, the later shall prevail.

35. The members shall be entitled to elect only such number of representative from among themselves as is provided for by the Rules.

(ii) The Executive Committed shall be elected from amongst the general body of the Association.

(iii) The election shall be held by secret ballot between the1st July-30th September, as per the Rules. Election of the representative shall be completed before, and announced at the Annual General meeting of the Association.

(iv) Casual Vacancies of Members shall be filled by the Committee amongst the members of the Association. Casual vacancies of the Chairman and Vice-Chairman shall be filled by the Committee from amongst its existing members and the resultant vacancy of the member(s) shall be filled by co-option. Provided no vacancy shall be filled under this clause during the first 90 days, as well as 270 days after the holding of the annual election.
Explanation:- the Term “Casual Vacancy” shall include all occurring” for any reason, after the announcement of the result of the annual election.

(vi) a candidate who desires to stand for election must be proposed by one Committee Member and seconded by another members.

(vii) The name of the successful candidates shall be announced and confirmed at the Annual General Meeting of the General meeting of the General Body.

(viii) Accidental error or omission to send any notice, nomination papers, etc, to any member shall not invalidate the ballot or election.

(ix) The candidate who receives the largest number of votes shall be deemed elected. In the event of equality of votes between two or more members the case shall be decided by drawing a lot. The members in whose favor the lot is drawn shall be declared to have been elected.

(xi) Each member of the Association shall have one vote for all elections.

(xii) Two representative of any one member shall not be eligible to stand for election.

(xiii) No members who has not paid the subscription before the election takes place shall be eligible to stand for election or to exercise his right of vote.

(xiv) The Executive Committee shall prepare program for the Annual Election of the Association and shall cause notice of the date (s) of the election to be issued to all the members of the Association.

FUNCTION & POWERS OF THE OFFICE BEARERS CHAIRMAN
36. The Chairman shall be elected from amongst the Executive Committee.

37. Chairman shall be the Chief Executive of the Association.

38. He shall be the Chairman of every meeting of the Executive Committee and of all other Committees and Sub-Committees of which he may be elected members. He shall preside over all meeting of the General including the Annual General Meeting and in case of equal votes he can cast one extra vote except in election of Association.

38. He shall summon all meeting of the General Body, Executive Committee or of

40. The chairman shall be authorized to spend in urgent cases an amount not exceeding Rs.25,000/- at his discretion over above the approved budget. All cheques shall be signed by the Chairman or in his absence by the Vice-Chairman jointly with the Secretary, or any other paid officer of the Association duly authorized by the committee.

41. In the absence of the Chairman, the Vice-Chairman of the Association shall act as Chairman of the Association. The Chairman for the time being in office may delegate to Vice Chairman such of his power and functions as he may deem fit. Explanation: “Absence” means absence from the country or absence due to prolonged illness or any other such unforeseen circumstance.

43. He shall perform all such other duties as may be incidental to the office of the Chairman.

VICE-CHAIRMAN
44. The Vice Chairman shall be elected from amongst the Executive Committee.

45. The Vice-Chairman shall assume the duties of chairman in absence, and shall perform all other duties that are assigned to him or are reasonably expected from him.

SECRETARGY
46. The Secretary (defined as Secretary General in the Rules) shall also act as the Secretary of every committee and Sub-Committee of the Association, unless a resolution by the conceed committee / sub-committee provides otherwise. All employees of the Association shall be under the direct control and supervision of the Secretary. He shall be regular paid employee of the Association.

47. He shall be also in charge of all records, registers, book of accounts, correspondence and all other documents of the Association. He shall also keep and maintain, or cause to be kept or maintained and up to date, all registers kept.

48. The signatures of the Secretary General shall be mandatory for operation of all the single or jointly bank account of the trade organization.

49. He shall keep accurate minutes of all the meetings of the Association and all the Committee and Sub-Committees and of the resolutions passed.

50. He shall receive, deposit and disperse money according to prescribed rules on behalf of the Association, unless the association or the Executive committee direct otherwise. All amount exceeding Rs.5000/- shall be deposited into the bank/s immediately.

51. He shall prepare the Annual Report and all other reports under the guidance of the respective Committees or Sub-Committees dealing with the same.

52. The Secretary shall see that the resolutions of the Association and Committees are duly complied with, and that the accounts of the Association are regularly kept. The property of the Association of every kind shall be in his charge subject to the control of the Executive Committee and the Association. Under instructions from the Association or the Executive Committee, he shall take action on behalf of the Association for recovery of moneys due from the members as subscription or penalties imposed in conformity with the Articles and bye-laws of the Association.

53. The Secretary in consultation with the Chairman of the Association, or in his absence with the Vice Chairman, shall convene the meeting of the General Body or Executive Committee and Sub-committees. Generally he shall perform all such duties as are incidental to his office.

54. In the absence of the Secretary or in case of his inability to perform all or any of the duties, the Executive Committee shall delegate his power to one or more employees of the Association.
EXECUTIVE COMMITTEE, ITS FUNCTIONS AND POWERS FUNCTIONS:

54. The Executive Committee shall have charge of all funds property of the Association and shall sanction spending of moneys in connection with the affairs of the Association on from time to time, on behalf of the Association except a meeting where the General Body directs otherwise.

57. One-fourth (a Quarter) of the Executive Committee Members shall form the required quorum for a meeting to be convened.

58. A notice of at least 21 days shall be given of all the Executive Committee meetings, by circular. The Chairman, or in his absence Vice Chairman shall however have the power to all an urgent meeting on the shorter notice.

59. If in meeting of the Executive Committee there is no quorum within 30 minutes from the time fixed, that meting shall adjoued to a later date.
No quorum shall be required for a meeting of the Committee so adjou.

POWERS: The Executive Committee shall have power.

60. To sanction expenditure to meet requirements over and above the approved annual budget.

61. To appoint Sub-Committees for such purpose as the Committee may think fit and to frame rules and bye-laws for the guidance of such sub-Committees.

62. To appoint or to discharge such legal advisers, surveyors, agents or employees as they may from time to time think fit or deem necessary, and to determine their powers and duties and to fix their remuneration, salaries, wages, commission, emoluments or rights , leave, gratuity and to require security in such instances, and of such amounts as they deem suitable.

63. To defray the expenses of delegates selected and deputed by the Association, to represent the Association to safeguard its interests at the conferences or other Mercantile Association, Chamber of Bodies in any place in or outside Pakistan.

65. To fine or expel a member or withdraw all or any of his rights and privileges, for any or all of the reasons mentioned hereinabove.

68. To delegate all or any of the powers and functions of the Secretary to one or more paid officers jointly or severally.

69. To Purchase, take on lease or under lease, or otherwise acquire any land, building, house or other immovable property in any place as may be required or deemed necessary or expedient for the purpose of the Association.

70. To undertake on behalf of the Association the payment of all rents and the performance of all covenants conditions and agreements contained in or reserved by any deed or contract of which association be a party, or which may have been assigned to the Association.

71. To commence, institute, prosecute and defend all such actions and/or suits as the Executive Committee, may deem necessary or expedient on behalf of the Association, and to compromise or submit to arbitration any action, suit or dispute or difference as the Executive Committee in their discretion may think fit.

72. To enter into any agreement upon such terms and subject to such condition as the Executive Committee may deem desirable, with any other Association or with the paid staff of the Association.

73. A member of the Executive Committee including all office-bearers shall be considered to have ceased to be a Member if he is absent from the meeting of the Executive committee for three consecutive Ordinary meetings without obtaining leave of absence from the Chairman or in his absence from the Vice-Chairman.

74. A member of the Executive Committee or any office-bearer may resign from his office upon giving 15 days’ notice in writing to the Chairman or in his absence to Vice Chairman of his intention to do so. Such resignation if accepted by Executive Committee in writing shall take effect from the date of the acceptance.

75. To sanction the admission and continuance of the Association as a member of any other Association with a view to promote its object.

76. All funds of the Association shall be deposited in its own name in such bank or banks as may be selected by the Executive Committee which shall have also the powers to invest surplus funds in such manner as may be decided from time to time.

FUNCTIONS AND POWERS OF THE SUB-COMMITTEES
78. A Sub-Committee may be appointed by the Executive Committee from time to time to deal with certain matters brought before the Association the Executive Committee.

79. A Sub-committee shall cease to exist as soon as the matters entrusted to them are finally dealt with, and their reports is received and/or adopted by the Executive committee.

80. A Vacancy on a Sub-committee shall be filled by the Executive Committee.

81. Normally one working day notice shall be given for every meeting of a sub Committee and one third of the total number that shall not be less than two members shall constitute quorum for every meeting.

AMENDMENTS OF RESOLUTION DULY PASSED
82. No resolution passed by the General Body or any of the Committees shall be rescinded, modified for otherwise altered within six months of the date of the passing thereof save and except by two thirds of the members of the General Body or the Committee represent at the meeting of the Association or the Committee, provided that member of those voting for annulment or modification shall be the same as required for quorum in each case.

PROPERTY AND FUNDS OF THE ASSOCIATION
83. All the property of the Association whether belonging to it or held by it in trust shall, unless otherwise provided by any instrument of trust made in that behalf, be vested and be continued to be vested in the Association.

84. All bills, notes bonds, indemnities, Govements securities of all kinds, stock, debentures and general deeds of whatsoever nature shall be deemed to have been executed, admitted, endorsed and completed on behalf of the Association, if they

85. All monies received, either as deposits or fees, subscription or etc, from members or as contributions toward the provident or other funds or funds, or otherwise howsoever shall be under absolute control of the Association.

86. The property, Capital and income of the Association (when so ever derived) shall be applied solely towards the promotion of the objects of the Association and no portion thereof shall at any time be paid by way of bonus or otherwise to members. Nothing contained herein, shall however be deemed to be a bar to the Association, paying to the members any interest on deposit received from them or any remuneration for the Association. AUDIT

87. An auditor shall be appointed by the members at the Annual general Meeting and his duties regulated in accordance with the Rules, Ordinance and all other laws that are applicable in Pakistan, or any statutory modification thereof for the time being in force. ACCOUNTS AND BALANCE SHEET

88. At all annual General Meeting this Committee shall lay before the members a Balance Sheet and an Income and Expenditure Account made up to 31st of December of that year. The said Balance sheet shall be prepared in concurrence with the relevant laws of Pakistan.

89. The Executive committee shall be caused to maintain proper books of accounts of the transaction of the Association and of the assets and liabilities thereof at the office of the Association, and shall be in the control of the Secretary or any such other persons as the Executive Committee may from time to time direct.

SEAL:
91. The Association shall have a common seal.

92. Executive Committee shall provide a common seal of Association. The seal shall be deposited with the Secretary General the Head Office and shall never be affixed to any documents except in pursuance of a resolution of the executive committee and only be affixed in the presence of Chairman or Vice Chairman also with the signature of him and the countersigned by the Secretary General.

95. Amendments in these articles of Association shall be effected by a resolution passed by 2/3rd majority of the member present in a Special or Extra-Ordinary General meeting of Association convened specially for this purpose in accordance with these Articles, provided that all amendments shall be subjects to compliance with the Ordinance, Rules and all other relevant legal authorities.

96. Any dispute or difference of opinion in regard to interpretation or scope of application of these Articles of Association that cannot be resolved by the Association itself shall be referred to the Director-General of Trade Organizations under the Trade Organization Ordinance 2006 whose ruling shall be binding on the Association, its office-bearers and members. But this not bar any further action permitted by law.