SINGAPORE NATIONAL ACADEMY OF SCIENCE

Constitution

TITLE

1 The name of the Society shall be SINGAPORE NATIONAL ACADEMY OF SCIENCE to be abbreviated "SNAS".

REGISTERED PLACE OF BUSINESS

2 The address of the Registered Office shall be 15 Science Centre Road, Singapore Science Centre, Singapore 609081 or such other place as may be determined by the Council subject to the approval of the Registrar of Societies.

EMBLEM

3 The emblem of the Academy shall be decided by the Council and approved by the Registrar of Societies.

OBJECTS

4 The objectives of the Academy shall be

(a) to promote the advancement of science and technology in the Republic of Singapore;

(b) to represent the scientific opinions of the Founder/Affiliate Members of the Academy.

MEMBERSHIP AND SUBSCRIPTIONS

5 There shall be 3 categories of membership; viz:

(a) FOUNDER MEMBERSHIP, which shall be open to all six (6) Founder bodies, viz: Institute of Physics Singapore, Science Teachers Association of Singapore, Singapore Association for the Advancement of Science, Singapore Institute of Biology, Singapore Mathematical Society and Singapore National Institute of Chemistry;

(b) AFFILIATE MEMBERSHIP, which shall be open to all registered professional and scientific bodies as well as relevant chapters of other registered national academies promoting the advancement of science and technology in the Republic;

(c) ASSOCIATE MEMBERSHIP, which shall be open to all registered firms and organizations interested in the promotion of science and technology in the Republic.

6 The subscriptions for membership of the Academy shall be:

(a) FOUNDER MEMBERS: $500/- per year payable on admission and thereafter due on the first of April each year;

(b) AFFILIATE MEMBERS : $500/- per year payable on admission and thereafter due on the first of April each year;

7 Applications for membership shall be made in the prescribed form and forwarded to the Honorary General Secretary who shall submit to the Council for approval at its next meeting. Every application approved by the Council shall be, upon payment of the annual subscription, registered by the Honorary General Secretary in the Register of Members of the Academy.

8 Any Member which has been deregistered by the Registrar of Societies, Registrar of Companies or other relevant authority shall automatically cease to be a Member of the Academy.

9 Any Member which fails to pay its subscription fees for 2 consecutive years shall cease to be a Member of the Academy.

PRIVILEGES OF MEMBERS

10 (a) FOUNDER/AFFILIATE MEMBERS shall have the right to enjoy all the privileges of the Academy, including (inter alia) the right to:

(i) vote;

(ii) be represented on the Council;

(iii) propose amendments to the Constitution.

(b) ASSOCIATE MEMBERS shall enjoy all the privileges of the Academy except the right to:

(i) vote;

(ii) be represented on the Council;

(iii) propose amendments to the Constitution.

11 All Member shall abide by the Constitution of the Academy. Any Member whose conduct is, in the opinion of the Council prejudicial to the interests of the Academy, shall be requested by the Council to resign, or asked to explain in writing to show cause why it should not be expelled, and if it does not do so within 14 days of such request or if the explanation is not satisfactory to the Council, it shall be expelled by a resolution to be carried by a majority of two-thirds of the Council voting at the meeting at which such resolution is moved.

FELLOWSHIP

12 FELLOWSHIPS shall be conferred by the Academy on individuals whom the Council deems to have made significant and outstanding contributions to science and technology or towards the promotion and dissemination of scientific and technological knowledge. Fellows shall enjoy such privileges as the Council may decide from time to time.

13 The total number of Fellows shall not, at any time, exceed one hundred (100) persons. In any one calendar year beyond the inaugural launch year, not more than ten (10) Fellowships shall be conferred.

14 The annual membership fees for Fellows shall be set at S$200. Life membership fees shall be set at S$2,000 per Fellow.

HONORARY APPOINTMENTS

15 The Council shall have powers to appoint one or more persons as HONORARY PATRONS of the Academy, HONORARY PATRONS shall be Singapore Citizens.

MANAGEMENT AND GENERAL MEETINGS

16 The management of the Academy shall be vested in the Annual General Meeting to be presided over by its President.

17 An Annual General Meeting shall be held in the second quarter of each year. At other times, an Extraordinary General Meeting may be called by the Honorary General Secretary acting on a resolution of the Council.

18 At least 21 days’ notice for such General Meeting shall be given by the Honorary General Secretary, provided that the non-receipt of such notice shall not invalidate the proceedings of any such meeting or render void any vote properly taken in connection therewith.

19 The business of each Annual General Meeting shall include:

(a) Adoption of the Annual Report for the previous year;

(b) Adoption of the Audited Statement of Accounts;

(d) Other Matters for which prior notice of at least one (1) week has been given to the Honorary General Secretary.

20 Delegates to the Annual and Extraordinary General Meeting shall comprise five (5) representatives from each Founder/Affiliate Member which shall include the two (2) representatives on the Council and the quorum for such meetings shall be one-half of the maximum delegate-membership.

COUNCIL

21 The Council shall comprise two (2) representatives from each Founder/Affiliate Member. It shall have powers to co-opt to the Council, a further three (3) members who are members of Founders/Affiliates for a term not exceeding three (3) years in the first instance. Members of the Council (other than co-opted members) may nominate alternates to attend Council meetings on their behalf.

22 Only Singapore Citizens or Permanent Residents of Singapore shall be eligible for membership of the Council. The Council shall have the discretion to relax this requirement where necessary.

23 The following office-bearers shall be elected from among the members of the Council for a term not exceeding three years (the Honorary Treasurer shall not serve more than one term and the President shall serve a maximum of two terms):

A President

An Immediate Past President

A 1st Vice-President

A 2nd Vice-President

An Honorary General Secretary

An Honorary Assistant Secretary

An Honorary Treasurer

24 The Council shall

(a) be responsible for organizing activities of the Academy consistent with its objects and in accordance with these rules;

(b) control and be responsible for the funds and property of the Academy;

(d) be empowered to appoint such committees as may from time to time be needed to carry out the objectives of the Academy and to determine their terms of reference.

25 The Council shall meet quarterly in a year to discuss the business and affairs of the Academy. If circumstances do not allow a meeting to take place, matters could be discussed by circulation.

26 One half of the Council strength shall constitute the quorum at the meetings of the Council, which shall be presided over by the President, or in his absence by the 1st or 2nd Vice-President. In the absence of all three, the Council shall elect one of the members to preside over the meeting. When the quorum is not available, the meeting can still proceed but major decisions shall not be made.

27 Where a conflict of interest arises at a Council meeting, the Council member concerned should not vote on the matter nor participate in discussions. He or she should also offer to withdraw from the meeting, and the other Council members should decide if this is required.

28 Any changes in the Council shall be notified to the Registrar of Societies and the Commissioner of Charities within two (2) weeks of the change.

DUTIES OF OFFICE-BEARERS

29 The President shall

(a) act as Chairman at all meetings and have a casting vote at these meetings;

(b) represent the Academy in its dealings with outside persons and bodies;

30 The 1st Vice-President shall

(a) take over the duties of the President in his absence;

(b) be the Chairman of either the Editorial or Activities Committee.

31 The 2nd Vice-President shall

(a) take over the duties of the 1st Vice-President in his absence;

(b) be the Chairman of either the Editorial or Activities Committee.

32 The Honorary General Secretary shall

(a) convene, on behalf of the Council, all General and Council meetings and keep proper records of minutes of these meetings;

(b) transact all correspondence and conduct all business of the Academy as directed by the Council in accordance with the Constitution;

(d) be responsible for keeping a Register of Members, Fellows and Honorary Appointments of the Academy;

(e) prepare an Annual Report of the activities of the Academy for presentation at the Annual General Meeting.

33 The Honorary Assistant Secretary shall

(a) assist the Honorary General Secretary in carrying out the duties of his office;

(b) take over the duties of the Honorary General Secretary in his absence.

34 The Honorary Treasurer shall

(a) be in charge of the finance of the Academy;

(b) collect all subscriptions, donations and other monies due to the Academy and issue receipts on behalf of the Academy;

(d) have access to the accounts of all committees appointed by the Council;

(e) prepare and submit a financial statement at each Council meeting;

(f) be responsible for preparing an Annual Statement of Receipts and Expenditure and Statement of Assets and Liabilities for presentation at the Annual General Meeting.

TRUSTEES

35 A Board of Trustees comprising the President and 3 other members (who shall be past presidents of the Academy), nominated by the Council, shall be appointed for a term of 3 years.

36 The Board of Trustees shall have vested in it the real and personal estate whatever belonging to the Academy and it shall deal with it in such a manner as the General Meeting of delegates approve, including the sale or mortgage of property.

37 A member on the Board may be removed from Office by the Council on the grounds of ill health, unsoundness of mind, absence from the Republic or that he is unable to perform or is unsuitable for the performance of his duties and any vacancy shall be illed by the Council.

38 The Honorary General Secretary shall inform the Commissioner of Charities of any changes in Trusteeship, the address of each immovable property, name of each trustee and subsequent changes.

39 Notice of any proposal to remove a trustee from his trusteeship or to appoint a new trustee to fill a vacancy must be given at least two (2) weeks before the meeting at which the proposal is to be discussed.

FINANCE

40 The financial year of the Academy shall be 1 April to 31 March of the following year.

41 The funds of the Academy shall only be expended on the authority of the Council for the following objectives:

(a) the payment for the administration of the Academy including the audit of the accounts of the funds of the Academy and the publishing and distribution of publications;

(b) the conduct of scientific, professional, educational, social and other activities consistent with the objectives of the Academy by the Academy and its Founder/Affiliate Members.

42 The funds of the Academy which are not required for current expenses may at the discretion of the Council, be vested by the Board of Trustees in the name of the Academy in a manner as the Council may think fit, subject to declaration of trust.

43 All cheques and withdrawal orders for the funds of the Academy deposited in any bank must be signed by the following 2 office-bearers:

(a) the president or, in his absence, one of the 2 Vice-Presidents;

(b) the Honorary Treasurer.

44 The Honorary Treasurer is authorized to retain not more than $200/- cash (petty cash) for current expenses.

45 The annual accounts of the Academy shall be audited by an internal auditor, who shall have free access to all books and documents necessary for his work as Auditor. The internal auditor shall be appointed at the Annual General Meeting. If no appointment is made at the meeting due to circumstances, the office-bearers shall be empowered to appoint an internal auditor on behalf of the Council. The accounts of the Society shall be audited by a firm of Public Accounts and Chartered Accountants if the gross income or expenditure of the Society exceeds $500,000 in that financial year, in accordance with Section 4 of the Societies Regulations. The Auditor’s report shall be presented to the Annual General Meeting.

GIFTS

46 It shall be lawful for the Academy to receive gifts, donations and bequests in the furtherance of its objects.

PUBLICATIONS

47 The Academy shall publish besides an Annual Report, its Proceedings and Journals.

48 An Editorial Committee to be chaired by the one of the Vice-Presidents shall be appointed by the Council and its policy shall be determined by the Council.

49 Founder/Affiliate Members shall be entitled to receive copies of the Annual Report, Journals and other publications of the Academy for distribution to their own individual members.

50 Associate Members shall be entitled to receive five (5) copies of all publications of the Academy.

AMENDMENTS TO CONSTITUTION

51 Any Founder/Affiliate Member may propose amendments to the Constitution which shall be initially discussed at meetings of the Council, and the Council shall give 10 clear days’ notice of such meetings convened to discuss the proposed amendments.

52 Amendments to the Constitution shall be made at the Annual General Meeting or at an Extraordinary General Meeting especially called for that purpose.

53 Amendments shall be adopted only if at least two-thirds of delegates present at the meeting shall have voted in favour of them and they shall not come into force without the prior sanction of the Registrar of Societies. All proposed amendments to the Constitution must be cleared with the Commissioner of Charities before presenting to a General Meeting.

RESIGNATION OF MEMBERS

54 Any Member wishing to resign its membership shall notify the Honorary General Secretary in writing and shall at the same time pay any arrears in subscription or other dues to the Academy at the time. The Honorary General Secretary shall submit all resignations to the Council for considerations.

55 Any organization, shall, upon ceasing to be member of the Academy, forfeit all rights to and claims upon the Academy and its property and funds.

56 Any organization which has resigned from the Academy wishing to rejoin, shall be considered as a new member.

PROHIBITIONS

57 Gambling of any kind, whether for stake or not, are forbidden in the Academy’s premises. The Academy shall not hold any lottery, whether confined to Members or not in the name of the Academy or its Council or office-bearers or Members.

58 The funds of the Academy shall not be used to pay the fines of Members which have been convicted in Court.

59 The Academy shall not attempt to restrict or in other manner interfere with trade or prices or engage in any Trade Union activity as defined in any written law relating to trade unions for the time being in force in Singapore.

60 The Academy shall not indulge in any political activity or allow its funds and/or premises to be used for political purposes.

DISSOLUTION

61 The Academy shall not be dissolved except with the consent of not less than three-fifths of the delegates of the Academy for the time being resident in Singapore expressed either in person or by proxy at a General Meeting convened specially for the purpose. At least 21 clear days’ notice shall be given by the Honorary General Secretary and such notice shall state the reason for such a meeting.

62 Any proposal for dissolution may be made by any Founder/Affiliate Members and the Honorary General Secretary shall give 3 months’ notice of such proposal to all Members.

63 In the event of the Academy being dissolved as provided above, or in the event the Academy ceases to be a registered charity under the Charities Act, all debts and liabilities legally incurred on behalf of the Academy shall be fully discharged and from the remaining funds and property shall be transferred to other charitable institution(s), or institutions of a public character, as the case may be, with similar objectives in Singapore which is(are) registered under the Charities Act, as the delegates of the Academy may determine at the General Meeting.

64 Notice of dissolution shall be given within 7 days of the dissolution to the Registrar of Societies and the Commissioner of Charities.

INTERPRETATION

65 In the event of any question or matter arising out of any point which is not expressly provided for in the Rules, the Council shall have power to use its own discretion.

Constitution

SINGAPORE NATIONAL ACADEMY OF SCIENCE

Constitution

Singapore National Academy of Science