Switch to English Version

Perlembagaan

AMENDED RULES AND CONSTITUTION.

RULE 1

Name and Place of Business

  1. The Association shall be known as the Persatuan Penerbit Buku Malaysia (Malaysian Book Publishers Association).
  2. Its place of business shall be at No.306 Block C Glomac Business Centre, No. 10 Jalan SS 6/1, Kelana Jaya 47301 Petaling Jaya, Selangor, Malaysia or at other places as may from time to time be decided on by the Executive Committee. The place of business shall not be changed without the approval of the Registrar of Societies.

RULE 2

Aims and Objects

  1. To encourage the widest possible spread of printed books.
  2. To foster the development of the publishing trade in Malaysia.
  3. To foster national consciousness through the publishing industry.
  4. To encourage Malaysian authorship.
  5. To encourage the improvement of the technical and professional qualifications of members of the Association.
  6. To promote and protect by all lawful means the interests of the members of the Association.
  7. To examine all legislative proposals likely to affect Publishers and the Book Trade, and to take such measures in support thereof, in opposition thereto, or to secure amendments thereto, as may be expedient.
  8. To study and resolve all problems related to publishing.
  9. To encourage fair trade practices and maintain high standards of workmanship and service in the business.
  10. To co-operate with other associations representing allied businesses and with organizations of an educational or cultural nature to inculcate good reading habits.
  11. To purchase, take on lease, rent, acquire and own property for use of the Association in line with its objects.

RULE 3

Membership

  1. Any Corporation registered in Malaysia as a Publisher is eligible to apply for membership of the Association.
  2. Application for membership shall be made to the Honorary Secretary on prescribed forms.
  3. The Executive Committee may invite any Association, Corporation, Institution or Person to become an Honorary Member of the Association. Such membership is renewable annually.
  4. An Honorary Member shall not be eligible to vote in any Annual or Extraordinary General Meeting of the Association or stand for election to any of the elected Committees of the Association.
  5. Every Corporation is entitled to send a representative to attend its general meetings.
  6. Every application for membership shall be proposed and seconded by two existing members and shall be accompanied with entrance and annual subscription fees. The Honorary Secretary shall, at the first convenient opportunity, submit it to the Executive Committee for approval. The decision of the Executive Committee shall be final.
  7. Every applicant whose application has been approved as aforesaid shall be entitled to all privileges of membership.

RULE 4

Entrance Fee, Subscription and other dues.

  1. The entrance fee and subscription payable shall be as follows:
  2. Membership: Entrance Fee – RM300.00 Annual Subscription – RM300.00
  3. The yearly subscription shall be payable to the Treasurer on 1st January each year.
  4. Any member who fails to pay his subscription by 1st March or the date of the Annual General Meeting, whichever is the earlier, shall be denied the privileges of membership.
  5. Any person who has allowed his membership to lapse through arrears can re-apply for membership on payment of all arrears and at the discretion of the Executive Committee a new entrance fee.
  6. Special subscriptions, levies for particular purposes may be raised from members by resolution of the General Meeting of the Association. If any member fails to pay such subscriptions within such period as may be resolved, the amount due shall be treated in the same way as arrears of yearly subscription.
  7. Any member who wishes to resign from the Association shall give two(2) weeks notice in writing to the Honorary Secretary.

RULE 5

General Meeting

  1. The Management of the Association is vested in a General Meeting of the members. At least one half of the total membership of the Association or twice the committee members, whichever is the lesser, must be present at a General Meeting for its proceedings to be valid and to constitute a quorum.
  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 14 days) to be decided by the Executive Committee, and if a quorum is not present half an hour after the time appointed for the postponed meeting, the members present shall have power to proceed with the business of the day but they shall not have power to alter the Rules and Constitution of the Association.
  3. An Annual General Meeting of the Association shall be held not later than 30th April of each year. The business of the Annual General Meeting shall be: a) To receive the Executive Committee’s report of the Association for the previous year; b) To receive the Treasurer’s report and the audited accounts of the Association for the previous year;c) To elect an Executive Committee and to appoint auditors for the ensuing year;d) To deal with such other matters as may be put before it.
  4. A preliminary notice of the Annual General Meeting stating the date, the time and the place and calling for motions for discussion, motions for amendment of the Rules and Constitution and nominations for the election of the Executive Committee shall be sent by the Honorary Secretary to all members not later than 30 days before the date fixed for the meeting.
  5. Nominations for the election of offices and motions for discussion at the meeting must be sent to reach the Honorary Secretary not later than 14 days before the date of the Annual General Meeting. In addition nominations can be called for at the Annual General Meeting it self and elections held according to normally accepted procedures.
  6. The Honorary Secretary shall send to all members at least 7 days before the Annual General Meeting an agenda including copies of minutes and reports, motions and nominations for the election of officers, together with the audited accounts of the Association for the previous year.
  7. An Extraordinary General Meeting of the Association shall be convened by the Executive Committee: a) Whenever the Executive Committee deems it desirable, or b) At the joint request in writing of not less than 2/3 of the membership, stating the objects and reasons for such meeting.
  8. An Extraordinary General Meeting requisitioned by members shall be convened at a date within thirty days of the receipt of such requisition.
  9. Notice and agenda for an Extraordinary General Meeting shall be forwarded by the Honorary Secretary to all members at least fifteen days before the date fixed for the meeting.
  10. Paragraphs (1) and (2) of this rule regarding the quorum and the postponement of the Annual General Meeting shall apply also to an Extraordinary General Meeting, but with the proviso that if no quorum is present after half an hour for the time appointed for a postponed Extraordinary General Meeting the meeting shall be cancelled, and no Extraordinary General Meeting shall be requisitioned for the same purpose until after the lapse of at least six months from the date thereof.
  11. The Honorary Secretary shall forward to all members a copy of the draft minutes of each Annual and Extraordinary General Meeting within 60 days after its conclusion.

RULE 6

Executive Committee

  1. An Executive Committee consisting of 11 persons, shall be elected at the Annual General Meeting once in every two years. Its term automatically expires on the day of election. They are: A President, A Vice-President, An Honorary Secretary, An Honorary Treasurer, and 7 Ordinary Committee Members. The office-bearers of the Association and every officer performing executive functions shall be Malaysian citizens.
  2. Nominations for elections shall be proposed and seconded and election be held by a simple majority vote of the members at the General Meeting. Executive Committee members shall be eligible for re-election.
  3. The function of the Executive Committee is to organise and to supervise the activities of the Association and to make decisions on matters affecting its running within the general policy laid down by the general 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.
  4. The Executive Committee shall meet at least once every three months and 14 days notice of each meeting shall be given to members. The President acting alone or not less than three of its members acting together may call for a meeting of the Executive Committee to be held at any time provided at least 7 days notice is given. At least one-half of the Executive Committee members must be present to constitute a quorum.
  5. Motions put forward at Executive Committee Meetings shall be passed by a simple majority of the Committee Members present.
  6. Where any urgent matter requiring the approval of the Executive Committee arises and it is not possible to convene a meeting, the Honorary Secretary may obtain such approval by means of a Circular Letter. The following conditions must be fulfilled before a decision of the Executive Committee is deemed to have been obtained; a) The issue must be clearly set out in the circular and forwarded to all members of the Executive Committee. b) At least one-half of the members of the Executive Committee must indicate whether they are in favour or against the proposal; and c) The decision must be by a majority vote. Any decision obtained by a circular letter shall be reported by the Honorary Secretary to the next Executive Committee meeting and recorded in the minutes thereof.
  7. Any member of the Executive Committee who fails to attend three consecutive meetings of the Executive Committee without satisfactory explanation in writing shall be deemed to have resigned from the Executive Committee.
  8. In the event of the death or resignation of a member of the Executive Committee the candidate who received the next highest number of votes at the previous election for the post affected shall be invited to fill the vacancy. If there is no such candidate or if such a candidate declines to accept office, the Executive Committee shall have the power to co-opt any other member of the Association to fill the vacancy until the next Annual General Meeting.
  9. The Executive Committee shall give instructions to the Secretary and other officers for the conduct or 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 Executive Committee, or for any other reason which it deems good and sufficient in the interest of the Association.
  10. Between Annual General Meetings the Executive Committee shall interpret the rules of the Association and, when necessary, determine any point on which the rules are silent.
  11. Except where they are contrary to or inconsistent with the policy previously laid down by the General Meeting the decisions of the Executive Committee shall be binding on all members of the Association unless and until countermanded by a resolution of the General Meeting.

RULE 7

Duties of Office-bearers

  1. The President shall during his term of office preside at all general meetings and meeting of the Executive Committee and shall be responsible for the proper for the proper conduct of all such meetings. He shall sign the minutes of each meeting at the time they are approved. He shall, as per the financial provisions of the constitution, sign cheques on behalf of the Association
  2. The Vice-President shall deputise for the President during the latter’s absence.
  3. The Honorary Secretary shall conduct the business of the Associations in accordance with the rules, and shall carry out the instructions of the general meeting and of the Executive Committee. He shall be responsible for conducting all correspondence and keeping all books, documents and papers except the accounts and financial records. He shall attend meetings, and record the proceedings. In conjunction with the Honorary Treasurer and the President he shall sign cheques on behalf of the Association.
  4. The Honorary Treasurer shall be responsible for keeping records of all account and financial transactions of the Association. He shall also sign cheques on behalf of the Association.
  5. The ordinary committee members shall assist the office bearers in carrying out their duties.

RULE 8

Financial Provisions

  1. Subject to the following provision in this rule, the funds of the Association may be expended for any purpose necessary for the carrying out of the objects, including the expenses of its administration, the payment of salaries, allowances and expenses to its office-bearers and paid staff, and the audit of its account, but they shall on no account be used to pay the fine of any member who may be convicted in a court of law.
  2. The Honorary Treasurer may hold a petty cash advance not exceeding $200.00 at any one time. All money in excess of this sum shall within 3 days of receipt be deposited in a bank approved by the Executive Committee. The Bank Account shall be in the name of the Association.
  3. All cheques or withdrawal notices on the Association’s account shall be signed jointly by any three (3) of the following. The Honorary Treasurer, The President, The Vice-President and The Honorary Secretary.
  4. No Expenditure exceeding $500.00 at any one time shall be incurred without the prior sanction of the Executive Committee, and no expenditure exceeding $1,000.00 in any one month shall be incurred without the prior sanction of the Executive Committee. Expenditure less than $500.00 may be approved jointly by the President and the Honorary Secretary.
  5. As soon as possible after the end of each financial year, a statement of receipts and payments and a balance sheet for the year shall be prepared and audited by the Auditor or Auditors appointed under Rule 9. The audited accounts shall be submitted for the approval of the next Annual General Meeting, and copies shall be made available at the registered place of business of the Association for the perusal of members.
  6. The financial year of the Association commences on 1st January and ends on 31st December.

RULE 9

Audit

  1. Two (2) persons, who shall not be office-bearers of the Association, shall be appointed by the Annual General Meeting as Internal Auditors.
  2. The Annual General Meeting shall appoint as paid auditor a qualified accountant or firm of accountants who shall not be a member of the Association. The Auditor thus appointed shall hold his appointment until he resigns or until his appointment is otherwise terminated by the General Meeting.
  3. The Auditors shall be required to audit the accounts of the Association for the year, and to prepare a report or certificate for the Annual General Meeting. They may also be required by the President to audit the accounts of the Association for any period within their tenure of office at any date, and to make a report to the Executive Committee.

RULE 10

Trustees

  1. The moveable property of the Association shall be vested for the time being in the Executive Committee of the Association and all immovable property of the Association shall be in the name of the Association and all instruments relating to the property shall be executed by the President, Secretary and Treasurer for the time being of the Association. Their appointment shall be authenticated by a certificate of the Registrar of Societies and sealed with the seal of the Association.
  2. The moveable and immovable property of the Association shall not be sold, leased, charged, transferred or dealt with in such manner so as to divest any interest in the property without the prior consent and authority of the General Meeting.

RULE 11

Prohibitions

  1. Neither the Association nor its members shall attempt to restrict or in any other manner interfere with the trade or prices or engage in any Trade Union activities as defined in the Trade Union Ordinance 1959.
  2. The Association shall not hold any lottery, whether confined to its members or not, in the name of the Association or its office-bearers, Committee or member.

RULE 12

Amendment of Rules.

  1. These rules may not be altered or amended except by a resolution supported by 2/3 majority of members present at a general meeting. Any amendment to the rules shall be submitted to the Registrar of Societies within 28 days after the decision to make such amendment has been duly passed. Such alterations or amendments shall take effect from the date of their approval by the Registrar of Societies.

RULE 13

Dissolution

  1. The Association may be voluntarily dissolved by a resolution of not less than four-fifths of the total membership present and voting at an Extraordinary General Meeting.
  2. In the event of the Association being dissolved as provided above, all debts and liabilities legally incurred on its behalf shall be fully discharged, and the remaining funds shall be disposed of in such manner as may be decided upon by a general meeting.
  3. Notice of dissolution shall be forwarded to the Registrar of Societies within fourteen (14) days after the dissolution.

RULE 14

Logo

  1. The logo shall be as shown below in green with the design of an open book within a circle.