1. ARTICLE 1 – TITLE
1.0 The name of this organization shall be “Dallas-Fort Worth Singapore Club”. References herein to “Club” shall mean the Dallas-Fort Worth Singapore Club.
2. ARTICLE 2 – ADDRESS
2.0 The Club may or may not have a physical mailing address. When necessary, the Vice President/Secretary shall provide a mailing address to the correspondent.
3. ARTICLE 3 – GOALS
3.0 The Club’s goals are:
(a) To promote the culture of Singapore and its current affairs.
(b) To organize social and recreational events and activities for its members.
(c) To serve as an informal source of information for members and newly arrived Singaporeans.
(d) To organize informal meetings with interesting Singaporean visitors.
(e) To carry out activities which promote the general welfare and interests of the members and the Club.
4. ARTICLE 4 – MEMBERSHIP
4.0 The Club shall have the following categories of membership:
(a) General Member
(b) Associate Member
(c) Corporate Member
(d) Honorary Member
4.1 GENERAL MEMBER
(a) Current or former citizen or permanent resident of Singapore aged 18 years old and above may apply for General Membership.
(b) The child(ren) of a General Member under the age of 18 is/are accorded the privileges of General Membership excluding (i) the right to propose any amendment to the Constitution; and (ii) the right to vote.
(c) Application for membership is accepted or denied at the sole discretion of the Executive Committee. If an applicant is denied as a General Member, the Executive Committee must provide a reason for denying the application within 30 days of notice of denial.
4.2 ASSOCIATE MEMBER
(a) Anyone who shares the goals and spirit of the Club may apply for Associate Membership.
(b) The child(ren) of an Associate Member under the age of 18 is/are accorded the privileges of Associate Membership excluding (i) the right to propose any amendment to the Constitution; and (ii) the right to vote.
(c) Application for membership is accepted or denied at the sole discretion of the Executive Committee. If an applicant is denied as an Associate Member, the Executive Committee must provide a reason for denying the application within 30 days of notice of denial.
(d) The number of Associate Members shall not exceed the number of General Members at any time.
4.3 CORPORATE MEMBER
(a) Any company or organization that shares the goals and spirit of the Club may apply for Corporate Membership.
(b) Every Corporate Member shall be entitled to nominate one Authorized Representative. Such person shall become the Authorized Representative of the Corporate Member on dispatch of written consent from the Vice President/ Secretary of the Club to such nomination.
(c) An Authorized Representative will have all the rights and privileges of Associate Membership except to propose any amendment to the Constitution.
(d) Each Corporate Member shall only exercise one vote through its Authorized Representative.
(e) Application for membership is accepted or denied at the sole discretion of the Executive Committee without giving any explanation.
4.4 HONORARY MEMBER
(a) Any person who does not qualify for General or Associate Membership may be nominated by a General or Associate Member for Honorary Membership.
(b) An Honorary Member is accorded the privileges of Associate Membership excluding (i) the right to propose any amendment to the Constitution; and (ii) the right to vote.
(c) Nomination for membership is accepted or denied at the sole discretion of the Executive Committee without giving any explanation.
5. ARTICLE 5 – SUBSCRIPTIONS
5.0 The annual subscription for General, Associate, and Corporate Membership shall be decided by the Executive Committee at least 30 days prior to the start of each fiscal year.
5.1 Any increase in annual subscription, except Corporate Membership, shall not exceed twenty percent (20%) from the previous year. Any increase exceeding twenty percent (20%), except Corporate Membership, requires approval from at least fifty percent (50%) of voting members in attendance during an Annual General Meeting or Special General Meeting.
5.2 The annual subscription Corporate Membership shall not be less than ten (10) times the amount for General or Associate Members.
5.3 Honorary Members are exempted from payment of annual subscription.
5.4 The annual duration of membership (“fiscal year”) starts at 12:00:00 am on August 9th and ends at 11:59:59 pm on August 8th of the following year.
5.5 The Executive Committee shall inform members of the amount of the annual subscription when notifying them of the Annual General Meeting per Section 13.0 of the Constitution.
5.6 Annual subscription is due to the Treasurer prior to or on the day of the Annual General Meeting to continue enjoying the privileges of membership. It is the responsibility of every member to ensure that their annual subscription is received by the Treasurer.
5.7 Initial subscription for new members depends on the time of the year they join the Club according to the following schedule:
(a) Start of fiscal year to March 31st – Full subscription amount.
(b) April 1st to end of fiscal year – Fifty percent (50%) of subscription amount.
(c) The initial subscription schedule does not apply to new Corporate Members. The full subscription amount is due regardless of when a new Corporate Member joins the Club.
6. ARTICLE 6 – RIGHTS OF MEMBERS
6.0 All members shall enjoy the following rights:
(a) Use of facilities provided by the Club for the general use of its members.
(b) Attend Annual General Meetings and Special General Meetings of the Club.
(c) Attend events and activities organized by the Club.
(d) Eligible to serve on sub-committees of the Club.
6.1 Only General Members may hold office in the Executive Committee.
7. ARTICLE 7 – SUSPENSION OR FORFEITURE OF MEMBERS
7.0 Suspension or forfeiture of membership of a member shall be put to the vote at the Annual General Meeting or any Special General Meeting. A simple majority is required and the decision is final.
8. ARTICLE 8 – EXECUTIVE COMMITTEE
8.0 An Executive Committee shall be responsible for the day to day running of the Club and the conduct of its affair.
8.1 The Executive Committee shall be elected at the Annual General Meeting. Each elected Executive Committee Member shall hold office until the next Annual General Meeting.
8.2 The Executive Committee shall comprise:
(a) The President
(b) The Vice President/Secretary
(c) The Treasurer
8.3 The Executive Committee may form sub-committees from time to time to assist in running of the Club. The Executive Committee may appoint a chairperson for a sub-committee.
8.4 The following term limits shall apply:
(a) President – Maximum of three (3) terms or thirty-nine (39) months consecutively.
(b) Vice President/Secretary – Maximum of two (2) terms or twenty-seven (27) months consecutively.
(c) Treasurer – Maximum of two (2) terms or twenty-seven (27) months consecutively.
8.5 Any Executive Committee Member who has reached his/her term limit may be elected to another post immediately at the next election, or be elected to the same post after an absence of at least twelve (12) months. The term limit clock shall restart for the Executive Committee Member in his/her new post.
8.6 If any Executive Committee Member is temporarily unable to perform his/her duties or unable to complete his/her term of office, a replacement shall be appointed by the Executive Committee to serve the remainder of the term. In the event that the remaining Executive Committee Members cannot agree on the appointee, a Special General Meeting shall be called for eligible voting members to elect a candidate to fill the vacant post for the remainder of the term.
9. ARTICLE 9 – ELECTION OF EXECUTIVE COMMITTEE MEMBERS
9.0 Election shall be by secret ballot or by show of hands as determined by the Election Administrator at the Annual General Meeting. If there is only one nominated candidate for a post, members may elect to cast, by secret ballot only, either a “yes” or a “no” vote for the nominated candidate. If more than fifty percent (50%) of the votes turn out to be “no”, it is deemed to be a “no confidence vote” for the nominee and the nomination shall be nullified. The Election Administrator may choose to re-open nomination for that post and to conduct another balloting for that post during the Annual General Meeting.
9.1 Election of a new Executive Committee shall occur at every Annual General Meeting.
9.2 All candidates for election to the Executive Committee shall be General Members. All candidates must be proposed and seconded by eligible voting members of the Club.
9.3 Nominations may be made at the Annual General Meeting or in writing to the Vice President/Secretary postmarked at least seven (7) days prior to the Annual General Meeting.
9.4 The Election Administrator shall be identified and invited beforehand by the Executive Committee to conduct the election. If an Election Administrator is not available to conduct the election, then the Executive Committee shall nominate a member to perform the same function at the Annual General Meeting.
9.5 In the event there is more than one member nominated for the same post, each nominated member shall be given five (5) minutes at the Annual General Meeting, in the absence of the other nominee or nominees, to make a statement supporting their candidacy.
9.6 The election for the Executive Committee shall take place in the following order: President, Vice President/Secretary, and then Treasurer. Any nominated candidate who fails to get elected to a post can be nominated for subsequent posts. A candidate who is elected to a post cannot be nominated for another post in the election.
9.7 At most, only one Executive Committee post can be held by members of a nucleus family.
10. ARTICLE 10 – POWERS AND DUTIES OF THE EXECUTIVE COMMITTEE
10.0 The general management of the Club is vested in the Executive Committee.
10.1 The Executive Committee shall be responsible for carrying out all resolutions of the Club and for organizing activities, either directly or through appointees.
10.2 The Executive Committee shall have full authority to enter into financial transactions and to deal in all Club matters.
10.3 All decisions affecting or on behalf of the Club shall be made with at least a majority consent of the Executive Committee Members.
10.4 The Executive Committee shall have power to obtain, collect, and receive funds by contributions, sponsorships, donations, and subscriptions.
10.5 Any Executive Committee Member may call for a vote on a decision affecting or on behalf of the Club. The Executive Committee Member calling for the vote shall provide adequate notice, and reasonable schedule accommodation, to the other Executive Committee Members to cast their votes.
10.6 The Vice President/Secretary is responsible for documenting, and making accessible to members, meeting minutes and vote tally from general meetings. At the sole discretion of the Executive Committee, additional administrative records may be kept and made accessible.
10.7 In the event of any dispute regarding the interpretation of any rule of the Constitution or any by-laws, the majority consent interpretation of the Executive Committee shall be final.
11. ARTICLE 11 – THE PRESIDENT
11.0 The President shall be the Chairman of all meetings of the Executive Committee, the Annual General Meetings, and Special General Meetings of the Club. In his/her absence, the Vice President/Secretary shall take his/her place.
11.1 If during any meeting of the Club or Executive Committee, when there is an equal number of votes for or against a motion, the Chairman of the meeting shall in addition to his own vote, have a casting vote. This power does not extend to the appointment of a General Member to fill a vacant Executive Committee post.
12. ARTICLE 12 – ACCOUNT BOOK
12.0 An account book shall be kept by the Treasurer of the Club and made available for inspection to members.
12.1 The income and property of the Club shall be applied solely towards the promotion of the goals of the Club. No portion thereof shall be paid or transferred directly or indirectly by way of dividend, bonus, profit or otherwise howsoever, to any member of the Club save pursuant to Article 17.0.
12.2 No Executive Committee Member or any member of the Club may be compensated for services related to the management or administration of the Club.
12.3 A balance sheet and statement of income shall be provided to every member during the Annual General Meeting, and updated statements six (6) months later.
13. ARTICLE 13 – GENERAL MEETINGS
13.0 An Annual General Meeting of the Club shall be held annually in every fiscal year but there shall not be more than fifteen (15) months between one Annual General Meeting and the next.
13.1 Twenty-one (21) days prior notice of the date, time, and venue of the Annual General Meeting shall be given to all members in the manner described in Article 15.
13.2 A Special General Meeting of the Club may be summoned at any time by the Executive Committee, or shall be summoned upon twenty percent (20%) of the General Members delivering to the Executive Committee a written request that such meeting be convened.
13.3 Fourteen (14) days prior notice of the date, time, and venue of such Special General Meeting shall be given to all members in the manner prescribed in Article 15.
13.4 The Executive Committee may in extraordinary circumstances summon a Special General Meeting on less than 14 days prior notice.
14. ARTICLE 14 – VOTING
14.0 Only General Members, Associate Members, and Corporate Members who are at least eighteen (18) years old are eligible to vote at general meetings. With the exception of Article 11.1, each person shall have only one vote.
14.1 Voting may be by secret ballot or by show of hands as determined by the Voting Administrator appointed by the Executive Committee.
15. ARTICLE 15 – NOTICES
15.0 Each member shall be obliged to keep the Vice President/Secretary informed of his/her mailing address, email address, and/or telephone number at which communication may be directed to him/her.
15.1 All official Club communication to members (e.g. notification for official meeting, event, and other activity) shall be through email. Additional communication methods (e.g. text message, WhatsApp, or Evite) may be used to supplement email.
16. ARTICLE 16 – AMENDMENTS
16.0 This Constitution may be amended by a resolution passed by two-thirds majority of the voting members present at any general meeting for which notice has been duly given specifying the intention to propose such amendments, together with full particulars thereof.
16.1 Any adult (18+ years old) General or Associate Member can submit proposals to amend the Club’s constitution. Corporate Members shall not have the right to propose any amendment.
16.2 Amendment proposals, with exact wording of proposed amendment and reference to article(s) in Constitution to be amended, can be submitted to the Executive Committee, via email or mail, at any time of the year but not less than twenty-one (21) days preceding any general meeting. Any amendment proposal received within the twenty-one (21) days shall be voted upon at the next general meeting instead.
16.3 At least seven (7) days prior to a general meeting, the Executive Committee shall provide members with the proposed amendments to be voted upon at the general meeting.
17. ARTICLE 17 – DISSOLUTION
17.0 Dissolution of the Club shall occur if the number of General Members fall below 12 and if a resolution is passed by two-thirds or more of members entitled to vote at general meetings.
17.1 In the event of dissolution of the Club, the Executive Committee shall take immediate steps to liquidate the assets of the Club. The designation of all funds, records, and assets of the Club shall be determined by a majority vote of the members present at the final general meeting, providing that all debts of the Club have been paid.
18. ARTICLE 18 – RULES OF ORDER
18.0 The rules contained in the current edition of Robert’s Rules of Order shall govern in all cases to which they are applicable in which they do not conflict with the Constitution.