PERTUBUHAN KELUARGA ORANG-ORANG BERMASALAH PEMBELAJARAN
(Society of Families of Persons with Learning Difficulties)
| Clause 1 | NAME |
| 1.1 | The name of the Society shall be known as Pertubuhan Keluarga Orang-Orang Bermasalah Pembelajaran (Society of Families of Persons with Learning Difficulties) hereinafter referred to as the Society. |
| 1.2 | The Society shall also be known by its acronym – PERKOBP |
| Clause 2 | PLACE OF BUSINESS |
| 2.1 | The registered address of the Society shall be: No: 112 Jalan Tempinis, Batu 13 Kg Tengah, 47100 Puchong, Selangor, Malaysia. |
| 2.2 | The registered address of the Society shall not be changed without the prior approval of the Registrar of Societies. |
| Clause 3 | OBJECTS |
| The objects of the Society shall be: | |
| 3.1 | To act as a support network for families of persons with learning difficulties. |
| 3.2 | To develop appropriate care services and activities for the needs of persons with learning difficulties. |
| 3.3 | To act as an advocacy group and to raise public awareness on the causes, needs and rights of persons with learning difficulties. |
| 3.4 | To offer help and training to families in the caring of the persons with learning difficulties. |
| 3.5 | To engage in activities that provides employment training and opportunities for persons with learning difficulties. |
| 3.6 | To raise funds to finance the activities of the Society, subject to the prior approval of the Registrar of Societies. |
| 3.7 | To apply for, lease, acquire or possess any land or property to further the aims of the Society, with the consent of the general meeting and subject to prior approval from relevant authorities, where applicable. |
| Clause 4 | MEMBERSHIP |
| 4.1 | Ordinary Membership Membership shall be open to any family member of a person with learning difficulties residing in Malaysia. Members must be eighteen (18) years of age or older. Membership is unlimited. |
| 4.2 | Associate Membership Other individuals aged eighteen (18) years old and above residing in Malaysia, who have shown interest in the Society’s activities may be admitted as Associate Members. Associate Members shall have no voting rights and may not hold office. |
| 4.3 | Application for Membership |
| Every application for membership shall be made using the prescribed form and be submitted to the Hon. Secretary of the Society for approval by the Executive Committee. | |
| 4.4 | Admission |
| An applicant whose application is approved shall, upon payment of the prescribed entrance fee and the first annual subscription, be admitted as a member of the Society. | |
| 4.5 | Membership Register |
| The Hon. Secretary shall maintain a membership register containing the following particulars: – Membership numberDate of admissionName of memberSexNRIC numberDate and place of birthEthnicityOccupationMailing addressHome addressEmail addressTelephone numberName of person with special needsRelationship to person with special needs | |
| 4.6 | Change of Address and Contact Details |
| Every member shall notify the Hon. Secretary of any change in residential, correspondences or email addresses, or telephone numbers. Failing this, any letter, circular or notice sent to the last registered address shall be deemed to have been duly given to and received for the purposes as stated in Clauses 20.1 to 20.2 below. | |
| Clause 5 | RESIGNATION, SUSPENSION AND FORFEITURE OF MEMBERSHIP |
| Resignation | |
| 5.1 | Any member may resign his membership by giving to the Hon. Secretary notice in writing to that effect and shall pay up all dues. Every such notice shall, unless otherwise expressed, be deemed to take effect as from the first day of January next following the receipt thereof. |
| Suspension and Forfeiture | |
| 5.2 | The Executive Committee shall have the power of Suspension and Forfeiture of Membership, with due reference to Clause 6.5 below. |
| 5.3 | A member who has forfeited membership may be readmitted into the Society upon settlement of all outstanding subscriptions. |
| 5.4 | Members who had resigned and whose subscriptions had been paid in full may reapply (as new members) to the Society for admission and if successful, shall be required to pay the current entrance fee for new members. |
| 5.5 | However, no individual shall be admitted as a member of the Society more than twice. |
| Expulsion | |
| 5.6 | Any member who fails to comply with the provisions of this Constitution or who acts in a manner that brings disrepute upon the Society may be expelled, suspended for a specified period, or have their membership terminated, as the Executive Committee deems appropriate. |
| 5.7 | Prior to taking such action, the Executive Committee shall notify the member in writing of the grounds for the proposed expulsion, suspension, or termination. |
| 5.8 | If the member fails to respond to the written notification within two (2) weeks, either in person or in writing, the member shall be deemed to have forfeited the right to explain and shall be expelled or terminated as a member of the Society with immediate effect. |
| 5.9 | If the member responds within the stipulated time, they shall be given an opportunity to provide an explanation or defence, either in person or in writing, to the Executive Committee. |
| 5.10 | Upon conclusion of the explanation process, the Executive Committee shall make a decision and communicate it in writing to the member. The decision shall take immediate effect and remain in force unless overturned by appeal. |
| 5.11 | Should the member wish to appeal the decision, a written appeal must be submitted to the Executive Committee within two (2) weeks of receiving the decision. Failure to submit an appeal within this period shall result in the termination of membership taking full and final effect. |
| 5.12 | Upon receipt of a valid appeal, the matter shall be referred to an Extraordinary General Meeting to be convened within six (6) weeks. |
| 5.13 | The Hon. Secretary shall issue a notice of the Extraordinary General Meeting to all members, including the member concerned, not less than four (4) weeks prior to the meeting. The notice shall specify the time and place of the meeting and the nature of the complaints against the member. |
| 5.14 | At the meeting, the member shall be permitted to offer a verbal explanation. Upon conclusion of the explanation, the member shall leave the meeting room while the remaining members vote on the matter. If two-thirds (2/3) of the members present vote in favour of expulsion, the member shall cease to be a member of the Society with immediate effect. |
| 5.15 | If two-thirds (2/3) of the members present vote against the expulsion, the member shall remain a member of the Society, and the appeal shall be deemed successful. The decision shall be final and binding, and no further disciplinary action shall be taken on the same matter. |
| 5.16 | Any member who is expelled, suspended, or terminated under Clauses 5.8, 5.10, 5.11, or 5.14 shall not be readmitted to the Society at any time. |
| Clause 6 | SOURCE OF INCOME |
| Entrance Fee And Annual Subscription | |
| The entrance fee and annual subscription fee payable shall be as follows: – | |
| 6.1 | Ordinary Members: Entrance Fee ……………. Ringgit twenty only (RM 20.00) Annual Subscription ……. Ringgit thirty only (RM 30.00) |
| 6.2 | Associate Members: Annual Subscription ……. Ringgit thirty only (RM 30.00) |
| 6.3 | Any member who is unable to pay the subscription due to financial hardship may apply for partial or full exemption, subject to approval by the Executive Committee. |
| 6.4 | All subscriptions shall be payable to PERKOBP in advance, before 31st of March of each year. |
| 6.5 | Any member whose subscription arrears exceed one year shall receive a written notification signed by or on behalf of the Hon. Secretary and shall be denied the membership privileges until the account is settled. |
| Clause 7 | GENERAL MEETING |
| Annual General Meeting | |
| 7.1 | An Annual General Meeting of the Society shall be held as soon as possible after the close of each financial year but not later than June, on a date, time and place to be decided by the Executive Committee. The business of the Annual General Meeting shall be: |
| To receive the Executive Committee’s report on the Society’s activities for the previous year; | |
| To receive the Hon. Treasurer’s report and the audited accounts of the Society for the previous year; | |
| To elect the Executive Committee and to appoint auditors for the ensuing year; | |
| To address any other matters as may be presented. | |
| 7.2 | The Hon. Secretary shall send to all members an agenda, minutes, reports and the audited accounts of the Society for the previous year, at least seven (7) days before the meeting. Copies of these documents will also be made available at the registered office address of the Society for the perusal of members. |
| Extraordinary General Meeting | |
| 7.3 | An Extraordinary General Meeting of the Society may be convened: |
| whenever deemed necessary by the Executive Committee, | |
| upon written request by at least twenty (20) voting members, stating the purpose and reasons for such a meeting. | |
| 7.4 | An Extraordinary General Meeting requisitioned by members shall be convened within thirty (30) days of the receipt of such requisition. |
| 7.5 | Notice and agenda for an Extraordinary General Meeting shall be sent to all members at least fifteen (15) days before the meeting date. |
| Venue of Meeting | |
| 7.6 | The Society may hold meetings at multiple venues in Malaysia using any technology or method that enables all members of the Society to participate and to exercise the members’ right to speak and vote at the meeting. |
| 7.7 | The main venue of all meetings shall be within Malaysia at such time and place as determined by the Executive Committee. The President shall be present at that main venue of the meeting. |
| 7.8 | Members may participate in a meeting by means of conference telephone, videophone or any similar communication methods that allow all participants in the meeting to hear each other. Such participation in a meeting shall constitute presence in person at such meeting. |
| 7.9 | The conduct of meetings using technology shall be subject to the discretion of the Executive Committee. |
| 7.10 | If the Society decides to proceed with the meeting in accordance with Clause 7.6, a member present at the separate meeting venues, linked to the main venue, shall be deemed present at the main venue and is entitled to full participation, provided the venues are connected by an instantaneous audio-visual communication device facility which, by itself or in conjunction with other arrangements: |
| allows all members in the separate venues a reasonable opportunity to participate in the proceedings at the main venue;enables the members in the separate meeting venues to vote by poll, ballot or show of hands. | |
| Quorum and Postponement | |
| 7.11 | A general meeting shall require the presence of at least one-half (1/2) of the total voting members of the Society or a number of voting members present is at least twice the number of Executive Committee members present, to constitute a quorum. |
| 7.12 | If a quorum is not present, the meeting shall be postponed to a later date determined by the Executive Committee. |
| 7.13 | If no quorum is present at the rescheduled date: |
| An Annual General Meeting may proceed, but shall not amend the Constitution or make decisions affecting all members; | |
| An Extraordinary General Meeting requisitioned by members shall be cancelled and no Extraordinary General Meeting shall be requisitioned for the same purpose until after a lapse of two (2) months from the date thereof. | |
| Clause 8 | COMMITTEE |
| Executive Committee | |
| 8.1 | The Executive Committee shall consist of the following office-bearers, elected at the Annual General Meeting: President Vice-President Honorary Secretary Assistant Secretary Honorary Treasurer Two Ordinary Committee Members |
| 8.2 | All members of the Executive Committee and every officer performing executive functions in the Society shall be Malaysian citizens. |
| 8.3 | Nominations for the above office shall be proposed and seconded, and elections shall be decided by a simple majority vote at the Annual General Meeting. |
| 8.4 | Election shall be held once every two (2) years. |
| 8.5 | The function of the Executive Committee is to organize and supervise the day-to-day activities of the Society and to make decisions on matters affecting its running within the general policy laid down by the general meeting. |
| 8.6 | The Executive Committee shall not act contrary to the expressed wishes of the general meeting and shall remain subordinate to it. It shall present a report of its activities for the previous year at each Annual General Meeting. |
| 8.7 | The Executive Committee shall meet at least once every three (3) months. Notice of at least three (3) days shall be given to the members. The President, acting alone, or any three (3) members jointly may call for a meeting of the Executive Committee to be held at any time. At least one-half (1/2) of the Executive Committee Members must be present to constitute a quorum. |
| Circular Resolution | |
| 8.8 | If an urgent matter arises and a meeting cannot be convened, the Hon. Secretary may seek approval via a circular resolution subject to the following: |
| The issue must be clearly stated in the circular resolution and circulated to all members of the Executive Committee. | |
| At least one-half (1/2) of the Executive Committee must respond with a vote, either in favour or against the proposal; and | |
| A majority vote shall determine the decision. | |
| The Hon. Secretary shall report the outcome of the circular resolution at the next Executive Committee meeting and record it in the minutes thereof. | |
| 8.9 | Any Executive Committee member who fails to attend three (3) consecutive meetings without satisfactory explanation shall be deemed to have resigned. |
| 8.10 | In the event of the death or resignation of Committee member, the candidate with the next highest votes from the previous election, for the post affected shall be invited to fill the vacancy. If there is no such candidate or if such candidate declines to accept office, the Executive Committee shall have the power to co-opt any other member of the Society to fill the vacancy until the next Annual General Meeting. |
| 8.11 | The Executive Committee may give instructions to the Hon. Secretary and other officers in conduct of the Society’s affairs. The Executive Committee may appoint such organizers and such staff as it deems necessary. It may suspend or dismiss any organizer 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 Society. |
| 8.12 | 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 Society unless and until countermanded by a resolution of a general meeting. |
| Sub-Committees | |
| 8.13 | The Executive Committee shall have power to appoint sub-committees for the furtherance of the objectives of the Society as it may deem fit and to delegate to sub-committees such powers as it may consider necessary and expedient. |
| 8.14 | The objectives and scope of work of each sub-committee, the power delegated and its regulations and obligations are to be in writing and approved by the Executive Committee. |
| 8.15 | Any sub-committee so appointed shall, in exercising the powers so delegated, conform to any of the regulations that may from time to time be imposed upon it by the Executive Committee. |
| 8.16 | The Executive Committee reserves the right and power to withdraw from sub-committees all or any of the powers so delegated and revoke all such appointments. |
| Clause 9 | Duties of Office-Bearers |
| 9.1 | The President shall during his/her term of office, preside at all general meetings and all meetings of the Executive Committee and shall be responsible for the proper conduct of all such meetings. He/she shall have the casting vote and shall sign the minutes of each meeting at the time they are approved. |
| 9.2 | The Vice-President shall act on behalf of the President during the latter’s absence. |
| 9.3 | The Hon. Secretary shall conduct the business of the Society in accordance with this Constitution, and shall carry out the instructions of the general meeting and of the Executive Committee. |
| He/she shall be responsible for conducting all correspondence and keeping all books, documents and papers except the accounts and financial records. He/she shall attend all meetings and record the proceedings. He shall maintain a proper membership register of the members consisting of details such as name, identity card number, date/place of birth, occupation, name/address of employer, residential address, email address and telephone numbers. In conjunction with the President and the Hon. Treasurer, he shall sign all cheques on behalf of the Society. | |
| 9.4 | The Assistant Secretary shall assist the Hon. Secretary in carrying out his duties and shall act for him/her in his/her absence. |
| 9.5 | The Hon. Treasurer shall be responsible for the finance of the Society. He/she shall keep accounts of all its financial transactions and shall be responsible for their correctness. |
| 9.6 | The Ordinary Committee Members shall carry out such duty as directed by the President or the Executive Committee. |
| Clause 10 | FINANCIAL PROVISIONS |
| 10.1 | The financial year of the Society shall begin on 1st January and end on 31st December. |
| 10.2 | The incomes and property of the Society shall be used solely towards the promotion of the objects of the Society and no portion thereof shall be paid or transferred directly or indirectly by way of dividend or bonus or otherwise to the person or persons who at any time are or have been members of the Society or to any person claiming through them. But nothing herein contained shall prevent the payment in good faith, if approved by the Executive Committee, of remuneration to any office-bearers or servants of the Society or to any member thereof or other person in return for any service actually rendered to the Society. |
| 10.3 | The Hon. Treasurer may hold a petty cash advance not exceeding five hundred ringgit (RM500.00) at any one time. All money in excess of this sum shall, within seven (7) days, be deposited in a bank approved by the Executive Committee. The bank account shall be in the name of the Society. |
| 10.4 | All cheques or withdrawal notices on the Society’s bank account shall be signed jointly by the President (or Vice-President in the President’s absence), the Hon. Secretary or the Hon. Treasurer. If both the Hon. Secretary and the Hon. Treasurer are absent, the Executive Committee shall appoint another member to sign. |
| 10.5 | No expenditure exceeding one thousand ringgit (RM1,000.00) at any one time shall be incurred without the prior approval of the Executive Committee, and no expenditure exceeding ten thousand ringgit (RM10,000.00) at any one time shall be incurred without the prior approval at a general meeting. However, this restriction shall not apply to expenditures related to events or activities for which a budget has been pre-approved at a general meeting. |
| 10.6 | Expenditures of five thousand ringgit (RM5,000) and below shall require a quotation from the supplier. Expenditures above five thousand ringgit (RM5,000) and up to ten thousand ringgit (RM 10,000) require at least two (2) quotations from independent suppliers. Expenditures above ten thousand ringgit (RM10,000) require at least three (3) quotations from independent suppliers. |
| 10.7 | Expenditures below one thousand ringgit (RM1,000) may be approved jointly by the President and either the Hon. Secretary or the Hon. Treasurer. |
| 10.8 | As soon as possible after the end of each financial year, the financial reports consisting of the income statement, statement of financial position, statement of changes in funds, cash flow statement and notes to the financial statement for the year shall be prepared and audited by the Auditors appointed under Clause 11. The audited financial report shall be submitted for the approval of the next Annual General Meeting, and copies shall be made available at the registered office/address of the Society for the perusal of members. |
| 10.9 | The Society shall spend at least seventy percent (70%) of all income and donations received or whatever percentage approved by the Director General of Inland Revenue subject always that such spending must be solely towards the promotion of the objects of the Society as set forth in this Constitution. |
| Clause 11 | AUDITORS |
| 11.1 | Two persons, who are not office-bearers of the Society shall be appointed as Honorary Internal Auditors at the Annual General Meeting. |
| 11.2 | The Internal Auditors shall audit the accounts of the Society for the financial year and prepare a report or certificate for presentation at the Annual General Meeting. They may also be required by the President to audit the accounts of the Society for any period within their tenure of office at any date, and to make a report to the Executive Committee. |
| 11.3 | In addition to the Internal Auditors, an external auditor who is a qualified public auditor may be appointed to audit the accounts of the Society. |
| Clause 12 | PROPERTY ADMINISTRATORS |
| 12.1 | The immovable property of the Society shall be registered in the name of the Society. The Society shall appoint three current Executive Committee members viz the President, Hon. Secretary and the Hon. Treasurer as the Property Administrator Officers pursuant to Section 9 (b) of the Act. Their appointment shall be authenticated by a certificate issued by the Registrar of Societies and shall remain valid for the duration of their term of office. These officers shall automatically cease to hold this position upon the end of their term. They shall not sell, mortgage or transfer the property of the Society unless authorized to do so by a resolution passed at an Annual General Meeting or Extraordinary General Meeting. |
| 12.2 | The officers appointed under this Clause shall deal with the immovable property of the Society in such manner as the general meeting may direct, provided that all immovable properties shall be registered in the name of the Society. |
| 12.3 | The officers shall not sell, withdraw or transfer any property of the Society without the consent and authority of a general meeting. |
| 12.4 | An officer may be removed from office by a general meeting on the ground that, owing to ill health, unsoundness of mind, absence from the country or for any other reason, he is unable to perform his duties or unable to do so satisfactorily. In the event of the death, resignation or removal of officer before the Annual General Meeting, the vacancy shall be filled by an Extraordinary General Meeting convened for the purpose. |
| 13 | INTERPRETATION |
| 13.1 | Electronic address means any email address or mobile number or contact number used for sending or receiving messages, documents or information by electronic means. |
| 13.2 | Electronic communication means the act of delivery of documents or information in electronic form by electronic means to the electronic address or any other address or number of the addressee. |
| 13.3 | Electronic form means any information presented in digital or electronic media. |
| 13.4 | Family member means any legal parent, legally appointed guardian, grandparent, sibling, cousin, uncle, aunt, nephew, niece, or other individual connected by consanguinity, affinity, or legal adoption, or who resides with or has lawful care of the person with learning difficulties. |
| 13.5 | The Act refers to the Societies Act 1966. |
| 13.6 | Words importing the singular number shall include the plural number and vice versa and the masculine shall include the feminine and vice versa. |
| 13.7 | Between Annual General Meetings, the Executive Committee shall interpret any Clause or word of this Constitution and, when necessary, decide on any matter not expressly provided for therein. |
| Clause 14 | ADVISORS/ PATRONS |
| 14.1 | Advisors or Patrons may be elected at a general meeting on the proposal of the Executive Committee. |
| 14.2 | Advisors or Patrons shall serve a term of five (5) years and may be reappointed for an additional term not exceeding three (3) years. |
| Clause 15. | PROHIBITIONS |
| 15.1 | No benefits as defined under Section 2 of the Societies Acts, 1966 shall be given by the Society to any of its members. |
| 15.2 | No person shall hold office in the Society or serve as an advisor or employee if disqualified under Section 9A of the Societies Act, 1966. |
| 15.3 | The Society shall not engage in political activities or associate, directly or indirectly, with any political party. |
| 15.4 | Every Ordinary Member of the Society shall have the right to vote and shall be eligible to hold office in the Society, subject to Clause 8.2. |
| 15.5 | Notwithstanding Clause 4, no university or university-college student shall be admitted to be a member of the Society without prior written approval from the Vice-Chancellor of the respective university. |
| Clause 16 | AMENDMENT OF CONSTITUTION AND BY LAWS |
| 16.1 | These Clauses may only be altered or amended by resolution passed at a general meeting. Any such alteration or amendment shall take effect upon approval by the Registrar of Societies. The amended Clauses shall be submitted to the Registrar within sixty (60) days of being passed by the general meeting. |
| 16.2 | The Executive Committee may make, repeal and amend by-laws that are not inconsistent with this Constitution. All by-laws, repeals, or amendments thereof, shall be communicated to all members by post or/and in the manner stated in Clause 8.1. Within thirty (30) days from date of notification, any twenty (20) voting members, may submit a written request to the Hon. Secretary to convene an Extraordinary General Meeting to review the by-laws, repeals or amendments. If no such request is received, the by-laws or repeals or amendments thereof, shall become binding on all members. |
| Clause 17 | DISSOLUTION |
| 17.1 | The Society may be voluntarily dissolved by a resolution of not less than three-fifths (3/5) of the total membership at a general meeting. |
| 17.2 | In the event of the Society 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. |
| 17.3 | Notification of dissolution shall be submitted to the Registrar of Societies within thirty (30) days of the Society’s dissolution. |
| Clause 18 | FLAG, LOGO AND BADGE |
| 18.1 | FLAG – The Society does not have a flag |
| 18.2 | Logo of the Society is |
| 18.3 | BADGE – The Society does not have a badge. |
| Clause 19 | ANNUAL RETURN |
| 19.1 | The Hon. Secretary shall, within sixty (60) days after the Annual General Meeting, submit the Annual Return of the Society to the Registrar of Societies in the prescribed form, in accordance with the Act. |
| Clause 20 | NOTICES |
| 20.1 | Subject to the Act, any notice may be given by the Society to a member in writing in the following manner: |
| Delivered by hand or left at the member’s registered address, and it shall be deemed given on the day of delivery. | |
| Sent by ordinary post to the member’s registered address and it shall be deemed given on the third working day after posting. | |
| Transmitted in electronic form to the member’s electronic address, facsimile number or mobile number, and deemed given on the business day after transmission, regardless of whether or not the same is actually received by the member. | |
| 20.2 | Notice of every general meeting shall be given in any of the above manners to: |
| Every member, except those members who have not provided a Malaysian address for notices; | |
| The auditors of the Society; | |
| Every member of the Executive Committee. | |
| 20.3 | No other person shall be entitled to receive notices of general meetings. |
| Clause 21 | CONFIDENTIALITY OF COMMUNICATIONS |
| 21.1 | All communications, correspondence, reports, minutes and other papers and documents relative to any application to the Executive Committee; or to the admission or advancement of members; or to complaints or investigations, or to proceedings of any Committee hearing and its conclusion in regards to the affairs of members or/and their related person with special needs; or to the suspension or forfeiture of membership of any member under Clauses 5.6 to 5.16; shall be confidential and shall remain in the custody of the appropriate officer. And none of the contents shall be disclosed outside the Executive Committee except on the express authority of the Executive Committee as recorded in the minutes or as deemed necessary by the Executive Committee in the course of an interview with the member(s) concerned or as required to give notice under Clauses 5.7 and 5.13. |
| Clause 22 | INDEMNITY |
| 22.1 | Subject to the Act, every member of the Executive Committee, Sub Committee and other officers of the Society shall be indemnified out of the Society’s assets against any liability incurred by him in defending any proceedings related to the affairs of the Society, whether civil or criminal, in which judgment is given in his favour or in which he is acquitted or in connection with any application under the Act where relief is granted to him by the Court in respect of any negligence, default, breach of duty or breach of trust. |
………………… …………………
President Honorary Secretary