Kurdistan Scientific Association (KSA)

DRAFT CONSTITUTION FOR
KURDISTAN SCIENTIFIC ASSOCIATION

I. NAME

1. Kurdistan Scientific Association (KSA) is a non-profit making and a non partisan organisation based in the United Kingdom;
2. In the constitution "Scientist" means any person engaged in scientific research, has scientific expertise and knowledge, or has such scholarly qualifications in one or more fields of knowledge that would enable him/her to contribute to the promotion of the aims and functions of this association;
3. The above definition includes all scholars with a university degree and preferably holders of a postgraduate qualification.

II. AIMS AND OBJECTIVES

1. The Kurdistan Scientific Association (KSA) association aiming to make positive contributions towards the establishment and the enhancement of a civil society in the Kurdish Federal State (KFS) in Iraq. This is achieved through:
1. Establishing and enhancing the existing links between:
1. The existing KSA members;
2. Members of KSA and the Kurdish Medical Association (KuMA) through the Kurdistan Medical and Scientific Federation (KMSF) members;
3. Members of KSA and UK academics and scientific organisations;
4. Members of KSA and academic and decision making establishments in the Kurdish Federal State at different levels relevant to the aims of KSA.
2. Working with academics in Kurdistan as partners and assist in increasing quality publications in international journals, proposing new and relevant degree programmes and teaching and learning strategies in Kurdistan;
3. Providing scientific advice, information and support to the Kurdish Federal State in terms of research programmes and data accusation that are seen to be relevant to decision making in all areas of civil society like health, economics, finance, agriculture and construction;
4. Promote the transfer of technology and new scientific developments from the developed world to the KFS through establish strong ties with scientific and technical organisations in the United Kingdom and other countries.


2. In furtherance to the said aims and objectives and not otherwise, the KSA may:
1. Employ and pay any person or persons not being members of the Executive committee to supervise, organise and carry out the work of the association for the payment of pensions and superannuation to or on behalf of employees and their widows and other dependents.
2. Establish where necessary local branches.
3. Bring together in conference representatives of academic institutions, scientific organisations, government departments, statutory authorities and individuals.
4. Promote and carry out or assist in promoting or carrying out research, surveys and investigations and publish the results thereof.
5. Arrange for the holding of exhibition on all matters affecting the said objectives, and exchange such information, coordinate and co-operate with other bodies having similar objectives whether in this country or overseas.
6. Collect and disseminate information on all matters affecting the said objectives, and exchange such information, co-ordinate and co-operate with other bodies having similar objectives whether in this country or overseas.
7. Launch an "innovative sub-committee" whose main function would be to examine the possibility of economic exploitation of innovatory products and ideas developed by Kurdish scientists whether they are members of the association or not.
8. Undertake, execute, manage or assist such charitable trusts as may lawfully be undertaken, executed, managed or assisted by the associations.
9. Cause to be written and printed or otherwise reproduced and circulated, gratuitously or otherwise, such papers, books, periodicals, pamphlets or other documents or films or recorded tapes (whether audio or visual or both) as shall further the said objects.
10. Purchase, take on lease or in exchange, hire or otherwise acquire any property and any rights and privileges necessary for the work of the association.
11. Make regulations for any property, which may be so acquired.
12. Subject to such consents as may be required by law, borrow or raise money for the said objects and accept gifts on such terms and on such security as shall be deemed to be necessary.
13. Subject to such consents as may be required by law, sell, let mortgage, dispose of or turn to account all or any of the property assets of the association.
14. Raise funds and invite and receive contributions from any person or persons whatsoever by way of subscriptions and otherwise provided that the association shall not undertake permanent trading activities in raising funds for the said objects.
15. Invest the moneys of the association not immediately required for the said objectives in or upon such investments, securities or property as may be thought fit, subject nevertheless to such conditions (if any) as may from time to time be imposed or required by law.
16. Do all such other lawful things as are necessary for attainment of the said objectives.

III. MEMBERSHIP

1. Full membership of the (Association) shall be open to:
1. Kurdish scientists of 21 years and over who have paid the annual subscription as laid down by the Executive Committee hereinafter mentioned.
2. Associate membership may be granted to Kurdish students engaged in a university degree (at undergraduate level).
3. None UK resident colleagues are welcome for membership of the association.


2. Honorary members of the association may be appointed at the discretion of the said Executive Committee. Honorary members shall not be entitled to vote.


3. The said Executive Committee shall have the right:
1. To approve or reject applications for full or honorary membership of the assoc in.
2. To determine the membership of any individual or organisation, which breaks the rules or brings the association into disrepute, damage its interest or for any other reasons deemed good and sufficient by the Executive Committee. The individual member concerned or the individual representing such organisations (as the case may be) shall have the right to be heard by the Executive Committee before a final decision is made.
3. To invite observers to attend the meetings and general meetings of the association. Observers shall not be entitled to vote.

IV. HONORARY OFFICES

1. At the Annual General Meeting (AGM) hereinafter mentioned, the Association shall elect named persons as President, Vice - president and such other honorary officers as the association shall from time to time decide.
2. The President and Vice-president may be, but need not be, Full or Honorary Members of the association, whether individual or representative of an organisation, at the time of his or her proposal for election. The President may be proposed for election by the Executive Committee. He or she shall hold office until the conclusion of the AGM next after his or her election, but shall be eligible for re-election, provided that he or she shall not hold office for more than five consecutive years. The President shall be an ex office member of the Association, the Executive Committee and of any other committee.

V. EXECUTIVE COMMITTEE

1. Subject as hereinafter mentioned the policy and general management of the affairs of the association shall be directed by an Executive Committee (hereinafter called "the Committee") which shall meet not less than 6 times a Year. When complete, the Committee shall consist of the Chairperson, Secretary, Treasurer and 2-4 elected members.
2. Individuals proposed for the election or re-election as members of the Committee must be Full members of the association at the time of their proposal.
3. The members of the Committee shall be elected at the AGM in accordance with Clause 7 hereof.
4. Members of the Executive Committee including the Chairperson and the Secretary shall serve for two years, and are eligible for re-election for a maximum of three terms.
5. In addition to the members so elected and to the Chairperson, Secretary and Treasurer, the Committee may co-opt up to two members whose expertise will make a major contribution towards the success of the association. Members so co-opted shall serve until the conclusion of the next AGM. Co-opted members shall be entitled to vote at meetings of the Committee.
6. The Committee may fill up any casual vacancy in the Committee including Honorary Officers. Any person appointed to fill such a casual vacancy shall hold office until the conclusion of the next AGM of the association and shall be eligible for re-election at that Meeting.
7. The membership of any individual elected or co-opted to the Committee, who fails to attend three consecutive meetings of the Committee without good and sufficient reason communicated before the third meeting to the Secretary and accepted by the Committee, shall be deemed to have lapsed, and the vacancy so occurring shall constitute a casual vacancy as in clause 5 - F hereof.
8. The Committee shall appoint and fix the remuneration of any full-time staff (not being members of the Committee) as may in their opinion be necessary.
9. The Committee may appoint such special or standing committee, including an Operations Sub-committee, as may be deemed necessary by the committee and shall determine their terms of reference, power, duration and composition. All acts and proceedings of such special and standing committee shall be reported back to the Committee as soon as possible.

VI. MEETINGS OF THE ASSOCIATION.

1. The Annual General Meeting of the KSA shall be held not later than April 1st if each year at a place as the Committee decides. At least 21 clear days' notice shall be given in writing by the Secretary to each member. At such AGM the business Shall include the election of Honorary officers, the election of full members to serve on the Committee, the consideration of an annual report of the work done by or under the auspices of the Committee and of the audited accounts; and the transaction of such other matters as may from time to time be necessary.
2. The Chairperson of the Committee may at any time at his/her discretion and the Secretary shall within 21 days of receiving a written request so to do, a signed by not less than 2/3 full members and giving reasons for the request, call a special General Meeting of the association.

VII. NOMINATION OF THE HONORARY OFFICERS AND COMMITTEE MEMBERS.

Only full members of the association shall be eligible to serve as members of the Committee. Nomination for Honorary Officers or members of the Committee must be made by full members of the association in writing and must be in the hands of the Secretary at least 10 days before the AGM. Should nomination exceed places, election shall be by ballot provided that the first members of the Committee shall be elected by personal vote at the first General Meeting of the association.

VIII. RULES OF PROCEDURE AT ALL MEETINGS.

1. Quorum. The quorum at a meeting of the association or of the Committee or of any committee appointed under clause 5-j hereof shall be one third of the total actual membership of the association for the time being the committee or committees (as the case may be) or such other number as the Association may in general meeting from time to time determine.
2. Voting. Save as otherwise herein provided all questions arising at a meeting should be decided by a simple majority of those present and entitled to vote there. No person shall exercise more than one vote not withstanding that he or she may have been appointed to represent two or more interests, but in case of an equality of votes the chairman of the meeting shall have a casting vote.
3. Minutes. Minute book shall be kept by the Committee and all other committees, and the appropriate secretary shall enter therein a record of all proceedings and resolutions.
4. Standing orders and rules. The Committee has power to adopt and issue standing orders and / or rules for the association. Such standing orders and / or rules shall come into operation immediately provided always that they shall be subject to a review by the association at general meeting and shall not be inconsistent with provisions of this constitution.

IX. FINANCE.

1. All moneys raised by or on behalf of the association shall be applied to further the objects of the KSA and for no other purpose provided that nothing herein contained shall prevent the payment in good faith of reasonable and proper remuneration to any employee of the association or the repayment to members of the committee or of any committee appointed under clause 5 -1 hereof of reasonable out-of-pocket expenses.
2. The Treasurer shall keep proper accounts of finance of the association.
3. The accounts shall be audited at least once a year by the auditor or auditors appointed by the Executive Committee.
4. An audited statement of the accounts for the last financial year shall be submitted by the committee to the AGM as aforesaid.
5. A bank account shall be opened in the name of the Association with a UK bank.
6. The accounting records shall be kept at the registration office of the association or, subject to Section 227 of the Companies Act, 1985, at such other place or places as the Committee thinks fit, and shall always be open to the inspection of the officers of the company.
7. The Committee shall from time to time in accordance with Section 238-242 of the Act cause to be prepared and to be laid down before the association in General Meeting such profit and loss accounts, balance sheets, group accounts (if any) and reports as are referred to in those sections.
8. A copy of auditor's report and the Committee's report shall be laid before the association in General meeting and shall not less than 30 days before the date of the meeting be sent to every member of the association.
9. Auditors shall be appointed and their duties regulated in accordance with Section 348-392 of the Companies Act 1985.