MEMORANDUM

AND RULES AND

REGULATIONS

OF

WORLD ASSOCIATION

FOR SMALL

AND

MEDIUM ENTERPRISES

Memorandum of Association

of World Association for

Small and Medium Enterprises

NAME

1. The name of the Society is �World

Association for Small and Medium

Enterprises� (WASME).

REGISTRATION OF SOCIETY

2. WASME is registered under the Indian

Societies Registration Act of 1860 and

all clauses of Memorandum and Rules

& Regulations of WASME conform to

the provisions of the said Act, the Indian

Income Tax Act and other Acts as

applicable to societies registered in

India.

REGISTERED OFFICE

3. The Registered Office of the Society shall

remain in the Union Territory of Delhi

and at present it is at the following

address:

Flat No. 51, Pocket 9-A, Sector No 18,

Rohini, Delhi 110085

The address of the headquarters is Plot

No. 4, Sector-16A, Noida-201 301, Distt.

Gautam Budh Nagar, Uttar Pradesh,

India.

AIMS AND OBJECTS

4. The aims and objects for which the

Society is established are as follows:

MAIN AIMS AND OBJECTS

To foster, promote and co-ordinate

international co-operation and movement for

dissemination of knowledge for promotion of

small and medium sized enterprises (SMEs)

by pooling the creative genius of micro and

SMEs at national, regional and international

levels and capabilities of governmental and

non-governmental agencies engaged in

promotion and protection of SMEs.

Objects incidental or ancillary to the

attainment to the above main aims and

objects

1) To examine handicaps of micro and

SMEs and suggest remedial measures for

removal of the same by dissemination

of knowledge.

2) To collect, compile and disseminate

information on expertise, innovations

and technology in sectors specifically

relevant to micro & SMEs.

3) To identify, assess and assist in attending

to social, educational, technical, legal

and other incidental needs of the micro

and SMEs.

4) To encourage and facilitate greater

technical, industrial and social

co-operation and understanding

between SMEs of developed and

developing countries and amongst the

developing countries themselves in the

context of deregulation, liberalisation,

globalisation and harmonisation

through transfer of technology,

dissemination of industrial and technical

information.

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*As amended at the Special Session of the Council held in Gibraltar on 8 April 2002.

5) To prepare and publish papers,

periodicals and reports for distribution

via electronic media or otherwise in

furtherance of international

co-operation and understanding on

technical and other needs of micro and

SMEs and conduct research, surveys,

studies on issues relevant to the sector.

6) To organise Seminars, Conferences,

Expert Group Meetings, Technology and

Product Development Programmes,

Training Courses, Trade Fairs,

Exhibitions and Campaigns with a view

to improving and strengthening the

production/technical and managerial

capabilities of micro and SMEs.

7) To arrange exchange of counselors,

specialists and trainers to facilitate

transfer of skills and expertise and to

arrange exchange visits of members/

SMEs for developing close multilateral

and bilateral relationship among

member organisations.

8) To enlighten and mobilise public opinion

on issues pertaining to micro and SMEs

and to voice it at all concerned fora.

9) To enlist the services of experts, on

suitable basis, for the benefit of

members on matters relating to

industry, commerce and trade and other

incidental needs.

10) To promote regional, national and

international set-ups to promote the

objectives and programmes of WASME.

11) To promote advancement of

knowledge in different disciplines of

science and technology which may help

develop SMEs and to set up foundation

or endowment, if necessary.

12) To collect, formulate and express views

of member-organisations on connected

matters at various fora - national,

regional and international - with a view

to securing their fullest support to the

various suggestions contained therein.

13) To enter into agreement or

Memorandum of Understanding (MoU)

with any UN, government authority,

agency, NGO, organisation or company

for the advancement and protection of

the interests of SMEs.

14) To promote the study of all questions

relating to international enactments

and conventions governing SMEs and

to propose, promote, support and

suggest legislation and other measures/

actions by any Government or any

department thereof or any other public

or semi public body or officer,

as may be conducive to the interests of

SMEs and, if necessary, voice

concerns/disagreement against such

legislation/measures and actions

if they adversely affect the interests of

SMEs and for this purpose to make

representations to local, national,

regional and international bodies and

agencies.

15) To convene, when thought necessary,

conferences, seminars, workshops and

expert group meetings at such places

and at such times, as may be

determined.

16) To recognise and honour with awards

institutions/ organisations and

individuals for their outstanding

contribution in promoting SMEs in their

own economies or at national, regional

or international levels.

17) To assist in formulating codes of good

conduct, best practices for SMEs and

adoption of good corporate governance

at local, national, regional and

international levels, so as to ensure that

they adhere to certain common ethical

standards and principles and to facilitate

capacity building.

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OTHER POWERS AND

FUNCTIONS

18) To accept, receive, purchase, take on

lease or hire, acquire any movable or

immovable property or any rights or

privileges necessary or convenient for

the purposes of the Society.

19) To acquire by gift, purchase, exchange,

lease, hire any land, building, equipment

or other properties for the furtherance

of the objectives of the Society and to

construct or alter any building for the

same purpose.

20) To invest surplus funds in such modes

of investments permissible in terms of

Section 11 (5) of Income Tax Act, 1961

and subsequent amendments thereto

from time to time.

21) To sell, lease, transfer, exchange,

mortgage, dispose, deal with any

property belonging to the Society

provided that such activities are not

done with a motive to have commercial

profit or gain but only in the interest of

the member organisations and

furtherance of the objectives of the

Society. All such funds, money or other

securities would be utilized in a manner

so as to sub-serve the objectives

and shall be applied or

accumulated for the promotion of

charitable purposes as stated in the

Income Tax Act, 1961 and shall not be

utilised to declare dividend directly or

indirectly.

22) To accept grants, donations and

financial assistance in other forms from

any person(s), Governments,

Governmental organisations � national,

regional - international, institution

donors, foundations and trusts or enter

into any agreement with them with a

view to promoting the objectives of the

Society.

23) To appoint Honorary Permanent

Representatives of the Society in various

countries to promote the objectives of

the Society. Such officers will

not be paid any honorarium, but may

be reimbursed out-of-pocket expenses

on actual basis.

24) To appoint honorary Senior Advisors in

different countries to provide

intellectual inputs, as and when

needed, to WASME Secretariat in

furtherance of objects of the Society.

Such advisors will not be paid any

honorarium, but may be reimbursed

out-of-pocket expenses on actual

basis.

25) To initiate and support legal action on

its own behalf or on behalf of

members, jointly or severally, in all

courts established by law, whether

on authorisation by member

organisations or an individual or a group

of them.

26) To borrow or raise any moneys or take

loans or advances required for the

purposes of the Society upon

such terms and in such manner and on

such securities as may be determined

by the Governing Body of the

Society.

27) The Society may receive contributions

for advancement of its objectives. The

income and property of the Society shall

be applied solely towards the promotion

of the Society�s object as set forth in the

present Memorandum provided that

nothing herein shall prevent the

payment in good faith of remuneration

to any officer or employee of the

Society, or the payment of adequate

compensation and proper rent for

premises demised or let by any member

to the Society, but no member of the

Governing Body/Committees or

Management of the Society or any

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office bearer of the Society shall be paid

by way of fees/remuneration.

28) No member of the Society shall have any

personal claim on any movable or

immovable properties by virtue

of his membership. Such assets stated

above, belonging to Society can be

let out with adequate compensation

to Society as stated in the Income Tax

Act.

29) To arbitrate and adjudge controversies

between member organisations.

30) To carry on such activities of general

public utility nature, which do not

involve any activity for profit by the

Society. Any such activity undertaken by

the Society shall be conducted on a no

profit and no loss basis and the

incidental surplus, if any, shall be applied

only to the objects of the Society and

shall not be distributed as dividend,

profit, bonus or otherwise to the

members besides what is permissible to

do within the meaning of charitable

purposes.

31) True accounts shall be kept of all sums

of money received and expended by the

Society and the transactions in respect

of which such receipt and expenditure

take place, and of the property, credits

and liabilities of the society: and subject

to any reasonable restriction as to

the time and manner of inspecting the

same that may be imposed in

accordance with regulations of

the Society for the time being in force,

the accounts shall be open for

inspection by the members. The

accounts of the Society shall be

prepared every year and correctness of

the Balance Sheet and the Income and

Expenditure account ascertained by one

or more properly qualified auditor or

auditors.

32) To do all such other lawful acts and

deeds as are incidental or conducive to

the attainment of any or all of the

objectives of the Society.

33) All the incomes, earnings, movable and

immovable properties of the Society

shall be solely applied towards the

promotion of its aims and objects only,

as set forth in the Memorandum of

Association and no profit on thereof

shall be paid or transferred directly or

indirectly by way of dividends, bonus,

profits or in any manner whatsoever to

present or past members of the Society

or to any person claiming through any

one or more of the present or past

members.

34) To establish and support, or aid in the

establishment and support of

associations, funds and trusts

calculated to benefit employees of the

Society or the dependants of such

persons, and grant pensions,

allowances, gratuities and

bonuses and to make payments

towards insurance and to form

and contribute to provident,

superannuation and other benefit

funds, to or for the benefit of such

persons.

GOVERNING BODY

35) The names, addresses, occupations and

designation of the first members of the

Governing Body to whom the

management of the Society is

entrusted as required under the

Societies Registration Act of 1860,

as applicable to Union Territory

of Delhi, are as follows:

The names, addresses and

occupation of the first members of the

Governing Body are as per next page:

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5

S. Name & Occup. Desi. S i g .

No. Address

1. Ki-Jung Ryu Business President Sd/-15 Ulchiro, 2-ka,Chung-ku, Seoul(Korea)

2. Dr. Kamal Abou Banker Vice- Sd/-Ind. Development PresidentBank,110 El Galaa Street,Development

3. R.S. Agarwal Banker Vice- Sd/-Small Industries PresidentDevelopment Bankof India, NarimanBhavan,Nariman Point,Bombay-21, (India)

4. NA Shuliatieva Business Vice- Sd/-Union of Small Executive PresidentEnterprises ofUSSR & RussiaVishnijakovskyper,10-A 113184Moscow (Russia)

5. S. Vlachoupoulos Business Member Sd/-Eommex Executive16 Xenias StreetAthens (Greece)

6. S.G. Saboo Business Member Sd/-Shree EngineersA-16 Shastri NagarJodhpur 342003,(India)

S. Name & Occup. Desi. S i g .

No. Address

7. P.G. Ratnayake Govt. Member Sd/-

Ministry of Tourism Service

& Rural Industrial

Development,

No.45, St. Michael�s

Road,

8. Bakale Tadasse Govt. Member Sd/-

Government of Service

Ethiopia,

P.O.Box 704

Addis Ababa

(Ethiopia)

9. Zoltan Roman Business Member Sd/-

Hungarian Small Executive

Business Association

Szeher, Ut 7,

Budapest II

Hungary

10. Adrian Severin Govt. Member Sd/-

National Agency Service

for Privatisation,

2-4, Ministrerulai

Street, Bucharest

(Romania)

11. Dr. Chakradhari Business Secretary Sd/-

Agrawal C-20 B, General

Green Park Extn.

New Delhi, (India)

Signatures of all the above subscribers have been witnessed by Mr. Maheshwari, Chartered

Accountant (Membership No 85 743) S/o Mr. S. K. Maheshwari, D-288/16, Chamber No 207,

Vikas Marg, Laxmi Nagar, Delhi - 110092.

PRELIMINARY

1. In the interpretation of these articles,

the following words and expressions

shall have the following meanings,

unless repugnant to the subject or

context:

a. These Rules and Regulations may be

called the �Rules and Regulations:

of �World Association for Small and

Medium Enterprises�.

b. The acronym �WASME� stands for

�World Association for Small and

Medium Enterprises�.

c. The �Society� means WASME.

d. The �Council� means The Council of

the Society, which according to Rule

7(a) shall function as the apex body

of the Society.

e. The �Governing Body� means The

Governing Body of the Society,

which according to Rule 8 shall

exercise full power on behalf of the

Society.

f. The �Bureau� means the Executive

Committee of the Society

constituted by the Office Bearers.

g. The �National Committee� means a

national level body constituted by

the Governing Body for the specific

purpose of furtherance of WASME

movement in a country where there

is and shall always remaining at least

one general member.

h. The �Office Bearers� means the

President, Vice Presidents, Secretary

General and Treasurer whose rights

and privileges are defined

elsewhere.

i. The �Member� means a member

admitted as such under these rules.

j. The �Seal� means the common seal

of the Society.

MEMBERSHIP

2. a. A committee consisting of President

one of the Vice Presidents, Secretary

General and one of the Advisors

who may be readily available may

decide admission of a member in

different categories: General

Member, Associate Member and

Permanent Member on payment of

prescribed admission and advance

annual membership fee.

b. General Members: General

Members mean such Organisations/

Institutions/ Chambers and

Associations of Enterprises,

Commercial, Industrial and Finance

Organisations, Government

Departments and Governmental

and Non-Governmental institutions

RULES AND REGULATIONS

OF

WORLD ASSOCIATION FOR SMALL

AND

MEDIUM ENTERPRISES

6

*As amended at the Special Session of the Governing body held on 14 January 2002

which safeguard the interests of

SMEs.

c. Associate Members: �Associate

Members� mean such Individuals/

Enterprises/ Corporations etc.,

which are engaged in SME business

activities and academicians,

researchers, consultants, engaged in

the service of SME Sector.

d. Permanent Members :

�Permanent Members� mean any

General Member or Associate

Member who contributes to the

funds of the Society an amount of

US $ 20,000. They will not be liable

to pay annual membership fee after

becoming Permanent Member of

the Society.

e. In the event of refusal of admission

by the Committee at 2a, the Bureau

shall be the final authority in regard

to admission and its decision shall

be final and binding.

RIGHTS OF MEMBERS

3. a. Membership in all categories shall be

entitled to all the facilities offered

by the Society including right to

participate in its activities, to receive

publications, circulars, literature,

documents etc. issued by it from

time to time and invitation to

various national, regional or

international programmes and

activities organised by the Society or

to which it may be invited, as an

organisation to participate.

b. General, Associate and Permanent

members may seek election or vote

in the election according to their

own category. General and

Permanent (General) Members

alone shall have right to hold any

elective post of Office Bearer in the

Society.

c. The Permanent Members shall be ex-

officio members of the Governing

Body subject to a maximum of nine.

In case the total number of

permanent members exceeds nine,

they may from among themselves

choose nine members to represent

them in the Governing Body.

d. General and Associate members will

cease to be a member of the Society

upon the acceptance of their

resignation from the membership of

the Society, upon their changing the

line of activity which are at variance

with the objects of the Society, and

for reasons mentioned at 4 below.

TERMINATION OF

MEMBERSHIP, RESIGNATION,

APPEALS AND RE-ADMISSION

4. a. The membership in General and

Associate Category may be

terminated by the Governing Body

for the following reasons amongst

others:

b. Non-payment of membership dues

within three months of due date

inspite of notice(s) by the Society,

unless the period for payment of

dues has been extended as per Rule

5a.

c. The member is declared insolvent

and/or has been prosecuted and

sentenced on criminal charges

according to law.

d. Acting deliberately against the

interest of the Society and injuring

its cause.

e. The Governing Body upon its own

authority may terminate the

membership, if in the opinion of

three fourth of the members of the

Governing Body present and voting,

the conduct of such member

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appears objectionable or is likely to

bring the Society into disrepute.

Provided that no such action shall

be taken, except at a regular

meeting of the Governing Body, and

that at least 60 day�s notice of this

meeting and of the contemplated

action shall have been given by the

Governing Body to the Member

concerned, and that at such meeting

the member concerned is given an

opportunity of giving an oral or

written explanation or defense he

may think fit. Such termination shall

take effect from the date of such

decision of the Governing Body and

the proportionate membership

contribution for the current year

calculated from the date of

termination shall be refunded to the

member concerned.

f. For reasons, which in the opinion of

the Governing Body are enough for

terminating the membership, the

Governing Body shall not be under

obligation to explain or divulge

the reasons for terminating

membership. An appeal against the

decision of the Governing Body may

lie with the Council whose decision

shall be final and binding.

g. Resignations: A member may

resign from the Society provided the

annual dues for the current financial

year in which the resignation is

submitted have been fully paid and

the resignation is communicated

in writing to the Society�s

Headquarters. The Secretary

General shall have the authority to

accept such resignations and inform

the President and the

Governing Body. No resignation

shall come into effect unless the

membership and other dues, if any,

have been fully paid. A member�s

liability on this or other accounts

would not cease.

h. Appeal: An appeal against the

decision of the Governing Body or

terminating the membership can be

placed with the Council. The

members of the Council by ¾

majority of those present and voting

may restore the membership of a

member. Till such time a final

decision is taken on the appeal

against the termination of

membership, it shall remain

suspended.

i. Re-admission: A member of the

Society whose membership has been

terminated or whose resignation has

been accepted in terms of rules 4

(a) and 4 (g), respectively may apply

for re-admission. The final decision

will lie with Governing Body.

MEMBERSHIP DUES

5. a. Notice for Membership dues:

Notices for Payment of membership

dues shall be sent in advance and

shall be paid within 90 days of each

financial year beginning on April 1.

Failure to do so within a further

grace period of 45 days shall make

the member liable to lose his

membership. However, the

President/ Secretary General may

extend the period for payment of

the dues for a further period of 30

days. All such cases of non-

remittance of membership dues will

be reported to the Governing Body.

No member who is in default of

membership dues shall be eligible to

seek any office in the Society or be

eligible for participating in the

voting.

b. The Governing Body shall fix the

annual membership dues payable in

Indian rupees from members in

India, Nepal and Bhutan and in

8

US $ from members outside these

countries and may revise the

membership dues from time-to-time

assigning specific reasons

for the proposed increase. The

decision of the Governing Body in

this regard shall be final and

binding.

c. The Governing Body may

also fix such admission fee in US

Dollars as it may decide from time

to time.

d. In case of members from India,

Nepal and Bhutan, they may pay in

Indian Rupee equivalent of

prescribed fees in US Dollars. The

conversion rate, based on the official

exchange rate, will be determined

by the Secretary General in the

beginning of each financial year.

e. Admission fee shall be capitalised.

Annual subscription received from

members in the first year shall also

be capitalised and in all subsequent

years shall be treated as the revenue

of the Society.

f. All payments regarding admission

and or membership dues shall be

made in one instalment within

stipulated time at the beginning of

each financial year.

g. Any institution/ organization/

individual may be admitted as

member by the Committee (2. a) in

any part of the year provided that

the admission fee and full year�s

dues are paid in advance. However,

in case of admission within three

months of the closing of a financial

year, the membership shall be valid

for next six months.

COUNCIL

6. a. All the members of the Society shall

be eligible to participate in the

meeting of the Council. All General

Members shall be eligible to vote.

The President and/or the Governing

Body may nominate/invite such

special invitees as they may

consider proper to attend the

meetings of the Council. Such

nominees/invitees shall not have the

right to vote.

b. Only voting members shall be eligible

to vote in the proceedings.

c. The Governing Body may allot such

quota of voting members to

the Associate members as it

considers appropriate. The

decision of the Governing Body shall

be final.

d. All permanent members shall have

voting powers even though they

may originally be belonging to the

associate member category.

Powers of the Council

7. a. The Council shall be the apex policy

making body of the Society and shall

be presided over by the President

and in his absence by one of the

Vice-Presidents.

b. The Council shall deliberate and

decide on such matters as may be

referred to it by the Governing Body.

The Council shall also be informed

of the decisions of the Governing

Body.

c. The Council shall elect the President,

Vice-Presidents for a period of two

years commencing on 1st April every

alternate year. Vice-Presidents shall

be elected from different

geographical regions as far as

possible.

d. The number of Vice-Presidents shall

not exceed 10. The regions should

9

be represented in the manner

suggested:

Asia and Pacific 3

Africa and Middle East 3

Europe 2

Americas 1

Russia and CIS 1

e. None of these office bearers will

hold office for more than two terms

consecutively. However, they may

seek election after a gap of one

term. The Secretary General will

serve as the Returning Officer.

f. The Council shall review the progress

achieved towards realisation of the

society�s objectives and issue such

directives as it may consider

appropriate to the Governing Body

and the Secretariat of Society. The

Council may also periodically review

the development of small and

medium enterprises in different

countries and suggest appropriate

policy measures for strengthening

the small and medium enterprise

sector. The Secretary General shall,

as soon as practicable, transmit to

all members of the Society a

summary of the deliberations of the

meeting of the Council.

g. The Council may determine its own

procedure of functioning it considers

necessary in accordance with these

rules.

h. The quorum shall consist of 20

General Members attending it

personally and all decisions shall be

by majority of the members present

and voting.

However, if within half an hour from

the time appointed for the meeting,

the necessary quorum is not

forthcoming, the meeting shall

stand adjourned for half an hour

and the adjourned meeting will be

conducted thereafter on the same

day. For the adjourned meeting, no

quorum will be necessary.

i. The Council shall meet at least once

in two years. All such meetings shall

be convened by the Secretary

General with the concurrence of the

President.

j. All questions except relating to

policy matters shall be determined

by majority of votes. Any policy

decision shall require majority of2/3 votes of the present and voting

members.

In the event of equality of votes, the

President of the Session shall have

the casting vote.

k. The President through the Secretary

General shall have the discretion to

invite representatives of appropriate

international organisations and

from governmental and non-

governmental agencies which have

common purpose or who may

contribute to discussions on agenda

items to participate as non-voting

special invitees. No person who is

not a voting member of the Council

shall have the right to vote at its

meetings.

l. The Council may lay down such

other procedures as it may consider

expedient.

MANAGEMENT OF THE

SOCIETY

Governing Body

8. a. The affairs of the Society shall be

managed, administered, directed

and controlled by the Governing

Body in accordance with rules and

regulations of the Society.

b. The Governing Body shall be the

supreme executive agency of the

10

Society. It shall have the power to

manage and superintend the affairs

of the Society and act in the name

of the Society. It shall take all

appropriate decisions and actions

for implementation of the policy

decisions of the Council and exercise

budgetary controls.

c. The maximum strength of the

Governing Body shall be 42 including

the maximum of 9 members

representing permanent members

as explained in article 3 (c) above.

The minimum strength of the

Governing Body shall be 14. The

associate members (excluding

permanent members) shall have

maximum quota of 4 members who

shall be elected as per bye-laws

which may be prescribed in this

regard by the Governing Body. The

full Governing Body shall consist of

the President, 10 Vice presidents, the

Secretary General and 30 members.

d. All movable and immovable

properties of the Society shall vest

in the Governing Body. Such

person(s) as may be authorised by

the governing Body on its behalf,

shall have the power to execute

contracts on behalf of the Society

to take over and acquire projects,

gifts, libraries, collections and funds

together with any attendant

obligations and engagements not

inconsistent with the objects stated

in the Memorandum of Association

and the provisions of these Rules.

e. The Governing Body shall appoint

Secretary General for periods of five

years each on such terms and

conditions as may be decided. The

Governing Body shall review and

revise the pay and emoluments of

Secretary General every two years.

He can be re-appointed as Secretary

General on as many terms of 5 years

each as the Governing Body may

decide.

f. The Secretary General may resign by

giving three (3) months notice. He

can be removed by three-fourths of

the total members of

Governing Body at a special meeting

to be convened for this purpose

after giving him three (3) months�

remuneration as severance

allowance with other dues such as

gratuity etc.

g. The Governing Body may by a

resolution delegate to the Secretary

General or any other officer of the

Society such of its powers for the

conduct of the business as it deems

fit. Actions taken in exercise of such

delegated powers may be reported

to the Governing Body in due

course.

h. The Governing Body shall have the

power to frame bye-laws for

efficient conduct of the business of

the Society. It may also set up such

committees or committee to

discharge such responsibilities as

may be assigned to them by the

Governing Body.

i. The Governing Body shall have

power to amend or repeal by-laws

with these rules for the

administration and management of

affairs of the Society.

j. The Governing Body shall have the

powers to borrow or to take on loan

such funds on such terms and

conditions from such agency it

considers appropriate for the

conduct of its business. Office

bearers of the Society and other

members of the Society shall not be

personally liable to discharge such

liabilities. The Governing Body may

11

authorise Secretary General/ such

person/ persons as it may deem fit

to sign such documents as may be

necessary to borrow or to take loans

alongwith another officer of the

Society.

k. The Secretary General shall convene

the meetings of the Governing Body

at least once a year or on request of

at least seven(7) of its members. One

of these meetings shall be held

within four months from the date

of close of the financial year (31st

March) to consider and approve the

audited accounts of the Society.

l. The President or the Secretary

General in consultation with the

President may invite any person to

participate in the meetings of the

Governing Body.

m. The meeting of the Governing Body

shall be presided over by the

President and in his absence by one

of the Vice- Presidents from the

region in which the meeting is being

held.

n. Meetings of the Governing

Body can also be conducted through

video conferencing/online

discussions.

o. The members of the Governing Body

shall be elected from amongst

eligible members of the Society.

Every alternate year, 1/3 of the

members of the Governing Body

shall retire by rotation. The members

who retire by rotation shall be those

who have been longest in office

since their last appointment. A

retiring member may seek re-

election for one more term. If, the

Permanent (General) members

exceeds 9, the principle of

retirement by rotation shall also be

applicable to them. No office bearer

shall retire during the pendency of

his term of office. The Society

shall frame bye-laws for the

conduct of elections to the

Governing Body.

p. Each member of the Governing

Body including the Presiding Officer

shall have one vote and if there be

an equality of votes on any question,

the Presiding officer have a casting

vote.

q. An office bearer or member of

Governing Body who absents in

three consecutive sessions of the

Governing Body will automatically

cease to continue as member of the

Governing Body. The President can

fill up the vacancy on

recommendation of the Secretary

General for the unexpired period of

concerned member�s term.

Members in arrears of membership

shall be deemed to have vacated

seat on the Governing Body.

r. The Governing Body shall bestow

the title of Honorary President on

those past Presidents who have

rendered extraordinary service in

guiding, directing and strengthening

WASME and have served a minimum

period of four years (two

consecutive terms) as President.

s. At least 1/3 members of Governing

Body including President or one of

the Vice Presidents will be required

to form a quorum.

However, if within half an hour from

the time appointed for the meeting,

the necessary quorum is not

forthcoming, the meeting shall

stand adjourned for half an hour

and the adjourned meeting will be

conducted thereafter on the same

day. For the adjourned meeting, no

quorum will be necessary.

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Bureau

9. a. Affairs of the Society shall be carried

on by the Bureau consisting of

President, Vice Presidents, Secretary

General and Treasurer.

b. The Bureau shall exercise power of

the Governing Body in between its

meetings.

c. All decisions taken by the Bureau will

be reported at the meeting of the

governing Body.

d. The Bureau must meet at least once

in a year.

e. The meetings of the Bureau may be

convened by the Secretary General

with the concurrence of the

President.

f. At least five members of the Bureau

will be required to form a quorum.

g. The President or in his absence one

of the Vice-Presidents shall preside

over the meetings of the Bureau.

The Secretary General of the Society

shall be the Secretary of the Bureau.

Registered Office

10. The Council may also decide, if called

upon to do so, by 2/3rd of General

Members of the Society for change in

location of the Society�s Registered

Office provided that no such proposal

shall be carried into effect unless such

proposal shall have been delivered or

sent by post to every member of the

society, 30 day previous to such meeting

of Council in which the proposal is to

be moved and unless such proposal shall

have been agreed to by a vote of ¾ of

the members delivered in person or by

proxy and confirmed by the vote of ¾

of the members present at special

meeting convened for the purpose at

an interval of 6 months after the

aforesaid meeting.

Powers and Duties of Office

Bearers

11. (a) President

i The President shall be elected by the

Council with a minimum of 2/3

majority of members present and

voting. The President shall hold

office for a period of two financial

years and shall be eligible for re-

election for a period not exceeding

one more term of two years.

ii In case President resigns, is

incapacitated or quits the post for

any reason whatsoever before the

expiry of his term, the senior most

Vice-President shall assume the

office of President for the remaining

period of the term.

iii The minutes of the meetings shall

be signed by the President or one

of the Vice-Presidents chairing the

Session in the absence of the

President after they have been

approved at subsequent meetings of

the concerned Body.

iv The President shall sign all the

resolutions alongwith the Secretary

General.

v The President shall exercise all such

powers as have been assigned to

him under these Rules.

vi The President shall be kept informed

by the Secretary General of the

Society on its affairs. The President

shall be the spokesman of the

Society on all occasions where he is

present except in cases where he

voluntarily delegates authority to

one of the Vice-Presidents or to the

Secretary General.

vii The President shall when present,

preside at all meetings of the Society

including Council, Governing Body

and the Bureau.

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(b) Vice Presidents

i There shall be ten Vice Presidents,

who will be listed according to their

seniority. They will be elected from

different geographical regions as

indicated at 7d.

ii They will be elected every alternate

year by the Council at a meeting and

shall hold office for a period two

financial years concurrent with the

office of the President. They shall be

eligible to seek re-election for a

period not exceeding one more term

of two years.

iii In case of vacancy occurring in the

office of Vice Presidents due to

resignation/retirement or transfer

from his substantive office, the

governing Body may fill in this

vacancy only for the remainder

period of the term.

Senior most Vice President shall

normally preside over the meetings

of various bodies.

iv Vice Presidents shall discharge such

responsibilities or enjoy such power

as may be assigned to them by the

Bureau or the President.

(c) Secretary General

i See rule 8e.

ii In case the Secretary General resigns,

is incapacitated or quits the post for

any reason whatsoever before the

expiry of his term, the President shall

appoint a new incumbent on ad-hoc

basis till a regular appointment is

made by the Governing Body.

iii The Secretary General shall be the

Chief Executive of the Society and

shall manage and control its affairs

under the guidance of the

Governing Body. He shall be

responsible for implementing the

decisions of the Bureau, Governing

Body and the Council and shall have

overall charge of the affairs of the

Society at its headquarters.

iv All correspondence on behalf of the

Society will ordinarily be conducted

by the Secretary General or on his

behalf by such officers of the Society

as may be authorised by him.

v The Secretary General may sue and

shall be the person to be sued, shall

make appearance in Courts

wherever required and shall be the

person who will deal with all legal

issues.

vi The Secretary General shall function

under the general directions of the

President.

vii The Secretary General shall have full

authority over the members of staff

of the Society and shall issue to them

such directions, apportion duties

and responsibilities in such manner

as he may consider appropriate.

viii The Secretary General shall be the

designated officer of the Society to

ensure compliance with the

provisions of applicable laws, rules

and regulations.

(d) Treasurer

i The Treasurer shall be elected by the

Council or nominated by the

President for a term of two years

concurrent with the term of the

President.

ii The Treasurer shall be eligible for re-

election or re-appointment for

further term of two years.

iii He shall be the Chief Financial Officer

of the Society.

iv The Treasurer shall be elected or

nominated by President from

14

amongst the members in the

country where headquarters of the

Society is located.

v The Treasurer shall not be personally

liable for any acts of omission/

commission of the Society or its

officers/ staff and shall not

personally handle any funds.

vi He will ensure that the accounts of

the Society are kept in prescribed

form and are audited within the

prescribed period.

vii He will also make a report to the

Governing Body and the Council on

the financial affairs including the

budget of the Society.

viii The Treasurer shall be responsible to

the Governing Body of the Society.

NATIONAL COMMITTEE

12. (a) The National Committee may be set

up in such countries as the

Governing Body may deem

appropriate to assist in the

attainment of objects of the Society.

It will be obligatory to have at least

one general member of the Society

before a National Committee is set

up and duly recognised.

(b) The National Committee will be a

national level body constituted

of various governmental/

non-governmental Agencies/

Organisations/ Institutions engaged

in the protection and promotion of

Small and Medium Enterprises,

Representatives of the Enterprise

Sector, Educational and Financial

Institutions/ Banks, Experts,

Consultants, etc in the country.

(c) The bye-laws of the National

Committee shall be framed by such

Committee in accordance with the

rules and regulations of the Society

and the model bye-laws framed by

the Governing Body.

(d) National Committee, after its

recognition, shall have the freedom

to make such alterations as it may

consider desirable while maintaining

the basic character of the model bye-

laws.

(e) Election to the offices of the

National Committee shall be

conducted in the manner laid down

by its Executive Committee.

(f) The funds raised by the National

Committee shall be used exclusively

for the purpose for which these are

raised.

(g) The Committee shall pay an annual

affiliation fee to the Society as may

be decided on case to case basis by

the Bureau of the Society.

(h) The Governing Body may call upon

National Committee to raise funds

for specific purposes and for

remitting the same to its funds in

accordance with the laws and

regulations of the country

concerned.

(i) All members of the WASME in a

country shall be the Ex-officio

members of the National Committee

in that country.

PERMANENT

REPRESENTATIVES AND

SENIOR ADVISORS

13. Permanent Representatives

These honarary offices were created and

are located in various member countries

to serve as mouthpiece of the SME

sector and voice their concerns as

Representatives of WASME.

Senior Advisors

Eminent personalities and experts were/

are appointed as honorary Advisers in

15

various countries to extend advisory

service to WASME.

Funds

14. The funds of the Society shall consist of:

(a) Admission fee, annual membership

fee, contributions, subscriptions,

registration fees, consultancy, sale of

publications, training, scholarship

and research, secondments,

donations, grants, gifts, etc.

(b) Loans and Advances

(c) Income from Activities

(d) Other Miscellaneous Receipts

Functions

15. (a) The Society shall carry on such

activities in the interest of people of

its member country in general and

members in particular which do not

involve any activity for profit by the

Society.

(b) Any such activity undertaken by the

Society shall be on No Profit No Loss

basis and surplus, if any, being

incidental to activities, shall be

employed for the objects of the

Society only and shall not be

distributed as dividends, profits or

bonus or in any other manner to its

members.

Expenditure & Withdrawal of

Money

16. (a) The Secretary General shall be

entitled to incur expenditure within

the budget approved by the

Governing Body or with specific

permission of the President where

certain expenses are to be incurred

even though there are no relevant

provisions in the budget. However

all such later expenses shall be

specifically reported to the

Governing Body and confirmed.

(b) The Governing Body shall pass

resolution for opening account/

accounts in scheduled banks in the

country where its offices are located

to be operated by such officer(s) of

the Society as may be designated for

the purpose. All accounts shall be

operated by a minimum of two

officers of the Society.

Financial Year

17. The financial year of the Society will be

from 1 April to 31 March.

Accounts

18. (a) The Governing Body shall appoint a

Chartered Accountant Auditor of

the Society on such remuneration as

it considers suitable. The term of

appointment of the Auditor shall

not exceed 5 years. His appointment

will be renewed every year on such

remuneration as may be approved

by the Governing Body.

(b) The audited accounts shall be placed

before the Governing Body for

consideration and adoption along

with a report of the Auditors within

four months of the close of the

financial year at its Session

as prescribed at 8k. along with

such explanations on the report as

the Secretary General may think

proper.

Liability

19. The Office bearers and members of the

society and its constituent committees/

offices shall be indemnified in respect

of all work done by them in good faith

for the Society.

Amendment to Memorandum

20 As and where it shall appear advisable

to the Governing Body to alter, extend

16

or abridge such purpose or purposes for

which the Society has been established

or to amalgamate the Society either

wholly or partially with any other

Society, the Governing Body may

submit a proposition to the members

at a Council meeting or through

circulation by mail, including e-mail, in

a written or printed report and convene

a special meeting thereof as per rules

and regulations. But no such

proposition, shall be carried into effect

unless such report shall have been

delivered or sent by the post to every

member of the Society, 60 days previous

to the special meeting of the Council for

the consideration thereof, and unless

such proposition shall have been agreed

to by vote of 3/5 of the members

delivered in person or by proxy and

confirmed by vote of 3/5 of the members

present at a second special meeting of

Council at interval of one month after

the former meeting.

Amendment to Rules and

Regulations

21. The Rules and Regulations may be

amended by a majority or ¾ of the

members for the Governing Body

present at specific meeting called for the

purpose or through circulation by mail,

including e-mail.

Dissolution

22. (a) If upon the dissolution of the

Society, there shall remain after the

discharge of its debts and liabilities

any property whatsoever, the same

shall not be disbursed (or cash

proceeds paid) among the members

of the Society, but shall be given/

handed over to similar charitable

organisations for similar charitable

purpose according to the decision at

special meeting of Council by

majority of 3/5 of the members

present according to Sections 13 and

14 of the Societies Registration Act,

1860 (Punjab Amendment Act 1957)

as extended to the Union Territory

of Delhi.

(b) Provided that in the event of any

dispute upon dissolution they shall

be referred to the Principal Court of

Original Jurisdiction at Delhi and the

Court shall make order thereon.

Annual List of Managing/

Governing Body

(Sec.4 of Act)

23. Once in every year a list of the office-

bearers and members of the Governing

Body of the Society shall be filed with

the Registrar of Societies, Delhi as

required under Sec.4 of the Societies

Registration Act, 1860.

Legal Proceedings (Section 6 of

the Act)

24. Society may sue or be sued in the name

of the Secretary General, as per

provision laid down under Section 6 of

the Society Registration Act, 1860 as

applicable to the Union Territory of

Delhi.

Amendment

25 Any amendment in the Memorandum

of Association or Rules will be carried

out in accordance with procedure laid

down under Sections 12 and 12-A of

Societies Registration Act, 1860.

Dissolution/ and Adjustment of

Affairs

26. If the Society needs to be dissolved, it

shall be dissolved as per the provisions

laid down under Sections 13 and 14 of

the Societies Registration Act, 1860, as

applicable to the Union Territory of

Delhi.

17

18

Application of the Act

27. All the provisions under all the Sections

of the Societies Registration Act, 1860,

as applicable to the Union Territory of

Delhi, shall apply to this Society.

Essentiality of Certificate

28. Certified that this is the correct copy of

the Rules and Regulations of the Society.

SD/- SD/- SD/-

President Vice President Secretary General