Rules & Regulations

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Name

1.	This Association shall be known as the Singapore Food Manufacturers’ Association, hereinafter referred to as the Association.

 

Place of Business

2.	The place of business of the Association shall be at 7 Teo Hong Road, Singapore 088324 or such other address as may subsequently be decided upon the Committee and approved by the Registrar of the Societies.

 

Objects

3.

The objects of the Association for which the Association is established are :- To co-ordinate among food manufacturers for the achievement of their common interests. To promote co-operation among food manufacturers and the related trades. To serve as a link between food manufacturers and the relevant government departments, and to enhance the development of food industries in Singapore. To co-operate with the Government in carrying out the policies of industrialization and to assist in the development of food industries in Singapore. To collect and obtain statistics and other information relating to food manufacture industries for dissemination to members. To promote and support exhibitions or to participate in exhibitions in Singapore or elsewhere which may be beneficial to the food manufacture industries in Singapore. To promote publicity locally and abroad for food manufacture industries of Singapore and to establish and maintain relationship with the Chambers of Commerce; and other trade associations in Singapore or elsewhere. Where there are disputes between members of the Association, to act as mediator or arbitrator and to bring about a solution to the dispute. To acquire any moveable or immovable property in Singapore as the Association for the purposes hereof may from time to time think proper to acquire. To sell, improve, manage, develop, exchange, lease, mortgage, dispose of or otherwise deal with all or any part of the property of the Association. To construct upon any premises acquiredfor the purposes of the Association any building or buildings for the purpose of the Association and to alter, add to or remove any building upon any such premises. To borrow or raise any moneys required for the purposes of the Association upon such terms and in such manner and on such securities as the Association may determine and in particular by the issue of debentures or debenture stock charged upon all or any of the property of the Association. To do all such other things as may be necessary or conductive to the attainment of the above objects or any of them.

 

Membership

4.	Membership which will be unlimited is open to all races of food manufacturers and any company/firm which is carrying out the business of food industry or any business relating to food industry:- Ordinary Membership is open to all races of food Manufacturers and food trading companies in which the majority of the shares is owned by Singapore citizens. Associate Membership is open to any company which engages in business related to food industry and the majority of its shares is owned by Singapore citizens.
5.	Trade Association Membership is open to any business association, which is related to the food manufacturing industry.
6.	Each member and its appointed representative shall be approved by the Management Committee.
7.	All applications for membership shall be submitted in writing in accordance to the prescribed form, which shall be signed by the authorized signatory together with the two existing members who act as the proposers. The application form shall be posted on the Association’s notice board by the Secretary prior to the date of the Committee Meeting of which the application is to be considered.
8.	Each application shall be presented in a Committee Meeting and shall be approved by the majority of the members present. The Committee shall approve or reject the application within three Committee Meeting after the receipt of the application.
9.	A rejected application may be again submitted for approval in accordance with Rule 7 after a lapse of not less than one year from the date of rejection.
10.	The Hon. Secretary shall inform the applicant of the result of each application.

 

Entrance Fees, Subscription and Other Dues

11.	Every candidate before admission shall sign an application in such form as may be prescribed by rule and shall undertake to be bound by the rules and regulations of the Association.
12.	The entrance fee and subscription payable by members of the Association shall be such as the Association in general shall from time to time prescribe; provided that, until the Association in General Meeting shall otherwise resolve; such entrance fee and subscription shall be as follows :- Entrance fee: Ordinary Member: $ 200.00 Trade Association Member: $300.00 Associate Member: $500.00 Monthly Subscription: Ordinary Member: $20.00 Trade Association Member: $30.00 Associate Member: $40.00 Apart from the monthly subscription fee stated in the preceding clause, all members are entitled to contribute such other amount as they may deem fit. Entrance fee is payable by the member who has been granted approval to be a member. Monthly subscription shall be paid half yearly in advance on every 31st of January and July. Any member of the Association before remitting their entrance fee or monthly subscription (or part thereof) shall not have any right or benefit of Association. The Committee shall reserve the right to cease the membership of those who have failed to pay the monthly subscription or any money due to the Association for a period of 3 months (e.g. the first half yearly advance due and payable on the 31st January is still unpaid on the 30th of April) and also failed to do so within one month from the date of receipt of notice from the Association requesting them to pay the said monthly subscription or any such money.
13.
(A)	A member shall cease to be a member of the Associate if: being a firm, a receiving order shall be made against the firm, shall comprise of one or more partners who are or become subjects of a state at war with the Republic of Singapore, or if the firm dissolved. being a company, a resolution shall have been duly passed or an order of the court of competent jurisdiction shall have been made for the winding up of the company, or the company shall be registered in the territory of or managed or controlled by the subjects of a state at war with the Republic of Singapore. being a business association that has been dissolved. if any receiving or adjudication order in bankruptcy is made against the member or if the member shall make or enter into any arrangement or composition with his creditors. one month notice of his resignation from the membership in writing is sent by him to the Hon. Secretary. if the member ceases to manufacture food of any kind or ceases to operate any business of food industry in Singapore.
(B)	The decision of the Committee as to whether any member has come within the provisions of this rule shall be final and binding on such member.
(C)	Any member who ceases to be a member in pursuance of this rule shall be liable to pay all arrears of subscription due by him at the date of so ceasing to be a member.
(D)	A firm shall not cease to be a member by reason only of a change in the constitution of the firm occasioned by the admission or retirement or death of a partner provided the business of the firm is carried on under the conventional name in which such firm became or was admitted as member.
(E)	Any member who wishes to terminate the membership, he must sent a written notice one month in advance to the Hon. Secretary.
14.	Any additional fund required for special purposes may only be raised from members with the consent of the General Meeting of the members.

 

Management, General Meetings

15.
(A)	The management of the Association is vested in a General Meeting of the members presided by the President. At least 25% of the total voting members must be present or represented by proxy at a General Meeting for its proceedings to be valid.
(B)	All Ordinary/Trade Association Members who have joined the Association for a period of less than one (1)year shall have no power to vote or to be elected.
(C)	All Associate Members shall have no power to vote or to be elected.
16.	An Annual General Meeting shall be held once yearly. The General Meeting of election of Office-Bearers shall be held once in two years. The Annual General Meeting and the General Meeting of election of Office-Bearers shall be held in April. At other times, a General Meeting must be called by the President on the request in writing of 10 per cent or more of the total membership, and may be called at any time by order of the Committee.
17.	At least 14 days notice will be given of any Annual General Meeting and the General Meeting of the election year and at least 14 days notice of any other General Meeting and particulars of its agenda should be included in the notice. The following will be discussed at the Annual General Meeting:- The previous year’s accounts and report of the Committee Any other items on the agenda. The following will be discussed at General Meeting of the election year:- The previous year’s accounts and report of the Committee. Counting votes and announcing results of election of Committee Members of the following year. To elect Auditors for the ensuring year Any other items on the agenda.
18.	Any member who wishes to place an item on the agenda of a General Meeting may do so provided he gives notice to the Committee 7 days before the Meeting is due to be held for their consideration.
19.
(A)	In the event of there being no quorum at the commencement of a General Meeting, the Meeting shall be adjourned for thirty minutes from the time appointed for the Meeting. Should the number then present and represented to be insufficient to form a quorum, those present shall be considered a quorum, but they shall have no power to amend any of the existing rules.
(B)	Any member who wishes to vote by proxy in a General Meeting or an Extraordinary General Meeting shall submit the prescribed proxy form to the Association not less than three days prior to such a meeting. The proxy shall participate only in the voting of agenda items.

 

Management Committee

20.	A committee of 13 members (or any other number of members approved by the General Meeting) shall be elected at the General Meeting of the election year. Voting shall be by written ballot and results shall be announced at the Meeting. Those members who obtain the highest votes shall be elected. In the event of a tie, the president of the meeting shall have a casting vote.
21.	The members of the Committee elected by the General Meeting of the election year, shall be re-elected at a meeting of final election to be held within 14 days after they are elected, among themselves, the President, 4 Vice-Presidents, a Hon. Secretary, an Assistant Hon. Secretary, a Hon. Treasurer, an Assistant Hon. Treasurer, a Commerce Officer, a Research Officer, a Public Relation Officer, a Welfare Officer and other officers that they may deem necessary.
22.
a	The President may be re-elected consecutively for two terms of office only. After he is relieved of his office, he shall serve in the Committee as “ Immediate Past President” for one term of office. He shall have no voting rights in the committee meeting. Thereafter his term, he shall be eligible to stand for election of any office thereafter.
b	The Honorary Treasurer and Assistant Honorary Treasurer shall not be re-elected consecutively.
c	The Committee shall not have more than five representatives from the members of the same food sub-sector.
23	A Committee Meeting shall be held at least ten times (10) a year at no less than 4 days’ notice to members. The President may call an emergency Committee Meeting at any time. Any motion signed in agreement by at least 50% of the total members of the Committee in the Meeting shall be considered valid.
24	The duty of the Committee is to organise and supervise the daily activities of the Association. It may not act contrary to the expressed wishes of the General Meeting without prior reference to it and always remain sub-ordinate to the General Meeting.
25	The Committee has the power to authorize the expenditure of a sum not exceeding $20,000-00 per month from the Association’s funds for the Association’s purposes. The expenditure of a sum larger than $20,000-00 shall require the approval of the General Meeting of members.
26	The Committee has the right to appoint the following: Honorary Adviser Life Honorary Member Honorary Member Committee Adviser Legal Adviser Accounts Adviser
27	The Committee shall havepower to impose disciplinary action on any member acting in a manner detrimental to the principles purposes and interests of the Association.Such actions shall be based on the recommendations of a Disciplinary Committee to be appointed as the Committee thinks fit at any of its meetings.28. The Committee has the power to fill in any vacancy arisen in the Committee until the next General Meeting of the election year.

 

Office-Bearers

29.

The duties of the office-bearers are as follows: The President shall act as Chairman at all General and Committee Meetings. He shall also represent the Association in dealing with all matters. The Vice-President(s) shall deputize for the President in the Absence of the President. In the absence of the President, the President shall pre-appoint one of the 4 Vice- Presidents to be the acting President, failing which, the management Committee shall nominate one of the 4 Vice-Presidents to be the acting President. The Hon. Secretary shall keep all records, except financial of the Association and shall be responsible for their correctness. He will keep minutes of all General and Committee Meetings. The Assistant Hon. Secretary shall assist the Hon. Secretary and deputize for him in his absence. Hon.Treasurer shall keep all funds and collect and disburse all moneys on behalf of the Association and shall keep an account of all monetary transactions and shall be responsible for their correctness. He shall submit the annual account for audit and thereafter for the approval at the Annual General Meetings. He is authorized to expend up to $500.00 per month for petty expenses on behalf of the Association. He will not keep more than $500-00 in cash and money in excess of this will be deposited in a bank to be named by the Committee.Bank cheques shall be signed by the Hon. Treasurer or Assistant Honorary Treasurer and counter-signed by the President or the Honorary Secretary. The Assistant Hon. Treasurer shall assist the Hon. Treasurer and deputize for him in his absence. The Director of Commerce shall take charge of trade promotion, trade exhibition and any other commercial matter. The Research Director shall take charge of compilation and dissemination of information relating to the food industry. The Director for Public Relation shall take charge of all matters relatingpromotion of cordial relationship among the members, trade associations and other external organisations. The Director of Welfare shall take charge of the welfare of all members. Any member of the Committee who absents from three meetings consecutively without satisfactory explanation shall be deemed to have withdrawn from the Committee and a successor may be co-opted by the Committee to serve until the next Annual General Meeting. Any change in the Committee shall be notified to theRegistrar of Societies within 2 weeks of the changes.

 

Audit

30.	Internal Auditor shall be elected at the General Meeting of the election from the members, excluding the elected Committee Members. He/She shall audit all accounts and present a report to the Committee as and when necessary.

 

Trustees

31.

The immovable property of the Association shall be vested in trustees who shall take office in the following manner:- the trustees shall be nominated by the Committee and be appointed at the General Meeting. the number of trustees shall not be less than 2 and not more than 4. any vacancy of a trustee either due to retirement or resignation or otherwise such vacancy shall be filled at a General Meeting. the following persons shall not be able to take office as a trustee:- A person who is absent from the Republic of Singapore for a period of one (1) year. A person who has been adjudicated a bankrupt. A person who has been convicted for term of imprisonment for more than half a year. A person who is mentally unsound. A person who is not a Singapore Citizen.

 

Prohibitions

32.

Gambling of any kind such as the playing of paikow or mahjong, whether for stakes or not, are forbidden on the Association’s premises. The introduction of materials for gambling or opium smoking and of bad characters into the premises is prohibited. The funds of the Association shall not be used to pay the fines of members who have been convicted in Court. The Association shall not attempt to restrict or in any other manner interfere with trade or prices or engage in any Trade Union activity as defined in the Trade Union Ordinance. The Association shall not hold any lottery, whether confined to its members or not, in the name of the Association or its office-bearers, Committee or members. The Association shall not indulge in any political activities or allow its funds and/or premises to be used for political purposes.

 

Amendment to Rules

33.	No alterations or additions to these rules shall be made except at a General Meeting, and they shall not come into force without prior sanction of the Registrar of Societies.

 

Interpretation

34.	In the event of any question or matter arising out of any point which is not expressly provided for in the rules, the Committee shall have power to use their own discretion.

 

Dissolution

35.

The Association shall not be dissolved unless with the consent of not less than 3/5 of the total voting members represented in the Extraordinary General Meeting convened for the purposes. Representation shall be either in person or by proxy. In the event of the Association being dissolved as, all liabilities legally incurred on behalf of the Association shall be fully discharged and the remaining funds will be donated to charitable and/or educational organisations at the approval of the General Meeting. Notice of dissolution shall be given within 14 days of the dissolution to the Registry of Societies.

 

Remarks

1.	The amended rules No. 12 & 25 have passed in the EGM on 4.2.1968, and approved by the Singapore Registrar of Societies on 21.5.1968 (R. of S. 190/66(43)).
2.	The amended rule No. 30 has been passed in the EGM on 2.2.1969, and approved by the Singapore Registrar of Societies on 7.4.1969.
3.	The amended rule No. 4 has been passed in the EGM on 14.10.1969, and approved by the Singapore Registrar of Societies on 22.1.1970 R. of S. 190/66).
4.	The amended rule No. 22 has been passed in the EGM on 8.1.1971, and approved by the Singapore Registrar of Societies on 4.2.1971.
5.	The amended rules No. 4, 5, 7, 12, 13, 16, 17, 20, 21, 28 & 30 have been passed in the EGM on 7.3.1975, and approved by the Singapore Registrar of Societies on 6.9.1975.
6.	The amended rules No. 2, 3(a), 4, 12(b) & 21 have been passed in the EGM on 30.10.1983, and approved by the Singapore Registrar of Societies on 27.10.1984.
7.	The amended rule No. 20 has been passed in the EGM on 8.2.1987, and approved by the Singapore Registrar of Societies on 20.7.1987.
8.	The amended rules no. 12(a)&(b), 15, 25 & 31 have been passed in the AGM on 29.5.1988, and approved by the Singapore Registrar of Societies on 17.3.1989.
9.	The amended rules no. 7,, 12, 13, 14, 18, 19, 21, 25, 26 & 29 have been passed in the EGM on 30.10.1994, and approved by the Singapore Registrar of Societies on 3.2.1996.
10.	The amended rules no. 3(a), 3(b), 3(c), 3(d), 4 (a), 4(b), 5,6,7,8, 12(a), 12(b), 12(c), 13(e), 15(a), 15(b), 15(c), 19B(a), 20, 22(c), 23, 26, 29(a), 29(b), 29(e), 29(g), 29(h), 29(i), 29(j), 29(k), 30, 35(a), 35(b) have been passed in the AGM on 25.4.1999, and approved by the Singapore Registrar of Societies on 26.6.2000.