MEMORANDUM OF ASSOCIATION

Find HERE the amendments to the AAERI MOA approved at AGM 2010 at the Australian High Commission, New Delhi, on 8th March 2010. The amendments are immediately applicable though will be formally incorporated in the MOA document in the due course.

1. NAME OF THE SOCIETY: The name of the Society shall be “Association of Australian Education Representatives in India”.

2. REGISTERED OFFICE: Registered office of the Society shall be at any such place as shall be decided, but shall be situated within National Capital Territory of Delhi.

3. AIMS AND OBJECTS:

3.1- The aims and objects for which Society is established are as under :-.

• 3.1.1- To provide a forum whereby authorised representatives / agents of Australian education institutions can meet to discuss and exchange ideas and information on studying in Australia for the betterment of Australia’s international students / education industry and the interests of all members.
• 3.1.2- To promote and foster cooperation among all members of the group to ensure that the Australia’s international student / education industry is not brought into disrepute due to the actions of any member.
• 3.1.3- To develop, revise and monitor adherence to a code of ethical practices for all members to follow and to take punitive action against all and any member who breaches the code of ethical practices.
• 3.1.4- To cooperate and coordinate efforts with the Australian High Commission and the Australian International Education Foundation in the promotion of study opportunities in Australia for Indian students to ensure that a good standard of services is maintained.
• 3.1.5- To conduct business activities ie., conducting educational fairs etc. that will raise revenue for the Association to achieve its objects
• 3.1.6- To cooperate with all Government and all official parties concerned with maintaining a good standard of services in promoting overseas education opportunities for Indian citizens.
• 3.1.7- To lobby to Australian education institutions in the interest of the members of the Association.
• 3.1.8- To enter into collaborative arrangements with National and International Organisations and Government Bodies, to further the activities of the Association.

3.2- All the incomes, earnings, movable or immovable properties of the Association shall be solely utilised and applied towards the promotion of its aims and objects only as set forth in the Memorandum of Association and no profit thereon shall be paid or transferred directly or indirectly by way of dividends, bonus profits or in any manner whatsoever, to the present or past members of the society or to any person claiming through any one or more of the present or the past members. No member of the society to make any profits (as member will profit from being in the association) from the association, whatsoever, by virtue of this membership.

4. EXECUTIVE COMMITTEE:

The names, addresses, occupations and designations of the present members of the Executive Committee to whom the management of the Society is entrusted as required under Section 2 of the Societies Registration Act, 1860, as applicable to the National Capital Territory of Delhi.

5. DESIROUS PERSONS:

We the undersigned are desirous of forming a society namely “Association of Australian Education Representatives in India” under the Societies Registration Act, 1860 as applicable tot he National Capital Territory of Delhi in pursuance of this Memorandum of Association of the Society

RULES AND REGULATIONS OF:
ASSOCIATION OF AUSTRALIAN EDUCATION REPRESENTATIVES IN INDIA>

1. NAME OF THE ASSOCIATION:The name of the Association is “Association of Australian Education Representatives in India” hereinafter referred to as Association.

2. Membership, admission & qualification for membership:

2.1 MEMBERSHIP OF THE ASSOCIATION:
Membership to the Association would be open to all who meet the following criteria:

• 2.1.1 Nominated by and formally representing an Australian education institution in India, and
• 2.1.2 Being a private company, trust or partnership registered by a state or central authority in India, and
• 2.1.3 Undertaking to abide by the Association’s code of ethical practices
• 2.1.4 Pay the membership fee of the Association which will be determined as per rules framed by the Executive Committee and duly approved by the General Body of the Association
• 2.1.5 The Australian International Education Foundation (AIEF) Counsellor would be an ex-officio member of the Association and that he will be a permanent invitee to all the meetings of the General Body and Executive Committee of the Association without voting powers.

2.2 MEMBERSHIP FEE:

Members shall be required to pay in advance Rs. 5000 for Head Office and Rs. 2500 for each of their subsequent branch offices, as joining fees. Annual membership fee of Rs. 2,000.00 for Head Office and Rs, 1,000.00 for branch offices which shall be payable on 1st day of April for each financial year. The members in General Meeting may revise the Annual Membership fee from time to time.

2.3 CESSATION OF MEMBERSHIP:

Any member of the Association shall cease to be a member of the Association and shall be removed or expelled by the Executive Committee on the following grounds.

• 2.3.1-Failure to meet or abide by any of the rules and regulations of the Association at any time.
• 2.3.2-On his being found involved in subversive, communal or any other activity which is against the laws of the land
• 2.3.3-Failure to pay subscription for membership for three months from the due date. In case of members having more than one office branch, the failure to pay subscription for membership for even one office will render them liable to be removed from the membership of the Association. However before the member is removed for non-payment of subscription, notice / opportunity would be given to the member to pay the subscription.
• 2.3.4-If the conduct of the member is such as to bring disrepute to the Association or his act of mission and commission is unworthy of being an office bearer or member.
• 2.3.5-If the member of the Association authorises any other non member to represent an Australian education institution in India
• 2.3.6-Due to insanity, resignation or death / dissolution of the member.

2.4-APPEAL AND READMISSION OF MEMBERS:

• 2.4.1-A person who ceases to be member of the society may apply to the Executive Committee in writing for readmission and the decision of the Executive Committee shall be final. The fee for renewal of cancelled membership shall be determined by the Executive Committee shall be final.
• 2.4.2-Where a breach of the code of ethical practices is reported in writing the alleged breacher will be given 30 days to defend / comment on the report . The Executive Committee at their regular or a specially convened meeting will consider the alleged breach and the reply of the alleged breacher and if found proven have the powers to suspend / cancel the guilty member’s membership for one year.

In such cases the membership and subscription fees will be forfeited and such member when reapplying will be considered a new member.

3. GENERAL BODY:

3.1-Definition of General Body General Body shall comprise of all members of the Association. The ex-officio member shall be permanent invitee / observer to the General Body meetings, without any voting rights.

3.2 - POWERS, DUTIES AND FUCNTIONS OF THE GENERAL BODY:

• 3.2.1-To do sincere efforts for achieving the aims and objects of the Association.
• 3.2.2-To make alterations, amendments in the constitutions of the Association.
• 3.2.3-Bringing about amendments in the memorandum of Association and Rules and Regulations of the Association.
• 3.2.4-To formulate general policies of the Association in conformity with its objectives.
• 3.2.5-To appoint an auditor or auditors for auditing the accounts of the Association who shall be appointed to audit the accounts for each financial year. However, the first auditors of the Association shall be appointed by the Executive Committee.
• 3.2.6-General Body will have a right to extend or curtail composition of and the rights and duties of the Executive Committee.
• 3.2.7-To consider and approve the audited Annual accounts.
• 3.2.8-To approve Rules regarding fixation of membership fees and subscription for various categories of members from time to time based on the recommendations of the Executive Committee.

3.3 - QUORUM & NOTICE OF MEETING AND PERIODICITY OF MEETINGS

• 3.3.1-An Annual Meeting of the General Body must be held at least once every year. Besides this annual meeting the Executive Committee is free to call a General Body meeting as and when it feels necessary to do so.
• 3.3.2-Members shall also have a right to call a meeting of General Body if it is considered necessary, provided atleast 1/4th of the total strength of the General Body members requisition the Executive Committee is writing to do so. After such a requisition by such members, the Executive Committee shall forthwith proceed to call a meeting of the General Body within a period of 30 days of such requisition.
• 3.3.3-Quorum of the meeting of the General Body shall be 1/5th of the total strength of General Body members present personally or through duly authorised representatives of members. 3.3.4-In case of specific quorum is not present on the date the General Body meeting has been scheduled / convened, the same shall automatically be adjourned to the same day, three hours hence forth and the members present at that time would be deemed to be the quorum for that meeting.
• 3.3.5-Notice / intimation of the meeting to the members shall be given at least clear twenty one day in advance
• 3.3.6-A General Body meeting may however be called by giving to the members clear seven days notice or a shorter notice if consent thereto is obtained in writing, from at least 3/4th of the total strength of General Body members.

4. EXECUTIVE COMMITTEE

4.1 - Definition of Executive Committee:

With the exception of the first “interim Executive Committee”, the Association’s executive committee would comprise of seven members including office bearers with one nominee from each of the major centres in Delhi, Mumbai, Bangalore, Madras, Hyderabad and Calcutta. These centres will be known as “Regional Chapters” for representation purposes. Representatives located outside of these major centres could align themselves with the Region (Centre) most convenient to their business.

4.2 - STRENGTH

The strength of the Executive Committee shall be eleven including office bearers.

4.3 - COMPOSITION:

• 4.3.1 - President
• 4.3.2 - Vice President
• 4.3.3 - General Secretary
• 4.3.4 - Secretary
• 4.3.5 - Treasurer and 6 members
• 4.3.6 - The ex officio member shall be permanent invitee / observer to the executive committee meetings, without any voting rights

4.4. - ELECTION OF THE EXECUTIVE COMMITTEE

• 4.4.1 - Executive Committee to select all the office bearers
• 4.4.2 - The Regional Chapter in each region will meet to elect / nominate one of their member and a standing proxy for him to the executive committee
• 4.4.3 - A list of new elected body members will be submitted with the Registrar of Societies duly attested by the three outgoing body members

4.5-TERMS OF THE OFFICE OF THE EXECUTIVE COMMITTE

The Executive Committee members shall be appointed for a term of one year. However, 6 members will serve for one year and five of the initial committee will serve for two years to ensure continuity. Ballot will be conducted at the first meeting to determine who will retire after one year. Future nominations will occur as positions become vacant.

4.6 - Powers and duties of the Office Bearers of the Executive Committee

4.6.1 PRESIDENT

• To preside over the meetings of the General Body and the Executive Committee.
• To be one of the signatories in the operation of bank accounts of the society.
• To keep watch over the general working of the society.
• To have powers of casting vote.
• o delegate all or any of the powers to the Vice President or to the General Secretary of the society
• To manage the society rightly and justly with the sole intention of achieving the aims and objects of the society

4.6.2 VICE PRESIDENT

To act in the capacity of the President in his absence. The Vice President shall preside over the meetings in the absence of the President.

4.6.3 GENERAL SECRETARY

He will be Chief Executive of the society

• To carry on day to day work of the society in conformity with the aims and objects of the society and to resolutions of the Executive committee and the General Body.
• To call meetings of the General Body and the Executive Committee of the Society.
• To keep a regular written record of proceedings of the meetings of the Executive Committee and the General Body.
• To correspond on behalf of the Society.
• o appoint, suspend, dismiss, paid employee on behalf of the Society and to grant leave, allowance, increment of them subject to approval and overall guidance of the Executive Committee.
• To open and conduct joint account, in bank, post office or other institutions in the name of the Society.

4.6.4 SECRETARY

To assist the General Secretary in all his duties, and to act on his behalf in his absence. To do all such things that may be delegated to him.

4.6.5 TREASURER

To keep an account of all the Banks cash and other accounting transactions of the Society.

• To operate cash dealings of the Society
• To receive, raise and collect funds / donations / subscriptions / dues, as per the Rules and Regulations of the Society etc
• To prepare and present the budget for the following year duly audited in the annual meeting of the General Body regularly.
• To maintain proper books of accounts and records of the Society and to get the same audited by the Auditors of the Society.
• To be one of the signatories in operating the bank account of the Association alongwith other executive.

4.7 POWERS OF THE EXECUTIVE COMMITTEE:

• 4.7.1 - The Executive Committee shall have powers to do all such acts, matters and things deemed necessary, proper or expedient for carrying on the affairs of the Association, except only such of them as are expressly directed under the rules and regulations of the Association, to be exercised by members in the General Body meeting.
• 4.7.2 - To execute the resolutions of the General Body.
• 4.7.3 - To collect funds for meeting the expenses of the Association.
• 4.7.4 - To open and close accounts in Banks in the name of the Association.
• 4.7.5 - To appoint and delegate its powers to a sub-committee or to any member of the General Body or other persons as they may deem fit for specific purposes and may at its own discretion revoke such powers.
• 4.7.6 - To invite any member or members or experts / advisers to participate in its meetings.
• 4.7.7 - To authorise expenditures in general.
• .7.8 - To discuss and frame the annual budget of the Association.
• 4.7.9 - To enrol members as per membership rules in the Association.
• 4.7.10 - To purchase, take on lease, acquire any land, building, houses or other immovable or movable property as may be required or deemed expedient for the purpose of the Association.
• 4.7.11 - To commence, institute, prosecute and defend all such actions and suits as the Committee may think necessary and to compromise and submit to arbitration of the same actions and suits as the Committee in their discretion may think it.

4.8 QUORUM, NOTICE AND PERIODICITY OF MEETING OF EXECUTIVE COMMITTEE:

• 4.8.1 - Quorum for the meeting of Executive Committee shall be four members present personally. Notice for the meetings of the Executive Committee should be given atleast seven days in advance. However an emergency meeting can be called at a short notice.
• 4.8.2 - Initially executive meetings would be conducted quarterly until the Association is on a firm footing; then less regularly as determined by the Executive.
• 4.8.3 - Meetings would be conducted in a different city on each occasion with the host executive member chairing the meeting and arranging for local venue etc., Each Executive Committee member would be responsible to pay their own expenses to attend meeting and local representatives could attend meetings as observers but not have any voting rights.
• 4.8.4 - An Executive Committee member shall be deemed to have vacated his office if he absents himself from three consecutive meetings of the Executive Committee, or from all meetings of the Executive Committee for a continuous period of three months whichever is longer without obtaining leave of absence from the Executive Committee.

5 - SOURCE OF FUNDS AND UTILISATION THEREOF:

• 5.1 - Membership fee and contribution from the members.
• 5.2 - Voluntary donations by members of the Association, individuals and various charitable organisation and other agencies involved in social and community welfare work.
• 5.3 - Business activities ie., conducting educational tours etc., that will raise revenue for the association to achieve its objectives.
• 5.4 - Funds available to the Association shall be utilised with all sincerity and justice towards full-filling the aims and objects laid down by the Association.

6 - AUDIT OF ACCOUNTS:

• 6.1 - Audit of accounts of the Association shall be carried out every year within three months after the close of the financial year by a firm of Chartered Accountants as appointed by the General Body, for each financial year. Financial year shall be 1st April to 31st March.
• 6.2 - The first auditors of the Association shall be appointed by the Executive Committee, who shall hold office till the conculsion of the first General Body Meeting.

7 - OPERATION OF BANK ACCOUNTS:

The bank account or accounts of the Association shall be jointly operated upon by any two of the following:

• 1. President
• 2. General Secretary
• 3. Treasurer

The accounts may be opened in one or more scheduled banks.

8 - ANNUAL LIST OF EXECUTIVE BODY OF THE ASSOCIATION:

The list shall be prepared regularly and filed every year with the Registrar of Society, Delhi as required under Section 4 of the Societies Registration Act, 1860.

9 - LEGAL PROCEEDINGS:

The Society may sue or be sued in the name of the President / General Secretary as per provisions laid down under section 6 of the Societies Registration Act, 1860, as applicable to the National Capital Territory of Delhi.

10. AMENDMENTS TO THE RULES AND REGULATIONS

The constitution of the Association shall not be amended, altered, changed or replaced except at a meeting of the General Body especially convened for this purpose, by giving at least 30 days notice and 2/3rd majority of the members present in the meeting.

11. DISSOLUTION AND ADJUSTMENT OF AFFAIRS:

If the Association needs to be dissolved, it shall be dissolved as per provision laid down under Section 13 and 14 of the Societies Registration Act, 1860, as applicable to the National Capital Territory of Delhi.

12. MINUTES:

Minutes of the proceedings of every Executive Committee meeting and of every General Meeting shall be recorded by the General Secretary and signed by the President / Chairman of the meeting and placed on record.

13. REGIONAL CHAPTERS:

• 13.1 - For the purpose of advising and assisting it on matters concerning its functions, the Executive Committee may consitute such Regional Chapters as and when it deems fit for one or more of the regional constitutuencies, viz Delhi, Mumbai, Bangalore, Madras, Hyderabad and Calcutta or such other constituency as may be specified by the Executive Committee.
• 13.2 - The Regional Chapter shall be constituted in such manner and exercise such functions as may be prescribed.

14. RULES OF REGIONAL CHAPTERS:

• 14.1 - The Executive Committee subject to the approval of the General Body may from time to time make subsidiary rules consistent with these rules for the regulations of its own proceedings and the proceedings of any Regional / Sub Committee as well as the General Meetings of the Association.
• 14.2 - Affairs of the Association shall subject to these rules (and the General control of the members in General Body meeting) be managed by the Executive Committee.

15. APPLICATION OF THE ACT:

All the provisions under all the section of the Societies Registration Act, 1860, as applicable to the National Capital Territory of Delhi shall apply to the Association.

16. ESSENTIAL CERTIFICATE

Certified that this is the correct copy of Rules and Regulations of the Society.

PRESIDENT ------------ GENERAL SECRETARY ------------------- TREASURER

AMENDMENTS TO MOA – YEAR 1998

Office bearers tenure to be increased from one to two years.
To remove meetings to be conducted in each city – quarterly.

Office bearers tenure to be increased from one to two years.
To remove meetings to be conducted in each city – quarterly.

2000

AMENDMENTS : 2003

AMENDMENTS : 2006

Summery of MOA amendments considered by AAERI General Body in October 2006 & the decisions taken:

• Right to recall: The general body must be vested with powers to recall any member of the executive committee if he or she is found to be behaving in a manner inconsistent with the best interests of the membership. A system of recall can be initiated wherein a 10% of members of AAERI will form quoram to initiate proceedings . This will need to be ratified by 75% of the of AAERI members to recall the member. Voting can be electronic or at general body meetings.
  GENERAL BODY PASSED THIS UNANIMOUSLY.
• AIEF to be amended to be read as AEI.
  GENERAL BODY PASSED THIS UNANIMOUSLY
• Failure to pay subscription: Two written notices i.e. one by email and one by registered post to be given before a member is removed from his
  membership.

GENERAL BODY PASSED THIS UNANIMOUSLY WITH A MINOR MODIFICATION CHANGING REGISTERED POST TO COURIER.

Notice/intimation of the meeting to the members shall be given at least clear twenty-one days in advance by Registered Post or by Courier. >

GENERAL BODY PASSED THIS UNANIMOUSLY WITH A MINOR MODIFICATION CHANGING REGISTERED POST TO COURIER AND REQUIRING AGENDA TO ALSO BE SENT 21 DAYS IN ADVANCE.

Election of the President: Committee agreed for a direct election for the post of the President of AAERI while all other posts would be elected by the executive members through an internal election.

GENERAL BODY DISCUSSED THIS IN LENGTH AND THEN IT WAS PUT TO VOTE AND PASSED.

To keep a regular written record of proceedings of the meetings of the Executive Committee and the General Body and the minutes to be sent within three weeks to all members:

GENERAL BODY DISCUSSED THIS IN LENGTH AND THEN IT WAS PUT TO VOTE AND WAS REJECTED IN FAVOUR OF THE PRACTISE THAT IS CURRENTLY PREVALENT.

In each Executive Committee Meeting, two members from the General Body of the region where meeting is held, to be co-opted to attend the proceedings of the entire executive committee meeting.

GENERAL BODY DISCUSSED THIS IN LENGTH AND THEN IT WAS PUT TO VOTE AND PASSED WITH MINOR MODIFICATION THAT THE PROCESS OF INVITING THE TWO MEMBERS TO BE LEFT TO THE EXECUTIVE AND EXPRESSION OF INTEREST TO BE FAVOURED ON FIRST COME FIRST BASIS.

• An additional recommendation was introduced by the executive:
• Modify the entry requirement for AAERI membership to exempt the 1 year track-record requirement if the applicant has cleared the EATC and is an accredited education agent

GENERAL BODY PASSED THIS UNANIMOUSLY