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CILTM Constitution

CONTENTS

1              Name, Registered Address and Place of Business

2              Definitions

Affiliate
Council
Financial Year
Institute
Institute Member
Management Committee
Management Council
Member
National Council
Section

3              Emblem

4              Objects

5              Membership

Honorary Chartered Fellow
Chartered Fellow
Chartered Member
Member
Affiliate Member
Corporate Affiliate

6              Entrance Fees and Subscription

7              National Council

8              Management Council

9              Duties of Office Bearers

President
Deputy President
Vice President
Immediate Past President
Secretary General
Treasure
Assistant Secretary General
Assistant Treasure
Ordinary Council Members

10           Management Council Members

11           Annual Grand Meeting

12           Extraordinary General Meeting

13           Minutes

14           Voting Right of Members

15           Quorum

16           Financial Provisions

17           Audit

18           Dissolution

19           Section

20           Section Management

Section Chairman
Section Vice Chairman
Immediate Past Section Chairman
Section Secretary
Section Treasure
Ordinary Committee Members

21           Section Funds

22           Section Annual Grand Meeting

23           Dissolution of Section

24           Discipline

25           Obligation of Members

26           Reinstatement of Members

27           Notice

28           Alteration or Waiver

29           Interpretation

30           Affiliation

31           Immovable Property

32           Secretariat and Staff

Terms and Condition of Service

33           Holding Company

1              NAME, REGISTERED ADDRESS & PLACE OF BUSINESS

1.1          The institution as hereunder constituted shall be known as "The Chartered Institute of Logistics and Transport in Malaysia".

1.2          Its registered address and place of business shall be at 1st Floor,Kontena National BerhadBuilding (Gate2), 9th mile, OldKlang Road, 47307 Petaling Jaya, or at such place or places as may from time to time be decide upon by the National Council. Its registered address shall not be change without the prior approval of the Registrar of Societies.

2              DEFINATIONS

2.1          Affiliate

Affiliate means any person, not being an Institute Member or Member, appointed by the Management Council pursuant to Bye-law 5.6, and who is resident in Malaysia.

2.2          Council

The Council means the International Council for the time being of the Institute.

2.3          Financial Year

The Financial Year means the period ending 31st December in each year.

2.4          Institute

The Institute means The Chartered Institute of Logistics and Transport, 11/12 Buckingham Gate, London SW1E 6LB, United Kingdom, incorporated by Royal Charter granted in 1926 as from time to time altered, amended or varied by a Supplemental Charter or otherwise.

2.5          Institute Member

Institute Member means an Honorary Chartered Fellow, a Chartered Fellow and a Chartered Member appointed or elected by the Management Council pursuant to Bye-laws 5.2 5.3 and 5.4, and who is resident in Malaysia.

2.6          Management Committee

The Management Committee means the members for the time being elected to serve as honorary office bearers of the Management Committee of a Section.

2.7          Management Council

The Management Council means the corporate body of elected members to serve as honorary office-bearers of the National Council.

2.8          Member

Member means a person elected by the Management Council pursuant to Bye-law 5.5, and
who is resident in Malaysia.

2.9          National Council

The National Council means the Malaysia National Council, a territorial governing body of the Institute in Malaysia. The National Council is registered by the Registrar of Societies Malaysia as The Chartered Institute of Logistics and Transport in Malaysia and allocated the Registration Number 2675 (Selangor).

2.10        Section

A Section means a branch of the National Council.

3              EMBLEM

3.1          The Emblem of the National Council is a circle with the letters "LT" in the centre, and with the words "Malaysia" at the base.

4              OBJECTS

4.1          The Objects for which the National Council is established are:

4.1.1      To provide a National Council in Malaysia for Honorary Chartered Fellows, Chartered Fellows, Chartered Members, Members, Affiliate Members, Corporate Affiliates of the Institute.

4.1.2      Without prejudice to the generality thereof:

a)             to promote, encourage and co-ordinate research, development, the study and education in or of the science and art of logistics and transport in all its branches,

b)            to initiate, foster and maintain investigation and research into the best means and methods of, and appliances for the principal forms of transport, transit, locomotion, traffic, physical distribution, logistics or any activities related thereto, and the problems that 

               the involved and their most satisfactory solution,

c)            to extend, increase and disseminate knowledge and exchange information and ideas in regard to all questions connected therewith, and

d)            to assist and further in all practicable ways the development and improvement of the principal forms of transport, transit, locomotion, traffic, physical distribution, logistics or any activities related thereto in the best interest of the community.

4.1.3          To promote and develop any schemewhich may elevate the status and advance the interests of both the Institute and the National Council.

4.1.4          To own, acquire, purchase, receive or take as security, movable and immovable property, whether or not made in consideration of any payment from the Government or any of its agencies, or from any other party, and thereafter to sell and convey, transferor

                  to rent, lease, mortgage, charge, give as security or otherwise dispose of such property in accordance with the Bye-laws set out herein as may be necessary for the attainment of the objects of the National Council.

4.1.5          To provide a means for considering questions affecting the professional and his professionalism, and to initiate, watch over, petition and take whatever action as may be deemed desirable in relation to legislative or other measures affecting the profession.

4.1.6          To establish liaison, and to co-operate with Government Departments and with educational and other appropriate institutions or bodies, both national and otherwise, concerned with or interested in the development of logistics and transport.

4.1.7          To hold conferences, seminars and meetings for the reading of papers and the delivery of lectures, and for the acquisition and dissemination by other means of information connected with the profession.

4.1.8          To conduct lectures, classes and courses for the benefit of members interested in the furtherance of the science and art of logistics and transport in all its branches.

5              MEMBERSHIP

5.1          Membership shall comprise of the following grades:

                                Membership Grade                                        Post Nominals

                                5.1.1      Honorary Chartered Fellow                         Hon. FCILT
                                5.1.2      Chartered Fellow                                       FCILT
                                5.1.3      Chartered Member                                     CMILT
                                5.1.4      Member                                                    MILT
                                5.1.5      Affiliate Member
                                5.1.6      Corporate Affiliate

5.2          Honorary Chartered Fellow

An Honorary Chartered Fellow shall be a person elected as such by the Institute, who renders such outstanding meritorious service as in the opinion of the Institute justifies his election as Honorary Chartered Fellow.

5.3          A Chartered Fellow shall be person elected as such by the Management Council at its absolute discretion, who shall have been nominated for election as a Chartered Fellow by such number of Institute Members and in such manner as determined by the Management Council from time to time; and

5.3.1      at the date of nomination for election or transfer to the grade of Chartered Fellow is a Chartered Member and holds, for at least 7 consecutive years immediately preceding such date, a high position or series of positions of responsibility in logistics and transport management; or

5.3.2      prior to nomination for election as a Chartered Fellow, has held such high position or positions of responsibility in logistics and transport management and has achieved such eminence in regard thereto as in the opinion of the Management Council justifies his election as a Chartered Fellow; or

5.3.3      has such special knowledge of the theory or practice of logistics and transport in any of its branches that election as a Chartered Fellow would in the opinion of the Council conduce to the achievement of the objects of the Institute and National Council; or

5.3.4      has rendered such special contribution to the achievement of the objects of the Institute and of the National Council that election as a Chartered Fellow would in the opinion of the Management Council conduce to the interest of the Institute.

5.4          Chartered Member

A Chartered Member shall be a person elected as such by the Management Council, who

5.4.1      shall have been nominated for election as a Chartered Member by such number of Institute Members and in such manner as determined by the Management Council from time to time; and

5.4.2      has completed education and training of a nature satisfactory to the Management Council; and

a)             is engaged in the whole to 5 years in or in connection with logistics and transport management, and has passed or been exempted by the Management Council from all or any part of examinations at the time applicable to the grade of Chartered Member; or

b)             at the date of nomination for election or transfer to grade of Chartered Member is engaged in logistics and transport management and, for at least 5 consecutive years immediately preceding such date has held a position or positions of responsibility in logistics and transport management satisfactory to the Management Council; or

c)            has at some time or times previous to the nomination for election as a Chartered Member held a position or positions of the responsibility satisfactory to the Management Council in logistics and transport management  and has special knowledge in regards thereto as in the opinion of the Management Council justifies his election as a Chartered Member.

5.5          Member

A Member shall be a person elected as such by the Management Council, who

5.5.1      shall have been nominated for election by such number of Institute Members and Members, and in such manner as determined by the Management Council from time to time; and

5.5.2      has completed education and training of the nature satisfactory to the Management Council; and

5.5.3      is engaged in and has had relevant experience for periods amounting in the whole to 3 years in or in connection with logistics and transport management.

5.6          Affiliate Member

An Affiliate Member shall be a person elected as such by the Management Council, who is at least 17 years of age, and:

5.6.1      is engaged in or is desirous of becoming engaged in or in connection with the administration, management, planning, conduct or operation of any of the principal forms of transport, transit, locomotion, traffic, physical distribution, logistics or any activities related thereto, and

5.6.2      can satisfy the Management Council as to his general character and education; and

5.6.3      is pursuing or has completed education and training of a nature acceptable to the Management Council; and

5.6.4      shall have been nominated for election by such number of Institute Members and Members, and in such manner as determined by the Management Council from time to time.

5.7          Corporate Affiliate

5.7.1      Any corporation or organisation established under the companies Act, 1965 or established through a specific Act of Parliament or buy a resolution of a State Assembly may become a Corporate Affiliate by application, provided that the corporation or organisation supports the objects of the National Council and adheres to this Constitution.

5.7.2      A Corporate Affiliate shall not have the right to vote.

5.8          In any matter concerning the consideration of any nomination or application for membership or any matter pertaining to membership of the Institute, the Management Council may act in its absolute discretion and the decision of the Management Council in each case shall be final and the Management Council shall not be obliged to give any reason for reaching any particular decision.

5.9          The Management Council may at any time make regulations governing, cause to be held, and provide for the expense of, examinations for the purpose of testing the suitability of candidates for election or transfer to any grade of membership of the Institute and may fix the fees to be paid or deposited by the candidate in respect of such examination.

5.10       Every person elected to any grade of membership or transferred from one grade to another shall without delay be notified in writing and shall pay the current subscription applicable to that grade (or in the case of transfer the pro-rata balance thereof for the reminder of the financial year) and the applicable certification fees within such period after the date of election, appointment or transfer as the Management Council shall determine.

5.11       Every member elected shall be entitled to a Certificate evidencing membership of the Institute, which:

5.11.1    shall be in such form as the Management Council may from time to time determine; and

5.11.2    shall remain the property of the Institute and shall be returned upon demand.

5.12       The Management Council may determine that the membership of any member of any grade may be cancelled forthwith:-

5.12.1    by the member giving at least 7 days' clear notice in writing of resignation to the National Council and returning therewith all or any certificates or diplomas held by him; or

5.12.2    if the member becomes incapable by reason of mental disorder, illness or injury of managing and administering his own affairs; or

5.12.3    if after the issue of at least 2 requests of payment, the second of which shall be issued not later than 3 months after the due date of payment, there shall be default for a period of 2 months in the payment of subscriptions or other amount due to the National Council payable by the member or payable in respect of the member to the National Council;

5.12.4    by resolution of the Management Council if the Management Council deems it fit pursuant to disciplinary action taken against that member in accordance with the Bye-laws

Provided always that any member who ceases to be a member shall remain liable for all
subscriptions and contributions due from or imposed upon him to the date when he shall cease to be a member.

6              ENTRANCE FEES AND SUBSCRIPTION

6.1          Every member shall be required to pay fees and subscriptions to the National Council as follows:

Grade

Joining Fee

Annual Subscription

Chartered Fellow

Chartered Member

Retired Institute Member

Member (30 years of age and above)

Member (below 30 years of age)

Affiliate Member

Corporate Affiliate

800.00

800.00

200.00

150.00

60.00

100.00

80.00

50.00

1,000.00

 

6.2          Each member of the Institute shall be liable to pay on the 1st of January in each year, an annual subscription in respect of the subscription year then commencing. Such subscription shall be paid within 1 calendar month.

6.3          Any person who becomes a member of the Institute after the commencement of the subscription year shall pay in respect of that year:

6.3.1      the full annual subscription, if membership commenced before the 1st of July, or

6.3.2      half the annual subscription, if membership commenced on or after the 1st of July.

6.4          Any member of the Institute from any place outside the jurisdictional area of National Council, and who wishes to become a member of the National Council, shall pay such subscription for the first subscription year as the Management Council shall decide, having regards to any subscriptions paid to the other institution by the member prior to transfer and the unexpired period of the subscription year.

6.5          Any member who has not paid his subscription for a particular year or other amount due to the National Council will have to written reminders send to him at his last address registered with the National Council; the last reminder being sent by registered post.

6.6          Any member who has not paid his subscription after due reminders, may at the absolute discretion of the Management Council be struck of from the Rolls of Members.

6.7          Notwithstanding anything to the contrary, subscriptions and other fees shall be payable at such rates and in such manner as determined from time to time by the Management Council. However, such variation shall be ratified by members at a General Meeting.

7              NATIONAL COUNCIL

The management and control of the affairs of the National Council shall be vested in the Management Council as hereinafter constituted, which shall have the power, subject only to this Constitution and decisions of the National Council in General Meeting, to administer, manage, direct, conduct and control the property, business and affairs of the National Council and carry out all its objects, and for this purpose, the Management Council shall make regulations which shall be binding upon the members and to exercise all the powers and may do all such acts and things as may be exercised or done by the National Council, save only such matters as are required by this Constitution to be decided by members in Annual General Meeting or Extraordinary General Meeting.

7.2          Without prejudice to the generality of the powers hereinbefore conferred the Management Council may:

7.2.1      Appoint such committee or persons composed of member of the committee or otherwise, with or without the power to co-opt as it may from time to time decide, to perform such functions as it may specify, and delegate to such committee, subject to such conditions and powers vested in the Management Council by this Constitution and enact, either generally or specially, Bye-laws not inconsistent with this Constitution for the conduct of the affairs of such committees.

7.2.2      Control and regulate the finance of the National Council.

7.2.3      Appoint, from time to time, Members, Affiliate Members and student representatives as observers to liase with the Management Council.

7.2.4      Establish, with the prior approval of the Registrar of Societies, Sections anywhere in Malaysia.

8              MANAGEMENT COUNCIL

8.1          A Management Council shall comprise the following office-bearers, all of whom shall be Institute Members and who, aside from the Immediate Past President, the Chairmen of the Sections, and the Chief Executive shall have been elected at the Annual General Meeting.

8.1.1      President
8.1.2      Deputy President
8.1.3      Vice-President
8.1.4      Immediate Past President
8.1.5      Secretary General
8.1.6      Treasure
8.1.7      Assistant Secretary General
8.1.8      Assistant Treasure

8.1.9      Ordinary Council Member consisting of

a)            The Chairman of each Section, and

b)            Six other members

8.1.10    Chief Executive

8.2          All honorary office-bearers shall serve a term of 2 years upon their election to or assumption of their respective offices, and shall thereafter be eligible for re-election to any post in the Management Council following the completion of such term of office provided that no member shall hold the office of Treasurer or Assistant Treasurer for more than 2 consecutive terms.

8.3          Nominations for election in any capacity to the Management Council shall be signed by at least 2 Institute Members, and shall be submitted to the Secretary General not less then 7 days before the Annual General Meeting, together with the consent in writing of the person nominated to serve (if elected) in the capacity for which he is nominated.

8.4          The Management Council, with a view to maintaining the continuity of the affairs of The Council, shall require one-half of its honorary office-bearers to retire from office by rotation every year as follows:

Group A                                                  Group B

President                                                Vice President
Deputy President
Secretary General                                    Assistant Secretary General
Treasurer                                                Assistant Treasurer
3 Council Members                                   3 Council Members

8.5          Any member of the Management Council or the Management Committee shall ipso facto vacate office if such member:

8.5.1      fails to attend 3 consecutive meetings without satisfactory reasons; or

8.5.2      cease to reside in Malaysia for a continuous period of 2 months, unless a prior leave of absence has been approved by the Management Council or the Management Committee, as the case may be, or

8.5.3      becomes bankrupt or makes any arrangement or composition with creditors generally, or

8.5.4      by notice in writing to the Secretary-General resigns office, or

8.5.5      is, or may be incapable by reason of mental disorder, illness or injury, of managing and administering his own affairs or an order is made by a court having jurisdiction in matters concerning mental disorder.

8.6          Casual or occasional vacancies (not being vacancies resulting from normal retirement) in the Management Council may be filled from time to time by the Management Council at its absolute discretion. Any person so elected shall retain office only for the reminder of the term of office in respect of whom the vacancy arose.

8.7          The office-bearers of the National Council and every officer performing executive function in the National Council shall be Malaysian Citizens.

9              DUTIES OF OFFICE BEARERS

9.1          President

9.1.1      The President shall, during his term of office preside at all General Meetings and all meetings of the Management Council and shall:

a)            be responsible for the proper conduct of all such meetings,

b)            decide on points of order and practice at any meetings,

c)            sign the minutes of each meeting at the time they are approved; and

d)            where there is an equality of votes, have the right to give a second or casting vote.

9.1.2      The President shall, in conjunction with the Treasurer or the Assistant Treasurer, sign all cheques and instruments on behalf of the National Council. In his absence, the Deputy President may sign all cheques and instruments.

9.1.3      The President shall, in the discharge of his duties, act in consultation with and on the advise of The Management Council.

9.2          Deputy President

The Deputy President shall:

9.2.1      deputies for the President during the latter's absence.

9.2.2      succeed automatically to the office of President, if the office becomes vacant.

9.3          Vice-President

The Vice-President shall:

9.3.1      deputies for the Deputy President during the latter's absence.

9.3.2      succeed automatically to the office of Deputy President, if the office becomes vacant.

9.4          Immediate Past President

The Immediate Past President

9.4.1      shall be a member of the Management Council, and

9.4.2      may be called upon to advise the Management Council with regards the continuity of policies and business previously implemented.

9.5          Secretary-General

9.5.1      The Secretary-General shall, in conjunction with the Chief Executive, conduct the business of the National Council in accordance with its Bye-laws, and shall carry out the instructions of the General Meeting and the Management Council. He shall:

a)            be responsible for conducting all correspondence, communication and keeping all books, document and papers, except the accounts and financial records.

b)            attend all meetings and keep a record of the proceedings.

c)            Keep a membership book containing all the members' particulars.

9.6          Treasurer

The Treasurer shall be responsible for the finances of the National Council. He shall:

9.6.1      keep account of all its financial transactions and shall be responsible for their correctness.

9.6.2      submit to the Management Council, a yearly budget for the National Council and the monthly management accounts for the Management Council meetings.

9.6.3      in conjunction with the President or the Deputy President, sign all cheques and instruments on behalf of the National Council. In his absence, the Assistant Treasurer may sign all cheques and instruments.

9.7          Assistant Secretary-General

The Assistant Secretary-General shall:

9.7.1      deputies for the Secretary-General during the latter's absence.

9.7.2      succeed automatically to the office of Secretary-General, if the office becomes vacant.

9.7.3      assist the Secretary-General in the discharge of his duties.

9.8          Assistant Treasurer

The Assistant Treasurer shall:

9.8.1      deputies for the Treasurer during the latter's absence.

9.8.2      succeed automatically to the office of Treasurer, if the office becomes vacant.

9.8.3      assist the Treasurer in the discharge of his duties.

9.9         Ordinary Council Members

The Ordinary Council Members shall assist the President to administer, manage, conduct, and control the property and affairs of the National Council and make regulations which will be binding upon the members of the National Council in accordance with the authority so provided for in this Constitution.

10           MANAGEMENT COUNCIL MEETINGS

10.1        The Management Council shall meet not less than 4 times a year.

10.2        Meetings of the Management Council shall be convened as directed by the President or, in the absence of the President, the Deputy President provided that a meeting shall be convened on the written requisition of not less than 8 members of the Management Council, which requisition shall be addressed to the Secretary General and shall specify the matter or matters to be considered by the Management Council at such meeting.

10.3        Not less than 7 days' notice in writing shall be given of meetings of the Management Council unless the President or, in his absence, the Deputy President Considers the situation as one of urgency which precludes the giving of such notice.

10.4        The quorum of a meeting shall be one-half of the Management Council.

10.5        The President or, in his absence, the Deputy President shall preside at meetings of the Management Council. In the absence of both the President and Deputy President, the Vice-President shall preside over the meeting.

10.6        Voting at meetings of the Management council shall be by a show of hands, each member having one vote.

10.7        Decisions at meetings of the Management Council shall be by simple majority, the President having a second or casting vote in the event of an equality of votes.

11           ANNUAL GENERAL MEETING

11.1        An Annual General Meeting of the National Council shall be held no later than 3 months after the close of each financial year on a date and at a time and place to be decided by the Management Council.

11.2        At least 14 days' written notice shall be given of Annual General Meetings which shall specify the venue, day and hour of the meeting, and the nature of the business to be transacted.

11.3        The business of the Annual General Meeting shall be:

11.3.1    To receive and consider the Report of the Management Council on the affairs of the National Council during the previous year.

11.3.2    To receive and consider the Report of the Treasurer and the audited accounts of the National Council for the financial year then ended.

11.3.3    To elect members of the Management Council and to appoint auditors for the ensuing year.

11.3.4    To deal with such other matters of which at least 3 days' notice in writing shall have been given.

11.4        If half an hour after the time appointed for the meeting, a quorum is not present, the meeting shall be postponed to a date (not exceeding 21 days) to be decided by the Management Council. No quorum is required for a deferred General Meeting. However, the members present shall have the authority to proceed with the business of the day, but not the authority to alter the Bye-laws of The National Council or to make decisions affecting the whole membership.

12           EXTRAORDINARY GENERAL MEETING

12.1        The Secretary General shall convene an Extraordinary General Meeting within 1 month:

12.1.1    from the receipt of the direction of the President, or

12.1.2    from the passing of a resolution by the Management Council, or

12.1.3    from the receipt of a requisition from not less the 20% of the total number of Institute Members

12.2        At least 14 days' written notice shall be given of an Extraordinary General Meeting which shall specify the venue, day and hour of the meeting, and the nature of the business to be transacted. No other business shall be transacted at the meeting of which the nature has not been specified in the Notice of the Meeting.

12.3        If half an hour after the time appointed for the meeting a quorum is not present, the meeting shall be postponed to a date (not exceeding 21 days) to be decided by the Management Council. No quorum is required for a differed General Meeting.

13           MINUTES

13.1        The Secretary-General shall keep the Minutes of the Management Council meeting, Annual General Meeting and Extraordinary General Meeting.

14           VOTING RIGHTS OF MEMBERS

14.1        Subject to a quorum being present at any meeting, every question shall be decided by a simple majority of the members present. Only Institute Members in benefit shall be eligible to vote at any Annual General Meeting or Extraordinary General Meeting.

15           QUORUM

15.1        The quorum at the General Meeting of members shall be one half of the total Institute Membership or twice the total number of the Management Council membership personally present and entitled to vote thereat and no business shall be transacted at any such meeting unless such quorum be present at the commencement of the meeting.

16           FINANCIAL PROVISIONS

16.1        Subject to the following provisions in the Bye-laws, the funds of the National Council may be expended for any purpose necessary for the carrying out of its objects, including the expenses of its administration, the payment of salaries, allowances and expenses, and the making of allocations to its Section, but they shall on no account be used to pay the fine of any member who has been convicted in a court of law for a criminal offence.

16.2        Each member of the Management Council, the Chief Executive and any other person acting under the authority of the Management Council and employees of the National Council shall be indemnified out of the funds of the National Council from and against any costs, damages, loss or expenses which such member shall incur by reason of accepting office or acting in execution of the duties or powers imposed upon or given such member by the Bye-laws, or by reason of any act, matter or thing done, authorised, or suffered by such member in good faith for the benefit of the National Council although in excess of such member or the Management Council's legal power.

16.3        Subject to other provisions herein specified, the National Council may, from time to time, with approval of and under such conditions as may be determined by the General Meeting, borrow money from banks or other institutions duly authorised for such purposes in furtherance of and for the lawful pursuit of its objects.

16.4        The Treasurer may hold a petty cash advance not exceeding Ringgit Malaysia Three Hundred at any one time. All money in excess of this sum shall, within 7 days of receipt, be deposited in a bank approved by the Management Council. The bank account shall be the name of the National Council.

16.5        All cheques or withdrawal notices on the National Council's account shall be signed jointly by two signatories: one signatory from Group A (Treasurer or Assistant Treasurer) and one signatory from Group B (the President or Deputy President). The authority limits are as follows:

Cheque amount

Notes

Signatory

Petty Cash of RM300.00

The Treasurer shall hold the petty cash. Monthly, the Treasurer shall tabulate the bills for reimbursement

One signatory from Group A and one signatory from Group B

Group A

Treasurer

Assistant Treasurer

Group B

President

Deputy President

Above RM300.00 but below RM1,000.00 in any one bill

The President may approve on his own accord

RM1,000.00 and above in any one bill but below RM100,000.00

Approval shall be obtained from the Management Council

Budgets above RM100,000.00

Approval shall be obtained from the General Membership

16.6        No non-recurring expenditure exceeding Ringgit Malaysia One Thousand on any single item, at any one time, shall be incurred without the prior sanction of the Management Council.

16.7        The financial year of the National Council and its Sections shall be from 1st January to the 30th December.

17           AUDIT

17.1        One or more persons, who shall not be office bearer of the National Council, shall be appointed by the Annual General Meeting as Honorary Internal Auditors. They shall hold office for 1 year only, but shall be eligible for re-appointment.

17.2        In the event of the vacancy occurring in the post of Honorary Internal Auditors during the year resulting from resignation or otherwise, the Management Council shall have the power to fill the vacancy until the next Annual General Meeting.

17.3        The Internal Auditor/Auditors shall be required to audit the accounts of the National Council for the year, and to prepare a report or certificate for the Annual General Meeting.

17.4        The Internal Auditor may also be required by the Management Council to audit the accounts of the National Council for any period within and without their tenure of office at any date, and to make a report to the Management Council.

17.5        In the exercise of his duties and responsibilities, the Internal Auditor is authorised to investigate any matter within his terms of reference and they shall have full and unrestricted access to information pertaining to the National Council.

18           DISSOLUTION

18.1        The National Council shall not be dissolved except by the consent of three-fourths of the Institute Members, testified by their signatures to an Instrument of dissolution.

18.2        Notice of any proposal to dissolve shall be given to all Institute Members not less than 1 calendar month before the date fixed for the meeting.

18.3        In the event of the National Council being dissolved, its assets, if any, after fully discharging all its debts and liabilities shall be disposed off as decided by the General Meeting.

19           SECTION

19.1        The National Council may at its discretion authorize the formation of a Section where it deems feasible for the purpose of implementing any or all the objects of the National Council, subject to:

19.1.1    The prior approval of the Registrar of Societies.

19.1.2    The members of the Section shall comprise of members in all its grades residing at the moment in the defined region where the Section is proposed or allocated by the Management Council. In the event of the closure of other Sections, the re-allocated of members shall be decided by the Management Council.

19.3        That the Section in spirit and in action conforms to the aspirations and Constitution on the National Council in the conduct of its affairs.

20           SECTION MANAGEMENT

20.1        A Section shall be managed by a Management Committee comprising the following:

20.1.1    Section Chairman

a)            The Section Chairman shall during his term of office preside at all the Section General Meetings and Management Committee meetings and shall be responsible for the conduct of all such meetings. He shall have the casting vote and sign the minutes of each meeting at the time they are approved.

b)            The Section Chairman shall attend the General Meetings of the National Council and Management Council meetings.

20.1.2    Section Vice-Chairman

The Section Vice-Chairman shall deputies for the Section Chairman during the latter's absence.

20.1.3    Immediate Past Section Chairman

The Immediate Past Section Chairman shall be a member of the Section Committee, and may be called to advise the Management Committee with regards the continuity of the policies and business previously implemented.

20.1.4    Section Secretary

The Section Secretary shall conduct the business of the Section in accordance with its Bye-laws and shall carry out the instructions of the Management Committee and the General Meetings of the Section. He shall be responsible for conducting all correspondence and keeping all books, documents and papers, except the accounts and financial records. He shall keep a membership book containing all the Section Members particulars.

20.1.5    Section Treasurer

The Section Treasurer shall be responsible for the finances of the Section. He shall keep accounts of all its financial transactions and shall be responsible for their correctness. He shall, in conjunction with the Section Chairman sign all cheques on behalf of the Section. He shall submit to the Management Committee, a yearly budget for the Section and the monthly management accounts for the Management Committee meetings.

20.1.6    Ordinary Committee Members

Three Ordinary Committee Members shall assist the Section Chairman to administer, manage, conduct and control the property and affairs of the Section.

20.2        The Management Committee may, without prejudice to the generality of the powers conferred by the National Council, appoint such committees or persons composed of members of the Section or otherwise, with or without the power to co-opt as it may from time to time decide, to perform such function as it may specify and delegated to such committees, subject to such conditions and powers vested in the committee by the Constitution.

20.3        The Management Committee shall comprise of Institute Members of the National Council and shall be elected by the Section Annual General Meeting and to hold office for a term of 2 years.

20.4        The Section shall be managed in the same manner as the National Council, and all rules and procedures pertaining to the National Council shall be applicable to the Section, and where rules or procedures be in contention, the directives of the Management Council shall be sought and such directives given or issued thereby shall be construed as standing rules of that Section, and that such a directive shall be applicable only to the section contention unless otherwise promulgated by the Management Council.

20.5        The function and authority of the Section shall be guided by the same rules and procedures governing the National Council in so far as they are applicable to the management of the Sections and subject to the proviso under clause 20.4

20.6        The Management Committee shall be responsible to the Management Council for the proper management of the Section and shall submit within 2 weeks following the Committee Meetings, copy of all minutes of meetings and statements of account to the Management Council.

21           SECTION FUNDS

21.1        The Section shall derive its funds from:

21.1.1    An annual allocation, the amount of which shall be at the discretion of the National Council

21.1.2    A special project grant given by the National Council.

21.1.3    Contributions made directly to the Section.

21.2        Section funds shall be part of the common assets of the National Council, and it shall be the onus of the Management Committee to ensure that such funds are properly managed, and to furnish periodic statement of accounts to the National Council.

21.3        Except where it is provided for in the annual estimates of expenditures, no financial commitments shall be incurred by a Section without the prior concurrence of the Management Council.

21.4        The annual statement of accounts of the Section, duly audited and endorsed by the Internal Auditors, shall be submitted to the Management Council as and when requested for; and in any case not later than 15th of February of each year for inclusion in the final statement of account of the National Council, for presentation at the Annual General Meeting of the National Council.

22           SECTION ANNUAL GENERAL MEETING

22.1        The Annual General Meeting of a Section shall be held as soon as possible after the close of the financial year and in any case not later than the 1st of March of that year.

22.2        Any matters pertaining to and of interest to the National Council shall be discussed at the Section Annual General Meeting of the National Council. The minutes of the meeting shall be submitted at least 15 days before the Annual General Meeting of the National Council.

23           DISSOLUTION OF SECTION

23.1        A Section may be dissolved:

23.1.1    on its an accord, subject to the prior approval of the National Council. A Section shall not be dissolved except by the consent of three-fourths of the Institute Members of the Section, testified by their signatures to an instrument of dissolution, or

23.1.2    by a resolution of the Management Council, or

23.1.3    by a resolution of the Annual General Meeting of the National Council.

23.2        A Section so dissolved under clause 23.1.2 may appeal to the Annual General Meeting of the National Council, and the decision of the Annual General Meeting derived from the casting of ballots of all those present and subject to the previsions of this Constitution shall be final.

23.3        Notwithstanding this appeal, the order of the dissolution by the Management Council shall be effective until set aside, and in such circumstances, the Management Council may appoint from among its members, a caretaker committee deal with the affairs of the Section pending the hearing and decision of the appeal.

23.4        The Management Council, or a caretaker committee so appointed by the Management Council, shall wind up the affairs of the dissolved Section.

24           DISCIPLINE

24.1        All members of the Institute, irrespective of grade of membership, shall be subject to uphold a high standard of professionalism and to conduct himself with such decorum as would be expected of a professional.

24.2        The management Council may its absolute discretion resolve to remove from membership of the institute any member of any grade who.

24.2.1    Has been convicted of a criminal offence that in the opinion of the National Council is of a serious nature bringing disrepute and odium to the National Council.

24.2.2    Has been guilty of conduct, which the opinion of the management Council is consistence with the standards required of membership of the Institute as determined by the Institute Code of Conduct.

24.3        No members shall suffer such penalties save a warning, unless he has been given an opportunity to present his case before a Disciplinary Board or a Board of Inquiry, as may be convened by the Management Council. The Disciplinary Board or a Board of Inquiry shall constitute of Institute Members of the National Council other then members of the Management Council.

24.4        A members appearing before a Disciplinary Board or a Board of Inquiry may if he so wishes, call, examine and cross-examine witnesses at the inquiry.

24.5        The Management Council shall through the Secretary General, notify in expel from membership or to cause him to suffer such penalties as may be decided by the Management Council.

24.6        Any grievance from any members relating to any matters whatsoever shall be referred to the Disciplinary Board or a Board of Inquiry and thereafter, if necessary, on appeal to the Management Council for resolution. All grievances shall be resolved internally and the decision of the Management Council shall be final and conclusive. Disciplinary action shall be taken against members for contravention of the provision and shall, if necessary, include revocation of membership.

25           OBLIGATION OF MEMBERS

25.1        It is the obligation of all members of the national Council to abide by the provisions of the Constitution, Bye-Laws, or Rules and Regulations promulgated by the National Council and shall at all times uphold the good name of the Institute and the National Council.

26           REINTSTATEMENT OF MEMBERS

26.1        A members who has been removed from the Membership Rolls as a consequence of lapsed subscription may apply to be reinstated, subject to such payment and penalties as may be specified by the Management Council.

26.2        A member who has been removed from the Membership Rolls as a consequence of Bye-Law 24.2 above and who so wishes to be reinstated, shall be required to make a written submission and such submission shall be deliberated by the Management Council. The Management Council shall not be bound to assign any reason for its refusal to reinstate him. A member removed as consequence of Bye-Law 24.2 above shall, in any case, be eligible to make such submission only after one full year has passed from the effective date of the expulsion.

26.3        A person so granted reinstatement under Bye-Law 26.2 above maybe reinstated conditionally as the Management Council may in its discretion decide and such decision shall be conveyed through the Secretary-General, and in writing.

27           NOTICES

27.1        All notices sent or required by this Constitution to be sent to a member shall be deemed to have been duly served if sent through the post by prepaid letter or postcard to the postal address last notified in the writing by such member to the Secretary General.

28           ALTERATION OR WAIVER

28.1        These Bye-Law may be amended at an Annual General Meeting or an Extraordinary General Meeting convened for purpose. Any amendments or alterations thereat shall not be effective until the approval of the Register of Societies is first had and obtained. Any amendment to the Bye-Laws shall be forwarded to the Register of Societies within 30 days of being passed by the general Meeting.

29           INTERPRETATION

29.1        Between Annual General Meetings, the Management Council shall interpret the Bye-Laws of the National Council and when necessary, determine any point of which the Bye-Laws are silent. The decisions of the Management Council shall be binding on all members of the National Council unless and until countermanded by a resolution of an Annual General Meeting or an Extraordinary General Meeting.

30           AFFILIATION

30.1        The National Council shall be affiliated to The Chartered Institute of Logistics and Transport, 11/12 Buckingham Gate, London SWIE 6LB, United Kingdom.

31           IMMOVABLE PROPERTY

31.1        Immovable property belonging to the National Council and other securities so purchased shall be in the Trustees who shall not convey, transfer, charge, lease, or let all or part any property without the approval of the Annual General Meeting or an Extraordinary General Meeting.

31.2        The trustees shall not be less than 3 persons who shall be selected at a General Meeting.

31.3        In the event of the number of Trustees failing below 3 by death, resignation or disqualification, the vacancy or vacancies as the case may be, shall be filled at a General Meeting.

31.4        A Trustees may at any time be removed by resolution of a General Meeting.

32           SECRETARIAT AND STAFF

32.1        The Management Council may appoint a suitable and experienced person to be the chief executive officer of the National Council, to be designated the "Chief Executive" and who shall perform such duties as specified in these Bye-Laws and as the Management Council may otherwise require from time to time.

32.2        Term and Condition of Service

32.2.1    An employee shall retire from the service of the National Council on his completing the age 55 years.

32.2.2    Continued employment after the mandatory retirement age is entirely at the discretion of the National Council, and may be considered on a case-to-case basis depending on the merits of the case and subject to any terms and conditions as may be imposed then. The terms and conditions of re-employment shall be those negotiated between the retiree and the National Council.

32.2.3    All terms and conditions of service shall be in accordance with the provisions of the Employment Act, 1955, unless otherwise resolved by the Management Council.

32.2.4    Grievances or complaints to any employee shall be referred to the Disciplinary Board or Board of Inquiry and thereafter, if necessary, on appeal to the Management Council for resolution. All issues shall be resolved internally and the decision of the Management Council shall be final and conclusive Disciplinary action shall be taken against any employee for contravention of this provision and shall, if necessary, include dismissal from the Institute.

33           HOLDING COMPANY

33.1        When necessary, at the recommendation of the management Council and with approval of the Annual General Meeting or Extraordinary General Meeting, a company limited by shares and wholly owned by the National Council, shall be incorporated with the object of holding investment shares, or debentures in other companies and corporations.

33.2        The Management Council shall nominate the subscribers' shares shall be transferred to their successors.

33.3        The Management Council shall nominate the numbers of the board of directors of the company. In the event any of the directors becomes disqualified, or fails to be a natural person in accordance with the Companies ACT 1965, or for any reason whatsoever, and hence becomes unable to hold office, then the Management Council will nominate a replacement.

33.4        The company shall only be a holding company and shall not involve itself in any trading activity whatsoever. The performance of the company, including financial returns, shall be reported at the Annual Meeting of the National Council.

33.5        The recommendation of the Management Council shall be made to the members at the Annual General Meeting or Extraordinary General Meeting, and a resolution obtained thereof before any investments, shares or debentures are taken up in other businesses. Where the holding company holds a joint-venture interest in another entity, or where applicable, the Management Council may appoint directors to represent its interest in that company. Directors so appointed may be members of the National Council.

33.6        The purpose of such joint-venture or acquisition of shares or debentures shall be to further the objective of the National Council.

33.7        These shall not be any pre-incorporation contract signed on behalf of the holding company.

33.8        In the event a voluntary winding-up is necessary, a resolution with a seventy-five percent majority at the Annual General Meeting or Extraordinary General Meeting is required.

33.9        Unless otherwise resolved the holding company shall be managed in accordance with the Companies Act, 1965.