Art. 1. This Association shall be known as "SAMAKOM YANGPARATHAI" in Thai or " Tai Kwoa Sieng Joew Jung Huay" in Chinese, or "THE THAI RUBBER ASSOCIATION" in English, written in English thus "THETHAI RUBBER ASSOCIATION", and will be referred to, henceforth, as the Association.
Art. 2. In this rule
"the Association" means the Thai Rubber Association.
"the members" mean the Thai Rubber Association members for all categories.
"Board of directors" means the Board of directors of the Thai Rubber Association.
"directors" mean the directors of the Thai Rubber Association, including President, Vice-President and Secretary General.
"President" means the President of the Thai Rubber Association.
"Vice-President" means the Vice-President of the Thai Rubber Association.
"Secretary General" means the Secretary General of the Thai Rubber Association.
"Manager" means the manager of the Thai Rubber Association.
"Treasurer" means the Treasurer of the Thai Rubber Association.
"Executive Secretary " means the Executive Secretary of the Thai Rubber Association.
Art. 3. The office of the Association is situated at 45-47 Chotivithayakun 3 Road, Amphur Hatyai, Songkhla Province 90110.
Art. 4.The symbol of the association is "Lord Indra's three-headed elephant"
Art. 5. The objectives of the Association are:
(1) to promote the trading of natural rubber;
(2) to encourage and help members to solve problems and overcome obstacles, this includes to enter into negotiation with persons outside the Association, for mutual benefit in the trading of natural rubber; and to conduct intelligence study on the natural rubber markets, both domestic and foreign, for the benefit of the natural rubber trade;
(3) to conduct research on the natural rubber trading and to exchange and disseminate technical information and knowledge on the natural rubber trade;
(4) to collect statistical or documental or other informations concerning rubber trade from all members but with the consent of members concerned;
(5) to promote the standardization of rubber qualities; to research and improve on the processes of smoking, grading, powdering, packing as well as marketing;
(6) to co-operate with the Government in the promotion of natural rubber trade;
(7) to seek agreement or to establish rules of conduct for members to observe to ensure efficient conducting of the natural rubber trade;
(8) to arbitrate in any conflict between members themselves or between members and person, or persons outside the association in matters related to the natural rubber trade;
(9) to abstain from political activities;
(10) to own an immovable property by buying or receiving with fascination or being donated in order to run all activities of the Association;
(11) to publish a monthly news distribute to members and others.
Art. 6. The manager will run all the Association activities follow the Association policy.
Chapter 2 : Membership and Application for Membership
Art. 7. There shall be three categories of membership, namely:
(1) Ordinary members being natural or juristic persons engaged in natural rubber trade and registered as required by laws;
(2) Extra ordinary members being natural or juristic persons engaged in natural rubber trade, but have no right to vote on Executive Board election.
(3) Honorary members being distinguished persons who are interested in the rubber trade or rubber industry, or being experts in the rubber affairs whom the Board deems suitable to be invited to become Honorary members.
Art. 8. Applicant for ordinary and extra ordinary membership shall submit the application form to the Association Secretary General, having been proposed by one ordinary member and seconded by another. The Secretary General shall submit the application to the Board at the first meeting after acceptance of that application. Admission shall be in accordance with the resolution of the Board passed by secret ballot, by not less than two thirds majority of the votes of members present at the meeting.
Art. 9. As the members of the Thai Rubber Association:-
(1) Ordinary member
The Registration fee payable to the Association by ordinary member is Baht 20,000 which shall be paid within 30 days from the day the notification of admission is made by the Secretary General, and together with the Registration fee, the ordinary member shall pay the First Annual Subscription fee of Baht 30,000 to the Association for the year in which he or she is admitted as member. Membership shall commence when the payment of registration fee and first annual subscription fee have been made.
(2) Extra Ordinary members
The Registration fee payable to the Association by ordinary member is Baht 15,000 which shall be paid within 30 days from the day the notification of admission is made by the Secretary General, and together with the Registration fee, the ordinary member shall pay the First Annual Subscription fee of Baht 25,000 to the Association for the year in which he or she is admitted as member. Membership shall commence when the payment of registration fee and first annual subscription fee have been made.
(3) Honorary members
Neither registration fee nor annual subscription is payable.
Except the above mentioned case, ordinary member shall, within january 31 of each year make the payment for annual subscription fee to the Association the sum of Baht 20,000. |f the payment of Annual Subscription is not made by March 31 of each year, the membership shall immediately cease.
Besides the Annual Subscription Fees as stated above, an ordinary member is to pay a special fee according to his export volumn in each month as determined by the committee but not more than 3 Baht per ton. In case of extra ordinary members is to pay not more than 80 percent of ordinary members rate within the 15th day of the following month. This income will be used for activities to serve the objectives and to to promote further development of the association and its members.
Art. 10. Membership shall terminate upon:
(1) termination of engagement in natural rubber trade, in the case of juristic person;
(2) resignation by submitting resignation form to the Board after having paid the Annual Subscription fee and all other outstanding debts to the Association;
(3) removal from membership, which may be effected by any one of the following:
A. violation of rules, regulations of the Association;
B. bankruptcy, being insolvent, or being liquidated;
C. committing actions which may causse dishonour to the Rubber Trade;
D. failing to pay the annual subscription within 31 March and having no reasonable reply accepted by Board of Directors ;
E. being removed on account of activities detrimental to the good name of the Association by resolution of the Board by vote of not less than twothirds of the directors present at the meeting.
Art. 11. As the Prior to passing the penalty resolution under (10)(3)(E) the Secretary General shall send a written notice to the member's place of business notifying him of the charges raised against him together with the date, time and place of the meeting at least 7 days before such meeting. The accused member shall have the right to attend the meeting and to make statement in the meeting. The minute of the meeting shall be fully recorded in the Association Meeting Report.
Art. 12. All ordinary members shall have equal rights to attend meetings, to cast vote in the general meeting, and to be elected directors of the Board.
Art. 13. All extra ordinary and Honorary members shall have the right to attend general meeting but shall neither have the right to vote nor to be elected directors of the Board.
Art. 14. Members shall have the following duties:
(1) to adhere strictly to the rules and regulations of the Association;
(2) to maintain and cherish the honour and good name of the Association;
(3) to promote by all means the Association's activities for the progress and prosperity;
(4) to pay all subscriptions and other debts.
Art. 15. All members of both categories shall have the rights to look into the activities and properties of the Association by submitting an application to that effect to the Board.
Chapter 3 :Board of Directors
Art. 16. The Board of Directors of the Association, consisting of not less than 7 but not more than 15 executive committee members, elected from the ordinary members at the general meeting, shall have charge of the administration of the Association's affairs.
Art. 17. Board shall be empowered to issue regulations for the members to comply with so that objectives of the Association can be fulfilled.
Art. 18. The Association's board of Directors may form sub-committee group, or groups as it deems suitable, and may grant power and assign duties to the same to undertake any particular works under the supervision of the Board. The sub-committee shall prepare report of result of such particular work to the board and shall follow the Board's instructions.
Art. 19. The Board shall be empowered to invite person, or persons, outside the Association to act as patron, consultant giving aids and advice to the Association, but such person, or persons, shall have no right whatever in the administration of the Association.
Art. 20. The Board shall be empowered to appoint officials to administer the Association's internal affairs as it deems suitable, and shall be empowered to determine remuneration for such service.
Art. 21. The directors of the Board shall be elected by resolution passed by simple majority of the votes by ordinary members.
Art. 22. The Board who has been elected under Art. 16. shall hold election within themselves to fill the posts of
(2) first vice-president
(3) second vice-president
(4) third vice-president
(5) fourth vice-president
(7) committee-head of subcommittee for section of quality, research and development
(8) committee-head of subcommittee for section of transportation and insurance
(9) committee-head of subcommittee for section of industry
(10) committee-head of subcommittee for section of agriculture
(11) committee-head of subcommittee for section of contract, price and marketting and other posts as deemed suitable. A director shall hold office for a term of 2 years, and shall be eligible for re-election.
President shall have no term to hold office.
Art. 23. In the case where the office of any director becomes vacant before the expiration of his, or her, term of office, the remaining directors shall appoint any ordinary members to take his, or her, place until the completion of the remaining period of his, or her, term.
Art. 24. Besides the expiration of a director's term of office, he shall retire upon:
(3) disqualification of membership under Art. 9;
(4) disqualification of membership under Art. 16;
(5) removal by general meeting's resolution passed by at least two-thirds majority of the votes of members present at the meeting;
(6) removal by the order of the Minister of Commerce under the Trade Association Act, B.E. 2509;
(7) absence from 3 consecutive committee meeting will end the post of a committee member and the President shall appoint a new committee member;
(8) be disable person and unable to work at all;
(9) being sentenced by final judgment of the court to become insolvent;
(10) to be sentenced to imprisonment by final judgment of the court, except a minor offense or careless.
Art. 25. A meeting of the Board shall be held at least once a month, or when the President, the Vice-President or two other directors deem it suitable to instruct the Secretary General to invoke special meeting.
Art. 26. A quorum for any meeting of the Board shall consist of not less than half of executive committee members and related representative(s) can be authorized or appointed to attend the meeting.
Art. 27. Upon receipt of the order under Art. 25, the Secretary General shall call the meeting within 4 days counting from the day the order has been received, and shall give the meeting agenda and the name of the person, or persons, calling that meeting
Art. 28. Unless otherwise specified, the simple majority voting shall be followed in all meetings of the Board. In the event of a tie, the President shall exercise his cast vote.
Chapter 4 : The General Meeting
Art. 29. The General Meetings of the Association are ordinary annual general meeting and extraordinary general meeting.
Art. 30. The ordinary annual general meeting of the Association shall be convened within 120 days from the end of accounting period according to Art. 2.Chapter 9 and the Secretary General shall notify all members as to the date, time and place of the meeting not less than 7 days in advance.
Art. 31. The Board shall be empowered to call Extraordinary general meeting at any time by notifying the members as to the date, time and place of the meeting, and giving the meeting agenda not less than 7 days in advance, except in emergency case when the President or the Vice President can call Extraordinary general meeting by notifying members through a notice despatched to all members one working day in advance. The letter of the President or the Vice President recognizing the emergency nature of the meeting shall be deemed sufficient evidence.
Art. 32. Ordinary members numbering not less than two fifths of all ordinary members, shall have the right to enter thier names in the letter, which shall be handed to the Board, applying for convening the Extraordinary general meeting, by specifying the purpose for the calling of such meeting. Upon the Board's acceptance of such letter, the Secretary General shall send out notice to all members calling the Extraordinary meeting, fixing there in the date, time and place of the meeting together with giving the meeting agenda, not less than 7 days in advance.
Art. 33. In the general meeting, the President, or in his absence, the Vice President shall act as chairman. If both are absent, the meeting shall elect any other director of the Board, or any ordinary member, or representative of the latter, to take the chair for that particular meeting.
Art. 34. In any general meeting, ordinary or extraordinary, a quorum shall consist of not less than one thirds of the total number of ordinary members. Except otherwise stated in these Rules, in any general meeting the voting shall be decided by a simple majority. In the event of a tie, the chairman of the meeting shall exercise his casting vote.
Art. 35. The agenda at the annual general meeting shall contain the followings:
(1) Recognization of the previous annual general meeting report;
(2) Annual Report of the affairs of the Association;
(3) Consideration for approval of the balance sheet;
(4) Election of new directors of the board;
(5) Election of an auditor;
(6) Other matters, about which all members have been informed in advance as required by Articles.
Chapter 5 : Duties of the Secretary General and of the Treasurer
Art. 36. Besides what has been elsewhere provided in these Rules, the Secretary General shall have the following duties;
(1) to supervise and conduct the routine and regular business of the Association Office;
(2) to take down the minutes of all general meetings and Board meetings in the Record Book, which shall be kept at the Association Office.
(3) to prepare the members Registration;
(4) to perform any other work as instructed by the board.
Art. 37. The treasurer shall have charge of keeping, receiving and expending the funds as instructed by the board and shall give all facilities to the auditor in the auditing of all account books and documents.
Chapter 6 : Amendment to the Rules
Art. 38 Amendment to or modification of the Rules shall be made only a resolution passed by the general meeting of the Association, and shall be aproved by at least a two-thirds majority of the votes of the ordinary members, or their representatives present at that meeting.
chapter 7:Representatives of Members
Art. 39. Ordinary members shall be empowered to authorize any one to attend and vote in any general meeting, if they so desire, the person, or persons, thus authorized shall present the letter of authorization to the Secretary General before the meeting commences.
Chapter 8 :Dissolution of the Association
Art. 40. If the general meeting of the Association passes the resolution by at least two-thirds majority of votes of the entire ordinary members of the Association to disslove the Association, the Board shall proceed with the liquidation of the Association immediately, or at the time specified in that resolution. Properties remaining after liquidation shall devolve upon other juristic persons, whose objectives are connected with public works of charity, in accorgance with the resolution of the general meeting.
Chapter 9 :Finance and Accounting of the Association
Art. 41. Finance and accounting of the Association
(1) The balance sheet should be prepared and presented to the directors once a year and sent to authorized auditor and submitted for approval at the ordinary annual general meeting within 120 days from the end of accounting period.
(2) 31 December of each year is an accounting period and being the end of accounting year of the Association.