ABOUT
ICC INDIA
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ABOUT
ICC INDIA
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CONSTITUTION
OF THE ICC INDIA
NAME 1. The name of the Association is the "ICC India". OFFICE OF THE ICC INDIA 2. The Office of the ICC India will be situated in the Federation House, New Delhi. OBJECTS 3. The purposes for which the ICC India is established are: (a) To participate in the promotion of the object for which the international Chamber of Commerce hereinafter called the ICC is established namely to bring together the various economic sectors in the market economy and :
(b) To do all such things as may be incidental or conducive to the proper representation of the commercial, industrial, financial, shipping and trade interest of India in the organisation and work of the Internation Chamber. 4. The income and property of the National Committee whensoever derived shall be applied solely towards the promotion of the objectives of the ICC India as set forth in this Memorandum and no portion thereof shall be paid or transferred, directly or indirectly, by way of dividend, bonus, or otherwise howsoever, to the persons who at any time are, or have been members of the ICC India or to any of them, or to any person claiming through any of them. Provided that nothing herein shall prevent the payment in good faith, of remunerations to any officer or servants of the ICC India or to any member of the ICC India or other person in return for any services actually rendered to the ICC India.
1. The ICC India is established for the purpose expressed in the "Objects". MEMBERSHIP 2. There shall be four categories of members namely : a) Patron Members b) Corporate Members c) Organisation Members d) Honorary Members 3. (a) An undertaking or the undertaking togetherwith its Associates not exceeding four in number actually engaged in Industry, Trade or Services, which, in the opinion of the Committee, has been enjoying good standing and contributing to economic activities shall be eligible to become a Patron member. It shall be admitted for a period of three years after which it will have the option to renew the membership. (b) Partnerships/proprietary firms including legal firms and corporations engaged in businees activities shall be eligible for Corporate Membership. (c) Financial, industrial, commercial, shipping, and shipper organisations, representative of the interest they embrace and not conducted for individual profit or partisan purposes, shall be eligible for Organisation Membership of the ICC India. (d) Persons distinguished for the public service or eminent in commerce or otherwise interested in aims and objectives of the ICC India may be elected as Honorary Members at the general meeting of the ICC India. Such members shall be exempt from paying subscription. 4. Decisions as to the interpretation of the qualifications for membership shall be within the discretion of the Executive Committee hereinafter referred to and the Executive Committee may refuse any application without assigning any reason or may admit the application to the membership of the ICC India. 5. Patron Members, Corporate Members and Organisation Members of the ICC India are also eligible to become members of the International Chamber in their respective categories in accordance with the provisions of membership of the International Chamber, and applications for membership of the ICC India shall be construed as meaning applications for membership of the International Chamber through and subject to the approval of the ICC India. 6. (a) An undertaking desirous of becoming a Patron Member of ICC India shall send an application to the Executive Director of ICC India in the form prescribed by the Executive Committee from time to time. The application received, complete with subscription shall be placed before the Executive Committee at the next meeting or by circular for their consideration. (b) Any firm, sole proprietary concern, company, body corporate engaged in business activities desirous of becoming a Corporate Member shall send an application to the Executive Director of ICC India in the form prescribed by the Executive Committee from time to time. The application received complete with subscription and admission fee shall be placed before the Executive Committee at the next meeting or by circular for their consideration. (c) The Chambers or Associations desirous of becoming an Organisation Member of ICC India shall send an application to the Executive Director of ICC India in the form prescribed by the Executive Committee from time to time. The application received, complete with subscription and admission fee, shall be placed before the Executive Committee at the next meeting or by circular for their consideration. 7. An Admisssion fee of Rs. 1000/- shall be charged to all Corporate Members and Organisation Members seeking membership of ICC India. subscription 8. (a) Each Patron Member shall pay or cause to be paid a subscription of Rs. 1 lakh for each financial year, or part thereof. (b) The annual subscription payable by each Corporate Member shall be determined in accordance with the following scale : (i) Corporate Members engaged in industrial/trading acitivity shall pay :
(ii) Corporate Members engaged in Investment, Leasing, Hire Purchase, Banking, Merchant Banking, Portfolio, Management, NBFCs, Finance, Insurance, Marketing, Advertising, Brokering, Safe Deposit, Travel Agency, Transport, Printing and Publishing, Cold Storage Activity, Commission Agents, Agency Business, etc. shall pay
(iii) Corporate Members engaged in research consultancy, auditing, law shall pay annual subscription at a flat rate of Rs. 6,000. A Corporate Member shall pay annual subscription on the basis of the turnover or income or other particulars as the case may be as prescribed by the Executive Committee of the ICC India. The turnover or income or other particulars for this purpose shall be ascertained from the Balance Sheet and the Profit and Loss Account or the Income and Expenditure Account, of the Corporate Member for its accounting year ending not later than the 30th September of the previous financial year. Each Corporate Member shall submit to the ICC India copies of such Balance Sheet and Profit and Loss Account or Income and Expenditure Account, provided that a Corporate Member which is a firm need not submit its Balance Sheet and Profit and Loss Account or Income and Expenditure Account. It shall however, submit a statement of its turnover and such other particulars as may be required in a form prescribed by the Excutive Committee under a certificate of its proprietor or any of its partners. If the Balance Sheet and Profit and Loss Account or Income and Expenditure Account or statement of turnover, deposits or other particulars as the case may be for the year on the basis of which subscription is to be calculated for the relevant financial year has not been forwarded, the subscription shall be calculated on the basis of the last accounts or statement of turnover, income or other particulars furnished by the Corporate Member. The Subscription for the relevant year shall be revised on the basis of the accounts or statement of turnover with particulars of the relevant financial year of the company or firm when furnished. (c) Subscription payable by an Organisation Member shall be for the financial year ending 31st March and shall be on the basis of the gross annual income (i.e. total of all receipts calculated in the following manner) : Subscription
The gross annual income of an Organisation Member in any financial year shall be ascertained from the audited Balance Sheet and Profit and Loss Account or Income and Expenditure Accout of the Organisation Member for its accounting year ending not later than 30th September of the previous financial year. Each Organisation member shall submit to ICC India copies of such Balance Sheet and Profit and Loss Account or Income and Expenditure Account. If the above accounts have not been forwarded, the subscription shall be calculated on the basis of last account furnished by them. The subscription for the relevant year shall be revised on the basis of the account of the relevant previous year when furnished. (d) Subcription shall become due and payable on the 1st April in each year in respect of the ensuing period of twelve months, provided that a member admitted to the membership as from 1st October shall pay 50 per cent of the annual subscription in respect of the year. TERMINATION OF MEMBERSHIP 9. A member of the ICC India shall cease to be one on the happening of any of the following events: (a) On his/its resignation being accepted by the Executive Committee or on the expiry of six months from the date of receipt of his/its resignation letter by the ICC India. (b) On his/its failure to pay the dues of the ICC India in spite of the final notice given under the orders of the Executive Committee. (c) On the Executive Committee finding by the three-fourths majority that the member has ceased to exist or to represent the interest which he/it sought to represent. (d) On a General Meeting of the ICC India finding by the majority of three-fourths of the delegates present thereat that a member has been acting in derogation of the interest of the ICC India inspite of a written notice to that effect from the Executive Committee decided upon by a majority of three-fourths of the members present, provided that a least two months notice before the date of the General Meeting shall have been given to the member concerned. GENERAL MEETING 10. (a) There shall be an Annual Meeting of the ICC India at such place and time as may be fixed by the Executive Committee within a period of six months from the close of the financial year, and of which not less than 14 days notice shall be given. (b) A Special Meeting of the ICC India may be convened by the Committee of its own accord or on the requisition of at least one-fourth of the total number of Organisation Members addressed to the Executive Director, specifying the object for which the meeting is to be convened. On receipt of such requisition, the President shall cause a meeting to be convened within two months of the receipt of the requisition at such place as he may fix. The Executive Director shall give at least 14 days notice and no other business shall be transacted at such Special Meeting. 11. All meetings of the ICC India shall be convened by a circular sent by the Executive Director to its Patron, Corporate and Organisation Members. 12. The financial year of the ICC India shall end on 31st March in each year and at each Annual General Meeting, the Executive Committee shall present a statement of accounts of the ICC India duly certified by a qualified auditor. 13. At all General Meetings of the ICC India-Annual or Special-questions shall ordinarily, subject to the provisions of Rules 36 (ii), be determined by a majority of the votes of the delegatges representing Organisation Members, present and voting. 14. All members shall be entitled to attend meetings of the ICC India and all members and alternative members nominated on the bodies of the International Chamber and office-bearers of the ICC India shall be entitled ex-officio to attend meetings of the ICC India. 15. (a) Each Corporate Member shall be eligible to nominate delegates to attend the general meetings of ICC India, the number of delegates depending upon the subscription payable as provided below:
If, it having failed to submit a copy of the accounts for its latest financial year on the basis of which subscription is to be paid for that financial year, has, however, submitted its accounts for the financial year immediately preceding the said financial year and has also paid subscription on the basis of such accounts for that financial year, including arrears, if any, on or before the last day of May of that year, Provided that where such accounts have not been laid before that annual general meeting, it shall submit a declaration to that effect and if the Executive Committee or Sub-Committee appointed by the Executive Committee are satisfied, then the member shall be entitled to the vote. (b) Each Organisation Member shall be eligible to nominate delegates to attend the general meetings of ICC India, the number of delegates depending upon the subscription payable as under :
Provided that where such accounts have not been laid before that annual general meeting, it shall submit a declaration to that effect and if the Executive Committee or Sub-Committee are satisfied, than the member shall be entitled to the vote. (c) The number of delegates/representatives a Corporate/Organisation Member shall be eligible to nominate shall be determined on the basis of the subscription paid by the said Member for the relevant year as on the last date by the which nomination of the delegates/representatives is invited. (d) The Executive Committee shall decide the number of delegates that a Patron Member is entitled to send to the meetings of the ICC India. (e) Each delegates/representative to the Annual General Meeting shall pay such fee as may be fixed by the Executive Committee at its discretion. (f) a) A Patron Member shall be entitled to nominate its representative on the Committee. b) A Corporate Member shall be entitled to nominate candidates and vote in the election of its representatives on the Committee. c) An Organisation member shall be entitled to nominate candidates and vote in the election of the President and Vice President and Committee Member representing Organisation Members category. At the Annual General Meeting to held in the financial year only if he/it satisfies the following conditions : (i) He/it is on the rolls of the membership on the 30th April of that financial year. (ii) He/it has paid subscription for that year including arrears, if any, on or before the last day of May of that financial year. (g) A Patron Member shall be entitled to attend the meetings of the ICC India, and subject to the rules for such meetings shall have the right to take part in the debate but shall not possess voting power. (h) Corporate Members shall be entitled to attend meetings of the ICC India, and subject to the rules for such meetings, shall have the right to take part in debate, but shall not possess voting power except in the case of election of their representatives to the Executive Committtee. QUORUM 16. The quorum present to constitute a meeting, General or Special, of the ICC India shall be not less than one-third of the Organisation Members. ADJOURNMENT OR DISSOLUTION 17. (a) If within half an hour from the time appointed for an Annual General Meeting a quorum be not present, the meeting shall stand adjourned to such day, time and place as may be fixed by the members present. At the adjourned meeting the members present for the time being shall constitute a quorum. (b) If within half an hour from the time appointed for a Special Meeting convened on requisition a quorum be not present, the meeting shall stand dissolved. ELECTION OF REPRESENTATIVES ON THE COUNCIL OF INTERNATIONAL CHAMBER 18. The ICC India shall nominate its representatives on the bodies of the International Chamber. OFFICE-BEARERS OF THE ICC INDIA 19. The ICC India shall, at its Annual Meeting in each year, elect a President and a Vice-President from its own body. 20. The President of the ICC India shall take the chair at all meetings of the ICC India and of the Executive Committee, in his absence the Vice-President. In their absence the meeting shall elect its own Chairman. 21. The ICC India shall, at its Annual Meeting in each year, appoint an Auditor to audit the accounts of the ICC India. EXECUTIVE COMMITTEE 22. The business of the ICC India shall be managed by an Executive Committee composed in the manner set forth in Appenidx A annexed hereto. 23. The Executive Committee shall have power: (a) To perform all executive duties to carry on the work of the ICC India. (b) To take offices for the use of the ICC India, to defray all necessary expenses and to appoint an Executive Director and such other officers as may be found necessary for due conduct of the business of the ICC India with monthly salaries or otherwise. (c) To act in the name of the ICC India, to take such steps as they may consider necessary or expedient for giving effect to the resolutions passed at the General Meetings of the ICC India and generally to exercise all powers and functions of the ICC India not hereby exclusively conferred upon the General Meetings of the ICC India. (d) To appoint such Committees and adhoc Committees, Working Groups, etc., and delegate to them such functions on such terms and conditions as the Executive Committee may from time to time deem fit. (e) To present a report of their proceedings and statement of accounts of the ICC India duly certified by the auditors at the Annual Meeting of the ICC India. MEETINGS OF THE COMMITTEE 24 Meetings of the Committee will be held at such places and at such times as may be fixed by the President. The President shall cause a meeting to be called if so required by at least 10 members of the Committee. 25. The Executive Director, under the direction of the President or the Secretary-General, shall send a notice of every meeting to each member of the Executive Committee and shall mention in such notice any important business expected to come up before the meeting. PROGRAMME OF BUSINEES OF THE COMMITTEE 26. The Executive Director, under the direction of the President or the Secretary-General, shall arrange the business of the meetings and record the minutes of the proceedings. QUESTIONS-HOW DECIDED AT EXECUTIVE COMMITTEE MEETINGS 27. (a) Questions before the Committee shall be decided by a majority of votes of members present. (b) The President may, when he thinks fit, ascertain the opinion of the Members of the Committee by issue of a circular and act in accordance with the views of the majority of the Members of the Committee as so ascertained. PROCEEDINGS OF THE MEETINGS 28. (a) The Secretary-General or the Executive Director shall record the minutes in the Minutes Book, and they shall be circulated among members and signed by the President after confirmation at subsequent meeting of the Committee. (b) Correct minutes of the proceedings of the Committee of the ICC India shall be kept in suitable books which shall be open to inspection by members at all reasonable times. RESOLUTIONS OF THE COMMITTEE 29. (a) Any resolution passed at one meeting of the Committee shall not be rescinded at a subsequent meeting unless due notice is previously given of such intention nor shall any of the Standing Orders be altered, rescinded or added to without such notice. (b) At all meetings, whether of the General Body or of any Executive Committee, Committees, or Sub-Committees, in case of equal number of votes, the Chairman will be entitled to cast an additional vote. QUORUM 30. The quorum present to constitute a meeting of the Executive Committee shall not be less than three members. REGISTER OF MEMBERS 31. A Register of Members shall be maintained in which shall be entered such information about the Members as the Committee may, from time to time, decide. The Register shall be open to inspection during office hours at the office of the ICC India by officers or members on payment of such fees and upon giving such intimation as may, from time to time, be prescribed by the Executive Committee in this behalf. FUNDS 32. The funds of the ICC India shall be deposited in an approved bank and such part thereof as shall not be required for current expenses may, at the direction of the Executive Committee, be invested in securities; such securities shall not be sold or dealt with, except at the direction of the Executive Committee. The account with the bank shall be operated upon by cheques signed by the President, or by the Secretary-General or the Executive Director, as may be authorised by the Executive Committee. BOOKS OF ACCOUNTS 33. The ICC India shall cause to maintain proper acccounts of its income and expenditure and such account shall be open for inspection during office hours at the office of the ICC India by officers or members on payment of such fees and upon giving such intimation as may, from time to time, be prescribed by the Executive Committee in this behalf. DISSOLUTION 34. (i) The ICC India may at any time be dissolved by the consent of 75 per cent of Members of the ICC India entitled to vote and voting in a meeting specially convened for the purpose. (ii) If upon dissolution of the ICC India there remains, after the satisfaction of all its debt and liabilities, any property whatsoever, the same shall not be returned to the members but shall be transferred to another institution having similar objectives as the ICC India. CODE OF CONDUCT 35. The ICC India shall abide by the Code of Conduct that may be laid down from time to time. AMENDMENT TO RULES AND BYE-LAWS 36 (i) The Executive Committee may, from time to time, frame, alter or amend By-Laws for the transaction of business not inconsistent with these Rules and Regulations. (ii) The Rules and Regulations may be added to, altered or amended by a resolution to be passed at a General Meeting of the ICC India provided that not less than two-third of the members shall vote in favour of such addition, alteration or amendment.
Appendix A
Executive Committee 1. The Executive Committee shall consist of the following members :
2. At the conclusion of every Annual Meeting, the President, the Vice-President and all the members of the Executive Committee shall retire. Nomination of Representatives on the Executive Committee by Patron Members. 3. The Executive Director shall ascertain from Patron Members at least six weeks before the holding of the Annual Meeting, the name/s of the representative/s that it wishes to nominate on the Executive Committee. 4. (a) The Executive Director shall ascertain from each Corporate Member at least six weeks before holding of the Annual Meeting as to whether it intends to nominate any of its members for election in place of retiring members of the Executive Committee representing the Corporate Members. (b) Such Corporate Members as intend to nominate any of their delegates for election as aforesaid in Sub-Rule (a) of Rule 4 shall send the nominations to the Executive Director so as to reach him at such address and by such date as may be mentioned in the circular issued under sub-clause (a) of this Rule. (c) Every nomination shall be supported by a declaration signed by a candidate that he has given his consent to the nomination. (d) A candidate shall not give his consent to more than one nomination. If consent is given to more than one nomination, all the nominations will be treated as invalid. Nomination of Representatives on the Executive Committee by organisation Members 5. (a) The Executive Director shall ascertain from each Organization Member at least six weeks before holding of the Annual Meeting as to whether it intends to nominate any of its delegates for election as the President or Vice-President or in place of retiring members of the Executive Committee representing Organization Members. (b) Such Organization Members as intend to nominate any of their delegates for election aforesaid shall send the nomination to the Executive Director so as to reach him at such address and by such date as may by mentioned in the circular issued under sub-clause (a) of this Rule. (c) Every nomination shall be supported by a declaration signed by a candidate that he has given his consent to the nomination. (d) A candidate shall not give his consent to more than one nomination. If consent is given to more than one nomination, all the nominations will be treated as invalid. Withdrawal of Nominations 6. A candidate nominated by a Corporate Member/Organisation Member for election may withdraw his candidature by intimation addressed to the Executive Director and delivered to him before 5.00 p.m. on the day previous to the day of election. Issue of voting papers 7. The President shall cause voting papers to be prepared setting forth the names of candidates for election of the President, Vice-President and the names of the candidates for election to the Executive Committee representing Corporate Members and Organisation Members indicating the number of persons that can be elected. 8. A voting paper shall not be valid if : (i) the name or identity of the delegate or representative exercising the vote is given in the voting paper, or (ii) A delegate or representative casts more votes than he is entitled to. 9. (a) Every Corporate Member/Organisation Member shall have as many votes as the number or delegates it is eligible to nominate to the annual meeting. (b) For the purpose of election for each seat to be filled on the Committee by Corporate/Organisation Members, each Corporate/Organisation Member shall have as many votes as the number of representatives it is eligible to nominate. Where the number of representatives nominated by a Corporate/Organisation Member is more than one, the Corporate/Organisation Member shall indicate, in its nomination of the representatives, the priority in which the representatives will have the right to record the vote, on behalf of the Corporate Organisation Member. If a person other than the first in the order of priority in which the representatives will have the right to vote wants to exercise the vote, he shall declare in writing that the persons higher up in priority will not be voting. Return of Voting Papers 10. The voting papers shall be authenticated by a duly authorized officer in this behalf and shall be issued by the Executive Director on the day of the Annual Session when arrangements for polling have been completed. The Voting papers shall be issued to such of the delegates/ representatives as authorised by the Corporate/Organisation members to receive them and shall be returnable by the delegates/representatives immediately after such issue. Scrutiny of voting Papers 11. Prior to the holding of the Annual Session, the Executive Committee shall appoint two persons as scrutineers other than those directly interested in the election, to scrutinise the voting papers. The scrutineers so appointed shall reject such of voting papers as are not valid and count the votes and shall draw up the election results. In case of an equality of votes, lots will be drawn by the scrutineers to declare the successful candidate. Declaration of Results 12. (a) The results of the election shall be declared at the Session of the ICC India and shall be deemed to be valid as a whole inspite of any irregularity in the observance of these Rules. (b) Persons so declared as elected shall function in spite of any irregularity in the election until such irregularity is established as hereinafter provided. Objections to Election 13 (a) If any Corporate Member/Organisation Member challenges the validity of the election of any particular Member of the Committee, it shall notify its objection to the Executive Director of the ICC India, such notice to reach the Executive Director within 14 clear days from declaration of the results of the election at the Annual Meeting. (b) Such objections will be considered and decided by the Tribunal consisting of three members elected, as stated in the next sub-clause. (c) The Executive Committee shall, before the Annual Meeting takes place every year, select a panel of five persons (whether members of the Executive Committee or not) three of whom will, in the order of priority in which the names are set forth in the list by the Executive Committee, constitute the Tribunal for the purpose of adjudicating on the objections. (d) A person who is interested in the adjudication will not serve on such Tribunal. The President (or, if he is himself interested in the election, the Vice-President) will decide whether a person is so interested or not. (e) The Tribunal will elect its own Chairman and will decide on the objections upon taking of evidence or in a summary manner and adopt such procedure and meet at such place as it may think fit. If the Members of the Tribunal cannot agree upon a place, it will meet at the Office of the ICC India. The decisions of the Tribunal shall be by the opinion of the majority of its Members. In case one member be absent and there be a division of opinion, the decision of the Chairman of the Tribunal shall prevail. (f) The Tribunal shall have the power to uphold or set aside the election. (g) In the event of an election being set aside by the Tribunal, a vacancy shall be deemed to have happened. Such vacancy may be filled by the Executive Committee. Co-option of Members 14. (a) The elected members of the Executive Committee shall have power to co-opt persons as members of the Executive Committee up to a maximum of ten. (b) For the purpose of co-opting members to the Executive Committee, a meeting of the Executive Committee as constituted for the time being, may be held immediately after the Annual General Meeting by an announcement of the time and place being made at the Annual General Meeting by the newly-elected President or the Executive Director in consultation with the President and for this purpose, it will not be necessary to issue any notice. (c) The absence of any member of the Committee shall not invalidate the proceedings of such meeting. Representatives of the ICC India on the Bodies of the International Chamber 15. The Executive Committee shall have power to nominate representatives on the bodies of the International Chamber and such representatives shall be ex-officio members of the Executive Committee. Chairman of Committees or Sub-committees of the ICC India 16. All Chairman of Committees or Sub-Committees appointed from time to time by the Executive Committee shall be ex-officio members of the Executive Committee. 17. By invitation of the President, representatives of the ICC India on the Committee of the International Chamber of Commerce may attend meetings of the Executive Committee, if not otherwise eligible, when the work of their respective Committee is under consideration. 18. The President may invite any person/persons for any/all meeting/s of the Executive Committee considering his/their knowledge on the subject under consideration or the region. Vacancies 19. In the case of any vacancy in the Executive Committee either at the time of ordinary election or caused by death, resignation, leave or otherwise, the Executive Committee shall have power to fill the same. Disqualification of the Member of the Executive Committee 20. A person shall cease to be a Member of the Executive Committee if he is declared insolvent or if he is adjudged to be of unsound mind or if he is convicted of an offence involving moral turpitude.
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