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I. Name- -These rules shall be called the Rules of the Kerala
Health   Research  and  Welfare  Society

2. Definitions - In these rules, unless the context otherwise requires,

  1. "Society   means  the  Kerala   Health   Research and
    Welfare Society.
  2. ''Article"   means   articles  of  the   Memorandum   of
  3. "Governing Body" Means the Governing Body con­
    situated under these rules,
  4.  "Act" means the Travancore- Cochin Literary, Scientific and Charitable Societies Registration Act, 1955.
  5. "Persons" include a body corporate,
  6. "The Government" means the Government of Kerala.

3- Membership. - (a) The members of the Society shall consist of the Officers who have enrolled themselves for the purpose with the sanction of the Government and have signed the Memorandum of Association and also such other officers and persons who may be co-opted in future with the sanction of the Government

(b) All the members shall be Government Servants and will remain as Ex-Officio Members without prejudice to their normal duties in their respective Departments under the Government

(t) No membership lee or admission fee will be levied from the members, and no remuneration will be given to them for then duties as member of the society, except the Managing Director unless otherwise expressly authorized by the Governing Body.

4. Register- of Society: - The Society shall keep a register as provided in section  15 of the Act and such other registers as may be required from time to lime,

5,  Rights   of   Member.- The   rights   arid   liabilities  of the
Members shall be as follows

  1. Membership   in   the   Society   shall   be granted   only to such Government officers as may be nominated by the Government
     from time to time.
  2. Duration  of the membership shall  be for &  period of throe yours  in  the first instance,  \\hich  may be extended according to the decision of the Government, provided that the Government  may terminate the membership of any member at any time, without assigning any reason.
  3. Subject to these Rules, every member of the Society shall have equal rights and equal responsibility in the admini­stration of the Society and its properties
  4. Every member shall be entitled to one non-transferable vole in the meeting of the Society.
  5. Any member who in the opinion of the Government, acts against the interest of the Society or does anything so as to prejudicially affect the name or welfare of the Society shall be removed from the Society by the Government.
  6. Membership in the Society terminates upon death, resignation, removal, retirement or transfer of the member.
  7.  Any member who has been co-opted or nominated to the Governing Body shall not be deemed to be a member of the Society, unless such member is otherwise fit to be a member of the Society.

6. Constituents of the      society –  (1) The Society shall consist

(I}    A General body consisting of all the members of the Society,
(ii) A Government body with not less than 7 and more than 15 persons and consisting of Chairman and Managing Director

The General body of the society shall consist of


(1) All members of the Government Body of the Society as constituted by Government from time to time.
(2) The Chief Engineer, Public Health Engineering Department, Government of Kerala
(3 ) The  Principal,  Medical College. Alleppey.
(4)    The Principal, Medical College, Kottayam.
(2)           The   Minister   in   charge    of Public   Health   of the Government shall be the Chairman.
(3)           The Vice-Chairman shall be appointed by the Chair­man from among The members of the Governing Body     
7. Funds of the Society. (1) The property or funds of the Society shall vest in the Governing Body and shall consist of the following namely: -

  1. Loans from Government and from nationalized Hanks or from any other source approved by The Governing Body.
  2. contributions from Government or any oilier source approved by the governing Body;
  3. lands, buildings, fin mime and other material placed at the disposal of the Society by the Government, or acquired by the Society;
  4. buildings in he constructed by the Society in the
    premises of Government hospitals or elsewhere:
  5. donations and   gifts received  by the Society from private institutions,  firms or individuals or public or private companies, corporations, municipalities, Panchayats and Govern­ments:
  6. receipts by way of rent for the rooms or buildings to be constructed by the Society or otherwise owned by the Society,

2) The funds of the: Society shall he utilized for the general aims and objects mentioned in the Memorandum of Association of the Society,

3) No portion of the- income derived shall be paid or transferred, directly or indirectly by way of dividend, bonus or otherwise how-so-ever or by way of profits to the members of the Society, But nothing herein contained shall prevent the payment of remuneration lo any officer or employee of the Society or to any other person in return for any services actually rendered to the Society or by way of reimbursement of pay­ments made or costs or charges of expenses incurred in or about objects or affairs of or on behalf of the Society.
the Chairman shall have a casting vote. The Chairman and in his absence the Vice-Chairman and if both are absent any other member nominated by the members of the Governing Body who are present at the meeting, shall preside over the meeting of the Governing Body.
4) In case of necessity, the Governing body may take decision after obtaining the written and signed approval of the member by circulation of the papers
5) The   Managing Director who   is a   paid employee shall be a member of the Governing Body and shall have power to vote in the meetings of the Governing Body.
6) The administration and   management of the affairs of the Society shall vest in the Governing Body provided that the Governing Body may delegate such of its powers as may be specified by it to the Chairman or the Vice-Chairman or the   Managing   Director or Committees    Sub-Committees constituted by the Governing Body or to other offices of the Society.
(7) The Managing Director, under directions of the Governing Body, shall convene general body meetings of the Society according Co necessity (not less than once in every calendar year) and the Governing Body shall have the authority to fix the lime, place and agenda for such meetings. The Governing Body shall place before the general body in its annual meeting a true report of its working and a balance sheet of the accounts of the society.
(8) No action of the Governing body shall be called in question in any proceedings or suit before court of law unless such action is manifestly opposed to these rules.
(9) The Governing Body may consul suit committees or sub-committees for any specific purpose and delegate specific authority to such committees or sub- committees. Such committees and sub- committees may contain persons who may not be members of the Government body.
(10) The Governing Body shall be responsible to get the accounts of the society duly audited
(11) The Government body shall have residuary and incidental powers to do and act in the discharge of its duties according to the tenor of the Memorandum of Association and Rules even if there is no specific  provision to that effect in the Rules
(12) (i) The Governing body shall have authority to incur expenditure for all or any of the purpose of the society.
(ii) The Governing Body may inure expenditure in connection with its  activities.
(iii) The members of the Society or the Governing Body or any person invited for any specific purpose shall be entitled to T.A and D.A admissible to them under the rules issued buy the Government from time to time, for attending the meeting of the General Body, the Governing Body or the Committee or Sub- committee s or for any work done in connection of the Governing Body. The Governing Body shall also be entitled to inure expenditure towards refreshment charges for the meetings of the general body or Governing Body or Committees or Sub- Committees.
(13) The Governing Body shall have the following particular powers also:
(a) to receive any voluntary contributions, gifts or grants of money with or without invitation or request for the purpose or benefit of the society.
(b) to expend the funds of the Society in furtherance of the objects or the Rules of the Society or in such manner as they shall consider most beneficial for the purposes of the Society.
(c) to open and maintain a banking account or accounts with any bank or with Government treasuries as may, from time to time to pay, from time to time bedecided and at any time to pay or cause to be paid any moneys forming opart of the assets of the society or otherwise in its control or possession to the credit of any such account or accounts and place or cause to be placed any money under deposit with any bank or treasury and to operate such accounts.
(d) to determine and authorize, subject to these Rules, members of the Governing Body or officers of the Society to sign on behalf of the Society, cheques, bills, receipts, vouchers, contracts and other documents of whatsoever nature so as to bind the governing Body and the Society.
(e) to invite tenders for works and purchase of materials and to enter into contracts on behalf of the Society.
(f) To appoint managers, accountants, construction Mali' clerks and such oilier employees as may be deemed expedient for carrying out the objects of the Society, either by recruitment as per Rules issued under (g) or by deputation from Government Departments,
(g) To make rules regarding the recruitment, pay and allowances and other conditions of service of the employees of the Society.
(J) to delegate administrative and supervisory powers to the Managing Director or ;my other officer or member of the Governing Body.
(i) to examine, watch. promote, support or oppose any action affecting or likely to affect the attainment of the objects of the Society and for that purpose, to petition Parlia­ment, any legislature, any Government Department or/any municipal or local authority or any other authority or person or body of persons,
(j) to encourage and induce by giving financial aid or otherwise to medical and scientific bodies, associations and institutions undertaking works similar to those mentioned as the objects of the Society and to give advice to such bodies about such matters.
(k) to establish libraries and supply them books, reviews, journals/and other publications relating to subjects forming part of the Society's objects.
(I)    to enlist the co-operation of the press and the Public
(m) to arrange for advertisements, if found expedient lo carry out the objects of the Society and for raising funds.
(n)  to purchase, lake on lease or in exchange or otherwise acquire any immovable or movable property and any rights or privileges which may be necessary or convenient for any the purposes of the Society.
(o) to sell- improve, manage, develop, lease, enfran­chise mortgage or otherwise deal with any part of the properly or right in the possession of the Society,
(p) to construct, maintain, pull down, rebuild, add to, alter or improve any houses, buildings, or works necessary or convenient for the purposes of the society.

(q) to borrow or raise any moneys for the purposes of the society on such terms as may be determined.
(r) to transfer all or any part of the property, assets, liabilities and engagement of the Society lo any hospital or any Government Department.
(s) to provide for the pay, Dearness a allowance, Provident Fund, leave and pensionary contribution, re mime ration under the Workmen's Compensation Act, etc., of the paid employees and contribute for their genera! welfare,
(t) to make and, from time to lime, repeal or alter re­gulations not inconsistent with (lie Memorandum of Association and these Rules as to the management of" the Society and the affairs there of and as Lo the duties of any officers or servants of the Society and as to the conduct of business by the Govern­ing Body or any committee or sub committee constituted by the Governing Body.
(u) to arrange for the filing of any suit or other legal proceeding on behalf of the Society and lo defend any against the Society.
11. (1) Chairman; The Chairman of the Governing Body shall be the Ex-officio head of The society. He shall be in over all management the affairs of the Society, subject to the control and supervision of the Governing Body. The Chairman shall also have the power to lake decisions regarding urgent and important mailers subject to ratification by the Governing Body.

  1. ViceChairman:    The    ViceChairman shall,   in   the absence of the Chairman, preside over the meetings of the General Body and of the Governing Body.
  2. Managing Director:    (i) The managing Director shall be in immediate charge of the management of the affairs of the Society subject lo The control and super vision of the Chair­man and the Governing Body.

(ii) The Managing Director may, unit the prior approval in writing of the Chairman Delegate powers and functions of a routine nature to any officers of the Society.
(iii) The Managing Director shall be the custodian and Keeper of the records of the society.

(iv) He shall place before the Governing Body every month a report on the working of the Society,
(v) He shall operate the accounts of the Society in Banks and Treasuries.
(vi) ml- shall perform and exercise such other functions and powers as may be delegated to him by the Governing Body.
(vii)    All correspondence addressed Lo or by the Society shall ordinarily be in the name of the Managing Director. The   Managing   Director shall   place   all   important   corres­pondence before the Chairman,
(viii) The accounts and cash of the Society shall be under the immediate supervision and control of the Managing Director. He shall also be the head of the Society's office
and shall supervise the work and conduct of the office staff
and employees,
(4) The Chairman, Vice-Chairman and the Managing Director shall also have such other powers and shall exercise such other functions as may be delegated to them from lime to time by the Governing Body.
12. Transactions of the Society. - Every transaction of the Society involving money shall be supported by a resolution of the Governing Body except in respect of mailers delegated to the Chairman, the Vice-Chairman and the Managing Director.
13.    General Body - Thefollowing shall be the powers and duties of the General Body: -
(i)    to approve with or without modifications proposal submitted  by the Governing Body;
(ii)   to offer and   resolve  proposals to  be carried out by   the   Governing   Body;
(iii)     to approve the minutes of the Society:
(iv) to approve the decisions and proceedings of the Governing Body;
(v) to have the annual General Body meeting of the Society held as provided in section 7 of the Act at leas! once in a Calendar year or before the expiry of fifteen months from the preceding General body meeting provided that it shall be sufficient to convene thefirst General body meeting before the expiry of eighteen months from the date of the registration of the Society.
(vi)    to approve as such or with modification the annual report of the Society as prepared by the Governing body; and
(vii) to approve as such or with modifications the annual balance sheet and General fund Account of the Society.

  1. Audit. - The Auditors of the Society shall be appointed
    by the Government.
  2. Budget.   The Annual budget of the Society shall be prepared bythe Governing Body and submitted to the   Govern­ment for approval on or before the I5th February every year.
  3. Procedure for Meetings.     (1)    Notice of the annual General Body meeting shall beissued by the Managing Director under the directions of the Governing Body with 14 day’s clear interval between the issue of notice and date of meeting.

(2J Notice of annual General Body meeting shall state the dale, time and place of the meeting and the agenda for the meeting,

  1. From the date of issue of notice, any member shall be entitled to inspect the General fund Account, balance sheet and the registers of the Society at theregistered office of the Society.
  2. Notice for ordinary General Body meeting shall be given 5 days before the date of meeting, specifying the date, time and place of the meeting and the agenda.

(5)   The quorum for annual or ordinary general body meeting shall be twenty per cent of the total members.
6) In case I here is no required quorum for meeting, the meeting shall stand adjourned to a date 7 days hence to be held at the same time and place. Notice for -such meeting shall not be compulsory and for such adjourned meeting the rule pertaining to quorum shall not be applicable.
(7) Any member seeking to move any resolution before the annual or ordinary General body meeting shall give written notice of the resolution to the Society three days before the meeting.

(8)        Every resolution other than a resolution under rule18 of these rules, unless withdrawn shall be seconded by a member and adopted or rejected According to majority vole.
(9)        The Chairman of the Governing Body shall preside over all meetings of the Governing Body and of the Governing Body,   provided  that if for any reason, the Chairman is notable to be present at a meeting, the Vice-chairman and in the absence such person as may be elected by the members of the Governing  Body from  among themselves, shall  preside over
such meeting.
17. Special Meeting.- (1) Fifty per cent of the total members of the Society shall be entitled to request the Governing Body to convene a special general body meeting for specific pur­poses shown in the request. Such request shall be in writing. Upon receipt of such request, the Governing Body shall consider the request and hold a special General Body meeting as early as possible.
(2)    The quorum   for meetings tinder sub-rule  (l) shall he fifty per cent of the total members.
18. Amendments.- Procedure for altering, extending or abridging the Memorandum of Association or Rules of the Society shall be as provided in section 18 of the Act.
19. General. -(I) The provisions of the Travancore-Cochin Library, Scientific and Charitable Societies registration Act, XII or 1955 shall apply to the society in all matters including winding up.
(2) In all meetings, of the Society whenever the division of votes is equal the resolution or issue in vole shall be decided by a casting vote of the Presiding Officer. Every decision of the Society, unless, shall be decided by majority
(3)All contracts or assurances by or on behalf of or in favor of the Society shall be expressed to be made in the name of the Society and shall be executed by the Managing Director
20. notwithstanding anything contained in any of these Articles, the Government may from time to Time issue such directions or instructions as the Government may consider necessity in regard to the affairs or the conduct of the business- of the Society or the Governing Body thereof and in like manner vary and annul any such direction or instruction and the Governing Body shall duly comply with and give immediate effect to the directions or instructions so issued
21.    The following matters shall require the prior approval of the Government.            
(i) Appointment of the post of Managing Director and lo all posts carrying a minimum basic salary of Rs 600 or more.
(ii)    Any   programmed   of capital   expenditure   for   an amount which exceeds Rs. Ten lakhs.
(iii) Agreements involving foreign collaboration pro­posed to be entered into by the Society.
(iv) Sale, lease, mortgage or disposal otherwise of the whole or substantially the whole of the undertaking of the Society.
(v)    Winding up of the Society.
(vi) Foreign tours of officials or the Chairman, Vice-Chairman, Managing Director or any other member of the Governing Body.
(vii)    Rules regarding the conditions of service of the employees of the  Society.
22) In case of doubt regarding the interpretation of any of these rules or any matter regarding the working of the Society, the decision of the Government thereon shall be final and legally binding on the Society subject to the provisions of the Act

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