Articles of Association

of Lasbela Chamber of Commerce & Industry

1. PREAMBLE

Unless the context otherwise requires words or expression contained in these articles
shall bear the same meaning as in the ordinance or any Statutory modification thereof
in force.

2. The chamber for the purpose of registration is declared to consist of unlimited

members.

3. DEFINITION

In these Articles unless there is anything in the subject or context repugnant thereto:

a) “Ordinance” means the Companies Ordinance, 1984.

b) “Articles” means the articles of Lasbela Chamber of Commerce and Industry for the
time being.

c) “Chamber” means “The Lasbela Chamber of Commerce and Industry”

d) “Member” means an Ordinary, Trade Group or Town Association Member.

e) “Bye-laws” means the bye-laws of the chamber for the time being in force.

f) “General Body” means the members of the chamber entitled to attend and vote at
the general meeting of the chamber.

g) “General Meeting” means a meeting of the General Body of the chamber.

h) “ordinary Resolution” shall have the same meaning as defined in the Companies
Ordinance. 1984.

i) “Special Resolution” shall have time same meaning as provided in the Companies
Ordinance, 1984.
j) “Ordinary Resolution” means any resolution passed at an Ordinary General Meeting
by a simple majority of the voters present, by show of hands or if poll is demanded by
a simple majority of the vote given thereat.

k) “Committee” means the Executive Committee of the chamber.

l) “Office-bears” mean and include President, senior Vice President and Vice President
and Members of the Executive Committee.

m) “Office” means the registered office of the chamber.

n) “Seal” means the Common Seal of the chamber.

o) “Year” means the calendar year i.e. from first day of January to 31st day of
December.
p) “Register” means the Register of Members to be kept at the registered office of the
chamber in pursuance of the Ordinance.

q) “Secretary” means the Secretary of the chamber for the time being who shall be a
whole time employee of the chamber.

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4. The chamber is formed for the attainment of the aims and objects contained in the
Memorandum of Association and every members of the chamber shall be deem to
have subscribed to the same.

5. MEMBERSHIP

There shall three classes of members namely Ordinary Members, Trade Group
Members and Town Association Members.

A) i) ORDINARY MEMBER
The Commercial and Industrial Concern, Whether Sole Proprietorship, Partnership
time, Company or any other company or any Concern shall be eligible for the
membership as an Ordinary Member of the Chamber, provided that they have their
Registered Office or Head Office or Branch Office, Headquarters, Principal place of
business or manufacturing plant, industries, workshops, business centre, located
within the territorial jurisdiction of the Chamber, as may be defined by the
Government from time to time.

ii) The Membership of the chamber shall be for a period of one year, renewable on
furnishing proof of a return of income or statement U/S 143 B under the Income Tax
Ordinance, 1979 for the latest preceding assessment year by the Member, whether
individual, firm or company. However the Companies / Concerns established after 30-
6-1994 shall be exempt from the aforementioned requirement for the first renewal
but such renewal would not grant them the voting right. The members of chamber
who are exempt from payment of Income Tax or if their income falls below the
taxable limit will be allowed to produce exemption certificate or copy of tax coupons
etc. In lieu of filing of return or income or statement U/S 143 B of Income Tax
Ordinance.

B) TRADE GROUP
Those interests which do not find it possible to become Ordinary or Associate Member
of the chamber individually may join themselves in Trade Groups representing such
interests in trade or industry which have no separate all Pakistan Association, Such
Groups whether licensed or not licensed under the Trade Organization Ordinance,
1961 (XLV of 1961) shall be eligible to become Group Members of the chamber.

PROVIDED that if an All Pakistan Association representing any specific trade and / or
industry is licensed by Govt. The membership of the Trade group representing that
trade and / or industry shall be terminated by the chamber. Provided further that
Branch Offices or Zonal Offices of All Pakistan Association may also join this class of
membership with the permission of their head offices.

C) TOWN ASSOCIATION

Town Association licensed by the Govt. under the Trade Organizations Ordinance,
1961 (XLV of 1961) representing the interests of Traders and Industrialists of the
Towns falling in the jurisdiction of the chamber shall be eligible to this calls of
membership. Provided that Town Association will also be entitled to become Ordinary
Members of chamber directly.

6. NOT more than one representative of a member shall be entitled to take part in the
voting at any meeting of the chamber. A representative of an Ordinary Member shall
be associated with the member either as a partner proprietor or in the case of a
corporation as a Director. A member may replace his representative by notifying the
name of his new representative in writing to the chamber. Provided that
representative of the Ordinary Members whether firms, companies or corporations
shall be entitled to contest election for the membership of the Executive Committee.

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7. Trade Groups and Town Associations shall nominate their representative from
amongst their own members for the full term of one year. The representative so
nominated shall not be changed during the year unless he ceases to be a member of
the Trade Group or Town Association as the case may be, nominated by the Trade
Group or Town Association to representative it for the remaining period of the year.

8. APPLICATION FOR THE MEMBERSHIP

Every application for membership shall be forwarded to the secretary on the
prescribed form accompanied with the admission fee and subscription for the first
year along with the following documents;-

a) In case of limited company : copy of Memorandum / Articles Certificate of

Incorporation and latest copy of Form – A of Companies Ordinance, 1984.

b) in case of Partnership firm : copy of Deed of Partnership and certificate (i.e.)

Extract of Registers of Firm;

c) All the members shall also provide copy of (1) NTN Certificate (2) NIC of the
authorize representative of the Member, (3) Rent Receipt if the member is working in
a rented place in proof of ownership of the property (4) Factories Act or Shop Act
Registration Certificate.

9. The Secretary shall on receipt of the same place it before the Executive Committee
of the chamber for decision in accordance with the provisions of these Articles. The
Executive Committee may reject any application for membership without assigning
any reason. If the applicant is not admitted as a member the admission fee and
subscription shall be refunded to him. In case an application for membership is
rejected by the committee on fresh application from that applicant shall be
entertained for a period of one year form the date of such rejection.
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10. ANNUAL SUBSCRIPTION AND ADMISSION FEE

Every Candidate for membership shall pay admission fee and Annual Subscription in
accordance with the scale set-forth below:

Class of Members Admission Fee Annual Subscription

a) Ordinary Member Rs. 5,000/- Rs. 3,000/-
b) Trade Group Rs. 10,000/- Rs. 5,000/-
c) Town Association Rs. 10,000/- Rs. 5,000/-

10. PAYMENT OF ANNUAL SUBSCRIPTION

The Subscription shall be paid annually in a lump sum in advance and shall become
payable on the First January each year. In the case of those enrolled during the
course of the year, the following procedure shall be adopted.

a) Those enrolled during the period between 1st January and 30th June shall pay the
full amount of subscription prescribed in Article 10.

b) Those enrolled during the period from 1st July to 31st December shall pay half the
amount of subscription prescribed Article 10.
c) No reduction in the Admission fee shall be allowed in any case.

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12. a) If any member fails to pay the membership subscription at least by the 31st
January each year, the name of such member shall be automatically struck off the
register and he shall cease to be a member of the chamber with effect from the 1st
February, provided that one months advance notice before the date on which the
subscription falls due for payment shall be sent by the Secretary to all members of
the chamber and shall be sent by the Secretary to all members who fail to pay their
subscription by the 20th January making it clear that they shall cease to be member if
the failed to make payment at the latest by 31st January Provided further that a
member who has ceased to be member due to non-payment of his subscription shall
nevertheless remain liable for payment of all the dues of the chamber. Provided
further that a member who has so ceased to be a member shall not be readmitted
unless he has paid the admission fee afresh and cleared all the dues outstanding
against him.

b) In addition to Annual subscription, the Executive Committee shall have power to fix
compulsory donation to be collected for any charitable work and welfare project
sponsored by chamber, which may not exceed Rs. 5000/- per member per annum
and / or also fix fees / charges for service provided and / or impose any levy on its
member for the welfare / promotional work of chamber.
13. REGISTRATION, REMOVAL AND EXPULSION FROM THE MEMBERSHIP

a) Any member may resign from the chamber by giving 30 days notice in writing to
the Secretary and upon expiration of the notice period he shall cease to be a member.
The member who has resigned or whose name has been removed from the register
for non-payment of subscription or expulsion from the chamber shall remain liable to
pay all dues to the chamber upto the date of resignation, removal or expulsion from
the chamber.

b) Any member who has resigned or whose name has been removed from the
register or has been expelled form the chamber shall not be entitled to get refund of
any money paid to the chamber.

c) A member shall be liable to be fined upto an amount equal to that of the annual
subscription paid by him or expelled from the chamber or his rights and privileges
withdrawn for any of the following reasons by a resolution of the executive committee
passed in a meeting specially convened for the purpose by 2/3rd majority of the
members present in persons :

i) Neglect or refusal to submit to abide by, or carry out any decision of the Executive
Committee.

ii) Indulging in unethical practices in the field of trade, commerce or industry.

iii) International violation of the rules & regulations or bye-laws of the chamber.
Failure to pay arbitration fee, fine or any other due demand of the chamber.

PROVIDED that a member shall not be expelled by the Executive Committee unless
he has been given an opportunity of explaining his position in writing and / or in
person.

PROVIDED FURTHER that the member so expelled shall have the right to appeal
within 30 days form the date of expulsion to the General Body of the chamber.

PROVIDED FURTHER that when such an appeal is made by the member, the Executive
Committee shall arrange to convene a meeting of the General Body within 30 days
from date of receipt of the appeal and the decision of the General Body in the matter
shall be final and conclusive.

d) A member shall cease to be a member of the chamber for any of the following
reasons:-
i) if he is expelled from membership as per clause C above ; or

ii) if he resigns from his membership; or

iii) if he fails to pay annual subscription at the latest by the 31st January; or

iv) if any change is made in the conventional or corporate name of the Firm,
Company, Corporation or Group or Town Association ; or
v) if he is found to be of unsound mind by a Court of Competent jurisdiction ; or

vi) if he is adjudged insolvent ; or

vii) if he is convicted of any offence involving moral turpitude; or

viii) if he closes or transfer his business to any place outside the jurisdiction of this
chamber.

e) No firm, company or corporation shall cease to be a member of the chamber by

reason only of a change in its constitution caused by the admission, retirement or
death of a Partner provided that the business of the company or corporation is carried
on in the conventional name in which such firm, company or corporation was elected
to be member of the chamber.

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14. RESTORATION OF THE MEMBERSHIP

A member who has been removed from the Register due to expulsion, resignation or
non-payment of subscription shall eligible for re-enrolment on payment of the
admission fee fresh and all arrears outstanding against him. Provided that a member
who is expelled from the chamber shall not be re-admitted before the expiry of one
year from the date of expulsion and that too if the Executive Committee decides by
2/3rd majority in favour of his re-enrolment.

15. RIGHTS AND PRIVILEGES OF MEMBERS

Subject to the provisions of these articles or any bye laws and / or rules of the
chamber for the time being a member shall among others, have the following rights
and privileges:-

a) To obtain copies of annual report and audited accounts of the chamber;

b) To receive all publications of the chamber either free of cost or at such reduced
rates as the committee may from time to time decide;

c) To have free use of the Library of the chamber ;

d) To be present and discuss and vote at any General Meeting on any question
refereed to such General Meeting or to give opinion on any question referred to the
General Body of members in writing of otherwise;

e) To stand propose and / or second other qualified member(s) for election on the
executive committee or other committees, or to join any deputation on behalf of the
chamber, and to cast his vote in all the meetings;-
f) To stand for election as representative of the chamber to any public or private
body;

g) To seek assistance and help from chamber in obtaining statistical or other

information for the protection and advancement of business and to receive such
information, as may be available regarding trade inquiries or other measures affecting
the trade;

h) To get and / or receive assistance from the chamber for securing all reasonable
facilities in the development and the advancement of his trade and for the redress of
all reasonable grievances;

i) To see the Minutes Book of the Executive Committee meetings for which a notice of
at least seven days shall be given to the Secretary who shall seek the permission of
the Executive Committee or if that is not possible, of the president in writing.

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16. RESPONSIBILITIES AND OBLIGATIONS OF MEMBERS

Every member shall have the following responsibilities and obligation;

a) To make every effort to carry out the aims and objects of the chamber as set forth
in the Memorandum of Association ;

b) To carry out and abide by the rules and regulations of the chamber as laid down in
these Articles or in the bye laws that may be framed from time to time ;

c) To submit as far as possible all complaints, appeals etc. In writing to the

Secretary ;

d) To pay the annual subscription of the chamber regularly ;

e) To bring to the notice of the Executive Committee any matter likely to cause any
loss or harm to the interest of the chamber in whatsoever manner ;

f) To accept and abide by the decision of the Executive Committee in all matters,
provided that an appeal against the decision of the committee can be made to the
General Body and that the decision of General Body shall be final ;

g) To convey to the Executive Committee all such information as may be necessary

for promoting the aims and objects of the chamber;

h) To take part in the deliberations of the meetings of the chamber, which he is

entitled to attend and to abide by the rules framed for the conduct of the business of
the meetings from time to time;

i) To assist and cooperate with the Executive Committee in eradication of unethical

business from the field of trade commerce and industry.
17. REGISTER OF MEMBERS

a) A Register of Members shall be maintained at the registered office of the chamber

in which shall be set forth the names, addresses and other particulars of all members
together with those of their representative for the time being, and in which all change
in membership from time to time taking place shall be recorded. There shall be an
entry in the register indication the nature of business carried on by each member
together with the names of the representative(s), if any,

b) Every member shall have the right of inspection of the register and, if he is not
satisfied with the entry or entries made therein, he may request the Secretary in
writhing for necessary correction to be made in it.

18. The Town Association and Trade members shall be treated as single entities each
for the purpose of service and advice of the chamber but they shall notwithstanding
anything contained in Article 15 be supplied with five copies of the chamber’s
circulars, publications etc, Meant for free distribution.

19. For the purpose of certification of documents of the members of Town Association
and Trade Group, the rates of fee charges by the chamber shall not be more than
10% higher than the rates fixed for the Ordinary Members.

20. For the purpose of certification of the status of members of Town Association and
Trade Group, the chamber shall make it clear that they are members of the Town
Association or Trade Group, as the case may be, affiliated to the chamber and not
members of the chamber directly.

21. The Town Association and Trade Group members shall normally correspond with
the Federal Government through the chamber.

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MANAGEMENT

22. The management of the affairs of the chamber shall be vested in body called the
Executive Committee and shall, subject to the note below Article 23, consist of :

president 1
Senior Vice President 1
Vice President 1
Members 16
TOTAL 19

23. The different classes of members shall subject to the note below, have the right
to elect the following number of representatives belonging to their own class on the
Executive Committee.

i) 15 to be elected by Ordinary Members:

ii) 2 to be elected by Town Association; and
iii) 2 to be elected by Trade Groups.

NOTE

a) There shall not be more than one representative on the Committee for every Four
Ordinary Members. If the strength of Ordinary Members is less than 60, the strength
of the Committee shall stand reduced by one for every five ordinary members or
fraction thereof, that may fall short of the strength of 60.
b) There shall not be more than one representative on the Executive Committee for
each Town Association or Trade Group to maximum of two representative each from
Town Association and Trade Groups irrespective of any higher number of Association
and Group in the area of the chamber. If the number of the Town Association and
Trade Group in the area covered by the chamber is less than two each, their
representation on and the total number of seats of the Executive Committee shall
stand temporarily reduced accordingly.

24. The first Election of the chamber in terms of these Articles shall be held within a
period of 90 days from the date of incorporation of the chamber.

25. RESPONSIBILITIES AND POWERS OF THE EXECUTIVE COMMITTEE

Ordinarily the responsibilities and powers of the Executive Committee shall be as

under;

a) To carry out all the rules, aims and object of the chamber.

b) To sanction expenditure to meet the emergencies and requirements over and

above the annual budget.

c) To look after and manage all the properties, movable and immovable held by the
chamber for itself or in trust.

d) To purchase, take on lease or under lease or otherwise acquire any land, building,
house or any other immovable property in any place falling under the jurisdiction of
this chamber as may be required or deemed necessary or expedient for the purpose
of the chamber.
e) To maintain and prepare proper accounts and balance sheet, and place the said
account in the Annual General Meeting for approval and to make arrangements for
the annual elections of the chamber and submit Statutory Returns to the authorities.
f) To appoint Sub-committee(s) if considered necessary for any special purpose, to
call for reports on any particular matter and generally to supervise the works of the
office bearers and any sub-committee.

g) To cooperate with other person or persons or any incorporated organization of

trade and industry in Pakistan in the interest of the chamber.

h) To seek interview with the Govt. high dignitaries and foreign businessmen and to
invite them to the chamber and to make suitable arrangements to receive them.

i) To collect donations for and on behalf of the chamber and to raise funds and loans
in the case of emergency and to make necessary rules for the same from time to
time.
j) To seek admission and / or affiliation with the Federation of Pakistan Chamber of
Commerce and industry with a view to promoting the objects of the chamber.

k) To approve or reject membership application.

l) To appoint Secretary and such other paid staff as may be considered necessary for
the efficient functioning of the chamber and to regulate their term and conditions of
service.

m) To take effective steps for eradication of unethical business practices from the
field of trade, commerce, and industry as mentioned in clause 3 (x) of the
Memorandum of Association.

n) To convene meetings of the General Body to place before it for consideration any
resolutions concerning trade, commerce and industry and to make recommendation
for farming for bye laws, rules and regulations and for amendments in them
Memorandum and / or Articles of Association.

o) To defray the expenses of the delegates selected by the Executive Committee to

represent the Chamber at any Government, Semi Government, Local or Public Bodies
or to attend any conference or meeting at any place in Pakistan which may be either
directly or indirectly connected with the activities of the chamber.

p) To commence, institute, prosecute or defend all such actions or suits as the

Executive Committee may deem necessary and to compromise or submit to
arbitration any action, suit or dispute or difference as it may think fir.

q) To delegate any of its powers to the President or to the Secretary as it may deem
necessary.

r) To remove or expel such expelled members in accordance with these Articles.

s) And generally to adopt and to carry out such measures, not inconsistent with the
Memorandum and Articles of the Chamber as may be necessary from time to time in
order to achieve the aims and objects of the chamber.

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26. PROCEEDINGS OF THE EXECUTIVE COMMITTEE MEETINGS

The meeting of the Executive Committee shall be held as often as the consideration of
business may require and at least once in every three months.

27. Notice of at least seven days specifying the place, date and hour of every such
meeting as well as the general nature of business to be transacted shall be given.
Non-receipt of Notice by any member due to miscarriage of post or otherwise shall
not invalidated any proceedings of the meeting. In the case of an emergent meeting,
shorter notice may be given.

28. Eight members (including office bearers) of the Executive Committee shall from a
quorum. No business shall be transacted unless the quorum of members is present at
the commencement of the meeting, if within half an hour from the time appointed for
the meeting a quorum is not formed, the meeting may be adjourned to the same day,
hour and place next week, if not otherwise decided by the members present, when no
quorum will be necessary.

29. The President shall preside at every meeting of the Committee. If he shall not be
present within 30 minutes of the time fixed for the meeting, the Senior Vice President
shall preside and if he is also not present, the Vice President shall preside. If none of
them be present, the members present shall elect some one from among themselves
to preside at that meeting.

30. In the case of equality of votes at a meeting the president shall have second or
casting vote except in a meeting held for election of office bearers.

31. If the difference of opinion between the various class of members cannot be
solved on any matter on which Government may have called for advises, the
respective classes of members shall have the right to have their view points
forwarded to the government through the chamber. Provided that the views of all
classes of members shall be forwarded by the President in one and the same
communication on each subject or occasion.

32. Minutes of all the meetings shall be recorded regularly and properly by the
Secretary in a Minute Book of the chamber, which shall be signed by the President or
whosoever presides at the meeting.

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33. ELECTION OF OFFICE BEARERS AND THEIR TERM OF OFFICE

a) Subject to the Note below Article 23, each class of members shall be entitled to
elect only such number of representatives as is fixed for it on the Executive
Committee for a term of three years except for the first two years.

b) The election of the Executive Committee shall be held by secret ballot and the final
result shall be officially announced at the General Meeting of the Chamber called for
this purpose within fifteen days of the date of polling but before or on 30th
September. The office bearers for the preceding year retire and the newly elected
ones shall take their respective at the Annual General Meeting.

c) The President, the Senior Vice President and the Vice President shall be deemed to
have been automatically retired form their respective offices on completion of their
annual term of offices, but for the purpose of continued representation of the
Executive Committee they shall be treated at par with other members of the
Committee.
d) If the number of representative belonging to different classes of members on the
Executive Committee is divisible by 3, 1/3 of the representative shall retire every year
and shall be those who have completed their term of office for three years on the
Committee. Provided that those to retire on the completion of the fist and the second
yearly terms immediately after coming into force of these Articles shall be determined
as follows ;

i) On completion of the first year; The names of 1/3rd representatives to retire shall
be drawn by ballot by the executive committee.

ii) On completion of the Second year; The names of 1/3 representative to retire shall
be drawn by ballot from out of the 2/3rd representative who continued in Office on
completion the First Year.

e) If the number of the representative belonging to any class of members on the

committee is not divisible by 3, say the numbers is 4 or 5, the following procedure will
be followed in respect of the retirement and election of his / their substitute(s) ;-

No. of Representative No. of Representative to

On the Committee retire on Completion of :
1st Year 2nd Year 3rd Year
4112
5122

provided that in such cases the number of representative to retire shall be determined
and announced by the Executive Committee while circulating the program of the
Annual Election of the Chamber.

f) Each class of member shall elect the number of representatives required to fill the
vacancies caused by retirement of their representatives except that at the time of the
first election to be held after the introduction of their own class (as laid down in
articles 23 subject to the note below that Articles).

g) The representative elected under clause (f) above together with those continuing
on the committee under clause (d) or (e) shall then election from their own number
one President. One Senior Vice President and One Vice President of the chamber the
remaining representative being called Members of the Executive Committee Provided
that on the occasion of the election, the President, Senior Vice President and the Vice
President shall be elected by and form amongst the total strength of the
representative elected on the Executive Committee under these Articles.

h) Casual vacancies of members shall be filled by co-option by the executive

committee from amongst the class of members to which the out-going member
belonged. Those of the president shall be filled by the committee by election from
amongst its existing members and the resultant vacancy of the member (s) shall be
filled by co-option.

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EXPLANATION
“The Term” “Casual Vacancy” shall include all vacancies occurring for any reason,
after the announcement of the results of the Annual Election.

i) i) A member shall be eligible to serve as President, Senior Vice President and Vice
President for one year each and shall be eligible to seek re-election of the after a gap
of one year.

ii) On the expiry of fixed tenure period, the President, Senior Vice President will
automatically cease to be the President, Senior Vice President and Vice President and
shall band over the charge of his office to the newly elected office bearers or the
Executive Committee of the Chamber if the Election have not been held.

j) i) On completion of the term the retiring member of the Executive

Committee shall not be eligible to stand for election or co- option for the committee in
any representative capacity for the next two years.

i) No Town Association or Trade Group shall be entitled to be represented at the

Election except through one of its own member.

k) The Executive Committee holding office for the time shall fix a date between the
1st July and 30th September, each year, for the election of the required number of
members for the new executive committee and the Secretary shall cause notice of the
date so fixed to be issued to all members of the chamber. The date for the Annual
General Meeting shall be fixed and notified at least 30 days in advance.

l) i) The Secretary of Chamber along with the issuance of the election schedule shall
display a list of all members eligible to vote along with their national tax number and
the name of their representative.

ii) The changes, if any, regarding name of representative appearing in the list of
voters shall be sent to the Secretary of the Chamber along with necessary proof of
eligibility within seven days of the announcement of election schedule.

iii) The members who have any objection to the entries / charges in the list of voters
shall send their objections in writhing to the Secretary within seven days of the
issuance of the said list.

iv) The secretary will intimate action on the objections or charges sent by members
within seven days from the last day under preceding clause.

m) i) In case of any dispute pertaining to the eligibility of a member the matter may
be referred to the Scrutiny committee of the Chamber by any person aggrieved by
the decision of the Secretary of the Chamber within three days, which will decide the
case within seven days.

ii) Within seven days of the decision of the scrutiny committee on such reference and
the changes if any, otherwise allowed by the secretary, a copy of final list of voters
shall also be submitted to the Director Trade Organization, forthwith.

n) Within seven days of the issuance of the final list of voters, any person who is
eligible to contest the vacant post, shall send his nomination duly proposed, seconded
and signed by the candidate to the Secretary on the prescribed form in accordance
with the Articles of Association or rules of the Chamber.

i) The ballot papers shall have duly numbered counterfoils and the voters shall sign or
affix, thumb impression thereon in the presence of poling officer before the issuance
of ballot papers to him / her.

ii) A member shall be eligible to vote in election of chamber after completion of one
year of membership provided such a member fulfills the condition stipulated for the
renewal of membership and the change of class of membership, if any, has been
notified by the secretary with the approval of Executive Committee at least three
months prior to the announcement of election schedule.

iii) Every member eligible to vote shall deposit with the Secretary, the specimen
signature card along with his / her photograph indicating his / her status in the firm,
company or concern. The right to vote shall be allowed only to the proprietor, partner
or the director of the member firm or company, or a person not below the rank of
General Meeting authorized by the Board of Directors of a Public limited company or a
Multinational company, as the case may be

iv) The proprietor, partner or Director of the member firm or company, concern or a
person not below the rank of General Manager authorized by the Board of Directors of
public limited company or a multinational company shall be entitled to cast his / her
vote at the time of election only if his or her name has already been registered with
the Secretary and his name appears on the list of voters. However, in the cause of
Associated Bodies, Associations of person, a society or a trust etc, the member may
be represented by an authorized person who is a member of its Governing Body.

v) Neither postal ballot nor proxy will be allowed.

vi) The Executive Committee shall approve the election schedule and appoint Scrutiny
Committee a returning officer, scrutineers and polling officers who shall be other than
those contesting the election.

vii) The Returning Officer as appointed shall be inchargeof all arrangements

connected with such, election, including counting of votes and announcement of
results in the presence of polling agents of the candidates.

p) i) It shall be the duty of the Polling Officer to see the original identity card issued
by the Chamber or National Identity Card or Passport or any other mode of
identification of the voter and write and number thereof on the counterfoil.

ii) After comparing the signatures and photographs with the specimen signature cards
the polling officer shall hand over the ballot paper to the voter.

q) i) The ballot paper shall be signed by the Secretary or an officer of the Chamber
duly authorized by the Secretary in this behalf and shall also be signed by the polling
officer at the time when it is issued.

ii) The voter shall not be allowed to leave the booth after the ballot paper has been
handed over to him until and unless he or she has inserted his / her ballot paper in
the box placed before the presiding office / polling officer and polling agents of the
candidates.

iii) Adequate arrangements shall be made to maintain the secrecy of the polls.

iv) Proper account shall be maintained by a designated officer in respect of ballot

papers including used, unused, tendered, challenged or stray ballot papers.

v) The challenged votes shall be kept in a separate sealed envelope duly signed and
sealed by the Polling Officer.

vi) The Returning Officer shall decide about the challenged votes after verification of
necessary information from the member firm, company or concern before the official
announcement of the results.

vii) Counting of votes shall take place immediately after the polling hours under the
supervision of polling officer in presence of polling agents of the candidates, if any, at
the designated sites.

viii) Provisional results may be declared by the returning officer immediately after the
counting of votes is completed.

ix) In the event of quality of votes between two or more candidates a lot shall be
drawn by the Returning Officer in the presence of candidates or their authorized
representatives / polling agents of such candidates and a record of the result thereof
shall be made.

x) The announcement of election results within the meaning of section 9 (2) (e) of the
Trade Organizations Ordinance shall be made in the General Meeting called for this
purpose within fifteen days of the announcement of the provisional results but in no
case later than 30th day of September.

xi) The record of elections shall be opened for inspection upon an application made in
this behalf by the candidate within seven days of the date of polling and approved by
the Director Trade Organizations.

r) The Secretary shall summon meeting of the Executive Committee members

consisting of newly election and continuing members for the purpose of election of
office-bearers as provided hereinafter.

s) Not less than two days before the date of Annual General Meeting the Secretary
shall give Notice in writing to the candidates declared elected as members in
accordance with the provisions herein before provided as well as to those who are to
continue on the new committee under Clause(d) or (e) above for the purpose of
election of the President the Senior Vice President and the Vice President.

t) The election of the President, the Senior Vice President and the Vice President shall
be held as follows:-

Subject of the provisions of clause (g) above the members of the committee shall
from their own number, nominate person for holding offices of the President, the
Senior Vice President and the Vice President. Each member will cast his vote
simultaneously in favour of three candidates for the three offices. The person
receiving majority of votes for the office of President will be first declared elected
President for the Office. The person receiving the majority of votes for the office of
the Senior Vice President shall thereafter be declared elected as Senior Vice President,
the Vice President shall be similarly elected by a majority of votes. If there is only one
nominee for a particular office, he shall be declared elected without the process of
election laid down is this Article.

u) No member shall vote for more than the number of vacancies available for his class
of membership on the Committee. Provided that on the occasion of the first election
votes shall be given in favour of 15ordinary members, 2 Town Association Members
and 2 Trade Group members by members belonging to the respective classes subject
to the note below Article 2-3. provided further that if the required number of
members belonging to an class have not been enrolled the number of votes to be cast
shall stand reduced accordingly and in that event, the retied members of the class
shall be eligible to stand for re-election.

v) Accidental error or omission to send any notice, nomination papers etc. To any
member shall not invalidated the ballot or election.

w) The candidates who receive the largest number of votes shall be deemed to have
been elected.

x) In the event of equality of votes between two or more members the panel of
scruitinisers shall decide the case by drawing a lot. The member in whose favour lot is
drawn shall be declared to have been duly elected.

y) Two representatives of any one member firm shall not be elected on the
Committee at the same time.

z) No member who has not paid his subscription before the election takes place, shall
be eligible to stand for election or to exercise his right of vote.

aa) Every member of the chamber shall be entitled to one vote only Provided that at
the time of election he shall be entitled to use his vote in favour of as many
candidates as there may be vacancies for his class of members.

bb) Only such members as have been enrolled one year before the date of election
shall be entitled to vote or stand for election or nominate candidate for election.

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34. GENERAL MEETINGS:

The Extraordinary General Meeting of the chamber shall be held within 9 days from
the date of incorporation of the Chamber and the first Annual General Meeting shall
be held within 18 months from the date of in incorporation, and thereafter once at
least in every calendar year at such time and date as may be determined by the
Executive Committee, but in any case not more than 15 months shall elapse between
any two general meetings an within 6 months from the date of closing of its annual
accounts. Such meeting shall be called Annual General Meeting.

35. The following business shall be transacted at the Annual General Meeting:

a. Confirmation of the minutes of the last General Meeting.

b. Presentation and adoption of the Annual Report of the chamber.

c. Presentation and confirmation of duly audited statements of accounts and passing

of the budget for the ensuing year.

e. Appointment of Auditors for the ensuing year and to fix his/their remuneration.

f. Announcement of the names of the office-bearers elected for the New Committee.

g. Any other business, notice of which may have been given to the Secretary 10 clear
days before the date fixed for the Annual General Meeting, or such other business as
may, with the prior permission of the chair, be placed before the meeting.

36. The meetings of the General Body of the chamber, other than the Annual General
Meeting, shall be called Extraordinary General Meetings and shall be held at such time
and place as the Committee may deem convenient for the disposal of the business of
the chamber.

37. The committee shall upon requisition in writing by at least one-tenth of the tatal
number of members, convene an Extraordinary General Meeting and such meetings
shall be called within 30 days from the date of receipt of such requisition and a notice
of such a meeting under the signature of the Secretary shall be circulated among all
the members for their information at least 21 days before the date fixed for the
meetings.

38. If the Secretary dose not proceed within 30 days form the date of the requisition
so made to cause a meting to be called, the requisition or a majority of them may
themselves call a meeting, but in either case the meeting so called shall be held
within three months form the date of requisition. Every meeting so called by the
requisitionists shall be called in the same manner or as nearly as possible in which the
meetings are to be called bay the Secretary.

39. Any requisition for an Extraordinary meeting shall express the object of the
meeting and must be signed by the requisition and shall be sent to the Secretary at
the Registered Office of the chamber by registered post acknowledgment due.

40. Every question submitted to a General Meeting shall be decided by a majority of

the members present and voting at such a meeting provided that in the event of
difference of opinion, on ordinary resolution shall be deemed to have been adopted
unless it has been carried by the majority of the votes of members present in person
or by proxy and entitled to vote on such resolution.
41. Notwithstanding anything contained in Article 39 no special resolution particularly
concerning amendments to the Memorandum and Articles of Chamber shall be
deemed to have been carried unless it has received to votes of three fourth majority
of members.

42. One-fourth of the total members present shall form quorum for the general
meeting and no business shall be transacted at such meeting unless there is a
quorum.

43. At least 30 days notice for an Annual General Meeting intended to pass ordinary
resolutions and at least 21 days notice for an extraordinary general meeting intended
to pass special resolutions, specifying the place date and hour of the meeting shall be
circulated to all the members, Non-receipt of such notice by any member shall not
invalidate the proceedings at such meetings.

44. The President shall preside over every General Meeting of the chamber and in his
absence the Senior Vice President and if both of them be absent the Vice President
shall preside over such meeting, If the President the Senior Vice President of Vice
President be not present within 30 minutes of the time fixed for the meeting, the
members present may elect some one form among themselves to preside over the
meeting.

45. If within half an hour from the time appointed for an extraordinary general
meeting or annual general meeting the quorum is not formed, the meeting, if
convened upon requisition, shall be dissolved, but in any other case it shall stand
adjourned to the same day in the next week at the sale time and place and no
quorum shall be necessary to transact business on the Agenda.

46. At any general meeting unless a poll is demanded by at least four members, a
declaration by the President that the resolution has been carried, and an entry to that
effect in the book of the proceedings of the Chamber shall be conclusive evidence of
the fact without proof of the number or proportion of the votes recorder in favour of
or against the resolution.

47. If a poll is demanded in the manner aforesaid, the same shall be taken in such
manner as the President may direct and the result of the poll shall be deemed to be
result of the meeting at which the poll was demanded.

48. In the case of an equality of votes, whether on a show of hands or on a ballot, the
President of the meeting at which the show of hands take place or at which a ballot is
demanded, shall exercise a casting vote. This right of President shall not be used in
the meeting of Election of Office-bearers.

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49. The president may, with the consent of the members present, adjourn the
meeting from time to time and from place to place but no business shall be
transacted at any adjourned meeting other than left unfinished at the meeting from
which the adjournment took place.
50. Minutes of the proceedings of all meetings of the Chamber shall be recorded by
the Secretary in a Minutes Book to be kept by him for this purpose. This book shall be
open o inspection by any member of the Chamber at any reasonable time.

51. Every resolution duly passed at any general meeting shall be binding upon all the
members of the Chamber.

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52. POWERS AND RESPONSIBILITIES OF PRESIDENT, SENIOR VIDCE PRESIDENT

AND VICE PRESIDENT.

THE PRESIDENT
i) The president shall be the Chief Executive of the Chamber. He shall, whenever
possible preside over all meetings and lead all deputations and delegations. In a
General Meeting he may address the members on such subject as he may deem
necessary.

ii) He shall also perform such other duties as may be incidental to his office,
particularly of the following.

a) He will release statements to the press, Communicate with or arrive at

understanding with Government in relation to issues affecting the welfare or
prosperity of the members of the chamber;

b) He or his nominee will represent the chamber on all government commissions,

boards committees.

c) He will have the authority to write off any item upto the value of Rs. 1000/-
( Rupees One Thousand Only ) expenditure on any one item upto Rs. 2000/- out of
the imprest account of Rs. 5000/- to be maintained by the chamber, without the prior
approval of the committee. Expo facto approval of the committee will however be
obtained by him at the next meeting of the committee in respect of all the
expenditure exceeding Rs. 2000/- ;

d) All cheques will be signed jointly by any two out of the president, Senior Vice
President and Executive Committee member authorized in this behalf.

53. SENIOR VICE PRESIDENT AND VICE PRESIDENT

In absence of the President, the Senior Vice President shall have the power and shall
perform the duties of the president. In the absence of the president and the Senior
Vice President, the Vice President shall have the powers and shall perform the duties
of the president.

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54. SECRETARY

The Secretary, who shall be a regularly paid, whole-time employee of the chamber,
shall, subject to the supervision, control and orders of the President, perform the
following duties ;

a) To carry on and have charge of all correspondence of the chamber.

b) To have charge of all papers and documents, furniture and all other properties,
movable or immovable, belonging to the chamber.

c) To issue and give notice of all meetings of the chamber, its Executive Committee
and various committees.

d) To keep and maintain accurate minutes of the meetings of the chamber, its
Executive Committee and its various committees, and to get the signature of the
president or the Head of the Committee concerned thereon.

e) To prepare the annual report of the chamber in consultation with the Executive
Committee as well as the reports of all Committees of the chamber.

f) To circulate among office bearers and the Executive Committee the minutes of its
meetings and proceeding of various committee and among member of the chamber
the Annual Report, notice and information intended for circulation.

g) To circulate removal, expulsion or resignation of any person, firm or company as

member of the chamber.

h) To notify all members of the impending elections.

i) To represent the chamber for all purposes whenever occasion arises before the
Court of Justice in any suit or proceedings instituted by or against the chamber
provided that he shall not be competent to compromise any suit or proceedings
without the sanction of the committee.

j) To delegate any or all his function to any of the staff of the chamber provided that
he shall remain responsible to the Executive Committee for all acts done on his behalf
by such staff.

k) To maintain administration and disciplinary control over all staff of the chamber in
accordance with the rules and regulations farmed in the behalf by the Executive
Committee.

l) To collect all dues form the members of the chamber and grant receipt thereof.

m) To ensure all payment on behalf of the chamber conformity with the decision of
the Executive Committee and keep as imprest account of Rs. 5000/- for day to day
expenses.

n) To incur expenditure on his own authority upto Rs. 110/- on any single item.
o) To keep and maintain or cause to be kept and maintained accurate accounts of the
chamber and the funds connected with or in any way controlled by it.

p) To do and perform all acts and deeds that he may expressly be required to do by
the Executive Committee and generally all such deeds as are incidental to his office.

55. EMPLOYEES OF THE CHAMBER

a) The chamber will have various departments to deal with its activities. Headed by
regularly paid whole time officials, whose emoluments and terms and conditions of
service will be governed by the rules and regulations farmed by the committee.

b) In the absence of the Secretary, one of the head of these departments shall
perform all or any of the duties of the secretary unless it is otherwise decided by the
committee.

56. ANNUAL REPORT

An annual report of the proceedings of the committee shall be prepared and circulated
for information of the members of the chamber 30 days before the Annual General
Meeting. Such report must contain a statement of audited accounts for the year, shall
be submitted to the Annual General Meeting for confirmation and shall be confirmed
or otherwise dealt with or disposed of as the General Meeting may determine.

57. FUNDS

The funds of the chamber shall be deposited with scheduled banks approved by the
committee, and all moneys of the chamber as and received by the Secretary shall be
paid into the Chamber accounts in the Bank.

58. ACCOUNTS

i) The Secretary shall under the control of the Executive Committee cause true
account to be kept of the sums of money received and expended by the chamber and
the matter in respect of which such receipt and expenditure take place and of all the
assets and liabilities of the chamber.

ii) The books of accounts and other documents shall be kept at the Registered Office
of the chamber
The Executive Committee shall form time to time determine whether and to what
extent and at what time and under what conditions and regulations the account books
and documents of the chamber of the chamber shall be opened to the inspection by
the members. No member shall have any right of inspection any account book or
document of the chamber except as conferred by stature or authorized by the
committee or by a resolution of the chamber in a General Meeting.
iii) Account year of the Chamber will be closed on 30th june each year and its
financial statement duly audited by a chartered Accounts along with a list of Members
as on the 30th September shall be furnished by Chamber to the Director, Trade
Organization on or before the 31st day of December, every year.
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59. AUDIT

i) Once the in every year the account of the chamber shall be examined and the
correctness of the Balance Sheet ascertained by one or more auditor and auditors.

ii) The chamber at the Annual General Meeting in each year shall appoint auditor or
auditors to hold office until the Annual General Meeting in the following year and shall
fix his / their remuneration, provided that the Executive Committee may fill up any
causal vacancy in the office of the auditor (s) and fix his / their remuneration. The
first auditors shall be appointed by the Executive Committee.

iii) The duties of an auditor shall be regulated in accordance with the section 252 to
262 of the Ordinance or any statutory modifications thereof for the time being in
force.

iv) Every account of the chamber when audited and approved by a general meeting
shall be conclusive, except as regard any error discovered therein within three month
after the approval thereof. Wherever any such error is discovered within that period
the account forthwith be corrected and henceforth shall be conclusive.

v) The auditors(s) shall be entitled to receive notice of and to attend ever general
meeting of the chamber at which any account which have be examined or reported by
him or them are to be placed before the members and may make any statements or
explanation he or they may desire with respect to the accounts.

60. SEAL

There shall be common seal for the chamber. The seal shall be deposited with the
Secretary and shall never be affixed to any document except in the presence of the
President, the Senior Vice President or the Vice President and in pursuance of the
resolution of the Committee or of the chamber in general meeting. Deeds and other
documents shall be deemed to have been duly executed on behalf of the chamber if
sealed with the common seal of the chamber and signed by the President, the Senior
Vice President or the Vice President and countersigned by the Secretary or the person
acting as Secretary.

61. ALTERATION IN RULES AND REGULATIONS

The foregoing rules and regulations shall be kept in a book to be kept with the
records of the chamber, printed copies of the same will be supplied to all members
and no alteration or addition shall be made therein or thereto save and except by a
resolution passed in accordance with Article 1 at an Extraordinary Or Annual General
Meeting convened for the purpose by a notice issued at least 21 days before the date
of such meeting. Provided that additions and alterations to there Articles shall be
subject to the prior approval of the Federal Government and shall also be made when
required by the Federal Government in public interest.

62. INTERPRETATION
Any dispute or difference of opinion in regard to the interpretation or scope of
application of these Articles which cannot be resolved by the chamber, shall be
referred for decision to the Director of Trade Organizations appointed under the Trade
Organization Ordinance, 19561 ( XLV of, 1961 ) whose decision shall be binding on
the chamber, its Office-bearers and members.

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63. WINDING UP

The provisions of The Companies Ordinance 1984, as amended from time to time,
regarding the winding up of a company shall apply to the winding up or dissolution of
the chamber.

64. INDEMNITY

Every President, the Senior Vice President, the Vice President, member of the
committee, Secretary and other officer or servant of the chamber shall be indemnified
by the chamber against and it shall be the duty of the committee to pay out of the
funds of the chamber, all costs, losses and expenses which any such officer or servant
may incur or become liable to by reason of any contract entered into, or act or thing
done by them as such officer or servant, or in any way in the discharge of their duties
including traveling expenses and the amount for which such indemnity is provided
shall immediately attach as a lien on the property of the chamber and have priority
between the members over all claims.

65. No President, Senior Vice President, Vice President, Member of the Committee,
Secretary or other employees of the chamber shall be liable for the acts, receipts,
neglects or defaults of any receipt of other act for conformity or for any loss or
expenses happening to the chamber through the insufficiency of title to any property
acquired by order of the committee for or on behalf of the chamber or for the
insufficiency or deficiency of any security in or upon which any of the money of the
Chamber shall be invested or for any loss or damage arising from the bankruptcy,
insolvency or tortuous act of any person with whom any moneys, securities or effects
shall be deposited or for any loss occasioned by any error of judgment oversight on
his part, or for any other loss, damage or misfortune whatever which shall happen in
the execution of the duties of his office or in relation thereto unless the same happen
through his own dishonesty or willful neglect.

We the several persons whose names and addresses are subscribed hereto are
desirous of being formed into an Association in pursuance of these Articles of
Association.
 S. Name & Address Nationality Address
No (Present & with any
Former) Father’s former
Name Nationality &
Occupation
(in Block Letters)
1. Mr. Akram Sultan Pakistani Sultan Centre 11,
West Wharf Road,
So. (Late) Haji Industrialist Karachi

Mohammad Sultan
2. Mr. Khaleequr Rehman Pakistani 2/13, Rehan Bldg,
Islami Chowk,
S/o. Sh. Zikur Rehman Industrialist Marrieot Road,
Karachi.
3. Mr. Mohammad Ali R. Pakistani 4th Floor, Hirani
Habib Centre, I. I.
Industrialist Chundriger Road,
S/o. Rafiq M. Habib Karachi.
4. Mr. Maqsood Ismail Pakistani 20. Banglore Town,
Shehrah-e-Faisal,
S/o. Ismail Ahmed Industrialist Karachi.

5. Mr. Abdul Karim Yahya Pakistani 3rd Flood Nadir

Bawany House, I. I.
Industrialist Chundrigar Road,
S/o. Yahya Ahmed Karachi.
Bawany
6. Mr. Shabbir Diwan Pakistani 8th Floor, Textile
Plaza, M. A. Jinnah
S/o. Pir Mohammad Industrialist Road, Karachi.
Diwan
7. Mr. Arif Dawood Pakistani 5th Floor, Cavish
Court, Shaeed-e-
S/o. Late Ali Mohammad Industrialist Millat, Shahrah-e-
Dawood Faisal, Karachi.

Dated the _______________ day of ____________19___

Witness to above signature

(Full Name, Father’s Hasband’s Name) Occupation Full Address Signature
(in Block Letters)