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Bylaws
 
Name
VENOUS ASSOCIATION OF INDIA

Registered Office
NO. 21 (Old No. 10) Shivaganga Apartments, Wheat Crafts Road, Nungambakkam, Chennai 600034.

Date of Formation
The Date of formation of the Society is 25th April 2007.

Jurisdiction
The Society is within the jurisdiction of the Registrar of Societies, Chennai District.

Business Hours
The Business hours of the society shall be 10.30 a.m. to 4.30 p.m with a break 1.00 p.m. to 2.00 p.m. on all days except Saturdays and Sundays. Saturday and Sunday shall be weekly holiday.

Aims & Objects
Main Objects for which the Society is established are:
  1. To Promote the research and study of venous disease.
  2. To contribute towards the active continuing education of its Members.
  3. To improve understanding about the prevention, investigation, and treatment of venous disease.
  4. To encourage the development and dissemination of knowledge about venous disease.
  5. To improve the education and training of physicians and paramedical and nursing personnel in venous disease.
  6. To promote collaboration between venous, phlebological and vascular societies, health agencies and authorities at national and international levels.
  7. To subscribe to become a member of, amalgamate or cooperate with any other organization, institution, or society, whose objectives are similar to those of our society.
  8. To help publication of News Letters/Journals.
  9. To Conduct Guest Lectures/Seminars for the benefit of members and students.
  10. To distribute Scholarships/Stifunds for continuing medical education.
  11. To institute endowment awards, scholarships and prizes to encourage studies, training and research in the medical field in general and in the field of venous disease in particular.
  12. To establish library for the benefit of is members and students.
  13. To give due recognition and otherwise assist meritorious organizations, which are having similar aims and objects.
  14. In furtherance of its objects to purchase land, own property in its various forms and to maintain, sell, mortgage or otherwise dispose of it.
  15. To advise on matters referred to it by the Universities/College/ Institutions, State Central Government or other organizations.
  16. The Society may perform all such acts as may considered necessary or conducive to the attainment of the aforesaid objects.
Ancillary Objects
  1. To Seek and maintain affiliation or other desirable relationship with such other organization in India and abroad that have the same or similar objects.
  2. To employ persons as the work of the Society may demand on such terms and conditions as may be determined from time to time.
  3. To appeal for funds, and to received voluntary contributions, aids, grants and donations, membership fees and other offerings, income from property, endowments and investments.
  4. To receive endowments in cash or in kind and other assets from any other society having similar objects of thissociety whether such society or agency dissolved 1 or not.
  5. To invest monies not immediately required in such manner as the society may from time to time determine, subject to the provisions of the Finance Act in force from time to time.
  6. To contribute, subscribe, to assist loans and make donations to any other society or association having objects similar to those of the society.
  7. To borrow or to raise money at interest upon banking accounts or otherwise, and pledge, hypothecate or mortgage the movable and immovable securities of the society.
  8. To purchase take on lease or hire or otherwise acquire and hold also to sell, hypothecate, pledge, mortgage, transfer or lease may movable or immovable property or any rightor privilege for the purpose of the society.
  9. To conduct or alter or keep in repair any buildings required or used by the society.
  10. To execute and transfer all deeds and documents necessary for any of the purposes aforesaid.
  11. To establish and execute any trusts, and set up any endowments the undertaking whereof may seem desirable either gratuitously or otherwise and which may directly or indirectly promote any of the purposes of the society.
  12. To do all such other things as are incidental or conduciveto the attainment of all or any of the objects of the society.
  13. For realization of its purposes, the society will take due regard to the need to be maintain the purchasing power of funds under; its management as the only sure way of continuous realization of its objectives.
  14. The society can acquire, hold, and dispose of property both movable and immovable.
  15. The society may borrow funds from financial institutions banks and international organizations.
  16. The society may co-operate with other institutions where appropriate in furtherance of its objectives.
  17. To pay out of the funds of the society all expenses which the society may lawfully pay with respect to the formation and registration of the society.
  18. To enter into any arrangements with the Government or authorities may seem conducive to the attainment of the Society's object or any of them and to obtain from any such government or authority any rights, privileges, licenses and concessions, which the society may consider necessary or desirable to obtain and to carry out, exercise, use or comply with any such arrangement rights, privileges or concessions.
  19. To draw, may accept, endorse, discount, negotiate, execute and issue bills of exchange, promissory notes, cheques and other negotiable or transferable instruments.
  20. To apply for and obtain any statue, order, regulations or other authorization or enactment which may seem calculated directly or indirectly to benefit the society and to oppose any bills proceedings or applications which may seem calculated directly prejudice to the Society's interest or procure.
  21. To establish and maintain or procure the establishment and maintenance of any contributory or non-contributory pension, for the benefit of and give or procure the giving of gratuities, pension, allowances or endowments to any persons who are or where at any time in the employment or services of the society.
  22. To open and maintain bank accounts in the name of the society of all kinds including overdraft accounts and operate the same by one or more persons as the Governing body may think deem fit.
  23. To deposit all moneys credited to the fund in such banks or to invest them in accordance with the provisions governing the charitable institutions under the Income tax act 1961.
Suits and Proceedings by or against Society
  1. The Society may sue or be sued in the name of the President or the Chief executives or any office bearer authorized by the Governing Body.
  2. No suit or proceedings shall abate by any person by any reason or any vacancy or change in the holders of office of the President, the Chief Executive or any office bearer.
Membership
  1. Founding Members
    The subscribers to the Memorandum of Association of the Society shall on registration of the Society under the Tamilnadu Societies Registration Act, 1975, be enrolled in the Register of Members as the founding Members of the Society.
  2. Admission
    1. The Membership of the society shall be open to all Physicians irrespective of their caste, color and religion.
    2. Any person of the age of majority or any corporate body, who shall make the requisite application for membership to the society, may be considered for admission to membership of the Society.
    3. The society shall have the absolute right to determine the admission of any person falling in clause (a) or clause (b) supra as member thereto. It may, in its discretion, accept or reject any nomination or application for membership without assigning any reason.
  3. Subscription
    The fees payable by the Members such as admission fee and annual subscription will be decided by the Governing Body andapproved by the General Body.
  4. Tenure
    Membership shall not be for any fixed tenure.
  5. Duties
    1. Members are expected to actively involve themselves in achieving the objects of the society.
    2. Members shall bring matters of importance to the notice of the General Body, for its consideration.
  6. Termination
    A person shall cease to be a member of the Society
    1. On tendering his resignation in writing to the President or
    2. on his death or
    3. If he found to be of unsound of mind or
    4. if he has applied to be adjudicated insolvent or is an undercharged insolvent or
    5. If he has been convicted by a court or tribunal or competent jurisdiction of any offence involving moral turpitude or
    6. If he absents himself from two consecutive annual general meetings of the society without obtaining proper leave of absence from the President of the Society or
    7. If he is found to conduct himself in a manner unbecoming of a member of the Society by two thirds of the other members present and voting at a meeting of the Society called for the purpose of considering the conduct of the said member.
    Whichever is early.
  7. Readmission
    Any person who has ceased to be a member of the Society otherwise than as specified in items (a) and (g) of rule 6 supra shall be eligible for readmission as member at the discretion of the society.
  8. Liability of Members
    A member shall not be liable personally for any expenditure or liability of the society or any loss of the society's income or assets, unless he is guilty of fraud or gross negligence.
  9. Supply of Bye-laws
    The copies of the Bye-law, Income and expenditure statement, Balance Sheet shall be supplied to Members on requisition of Re.1/= each.
General Body
  1. The General Body shall comprise all the members of the Society.
  2. The General Body shall elect from among its members a President to preside over the meetings of the Society. The President shall have the liberty to exercise one original vote and in case of equality of votes, a casting vote.
  3. The General Body shall also elect from among its members a Vice-President, in the absence of President along the Vice-President will act as President and shall have all the powers which can be exercised in the absence of President.
  4. The General Body shall elect a Secretary and a Treasurer from among its members.
  5. The terms of the aforementioned functionaries shall be three years at a time.However, after the expiry of two year period they shall be eligible for re-election to thesame or any other office as may be found suitable by the General Body.
Meetings
Annual General Meeting
An annual General Meeting (hereinafter referred to as AGM) of the General Body shall be held within six months of the close of each financial year to transact the following business, namely
  1. To adopt the report of the Secretary on the affairs of the Society.
  2. To adapt the audited balance sheet and income and expenditure account of the society.
  3. To appoint auditor(s) to hold office until the next AGFM and to fix their remuneration.
  4. To select members of the Society.
  5. To consider any other matter that may be given notice ofby any member or brought forward at the meeting with the permission of the chair.
Extraordinary General Meeting
  1. All meetings of the General Body other than AGM shall be called Extraordinary General Meetings.
  2. An extraordinary General Meeting shall be convened on submission of a written requisition in this behalf by not less than 2/3rd members to consider specific issues.
  3. An extraordinary General Meeting may also be convened by the President to consider specific matters of urgency and importance.
Circulation of Papers
Election of office bearers of the Society referred to at clauses (b) (c) and (d) of rule 10 supra. Selection of members of the Society referred to at item (iv) of rule 11 supra and transaction of any other matter requiring consideration of the General Body may be done by circulation of papers to members through post or otherwise.

Notice of meeting
  1. A notice of any meeting of the society shall be issued to all members of the Society. Such notice shall normally be issued by the Secretary. However, in the event of his non availability, or for any other good and sufficient reason, the notice may be issued by the President.
  2. A meeting of the General Body may be called onely after giving not less than twenty one days notice in writing to all members.
  3. Every notice of meeting of the Society shall specify the time and place of the meeting and contain a statement of the business to be transacted threat.
  4. Any inadvertent omission to give notice or non-receipt of notice by any member shall not invalidate the proceedings of the meeting.
Procedure at meetings
  1. No business shall be transacted at any meeting unless the requisite quorum of members is present.
  2. Two third (2/3) of the total members shall constitute then quorum. For special resolution 3/4th of the total members shall constitute the quorum.
  3. If within half an hour from the time appointed for holding the meeting a quorum is not present:-
    1. the meeting, if called by requisition of members, shall stand dissolved and
    2. In any other case, the meeting shall stand adjourned for two hours at the same place or tosuch other day and at such other time and place as the members present may determine If at the adjourned meeting a quorum is not present within half an hour of the time appointed for the meeting, the members present shall be the quorum.
  4. The President of the society shall preside at every meeting of the Society. In his absence the Vice President Shall preside over the meeting. If both the President and the Vice President are not present within half an hour of the time appointed for holding the meeting, or if for any reason they are unwilling to preside over the meeting, the members present shall elect one of their members to be president of the Meeting.
  5. Every member shall have one vote.
  6. Any member shall be entitled to appoint another member as his proxy to attend a meeting of the Society and speak and vote instead of himself.
  7. In case there is difference of opinion among members in respect of any matter under consideration at a meeting of the society, it shall be put to vote and the majority view shall prevail. In case of equality of votes, the President of the meeting shall have a casting vote.
  8. The Secretary shall record the minutes of the meetings of the Society in a minutes Book to be maintained for the purpose ad obtain the signature of the President in token of its correctness as early as possible after the meeting, and in any case, within one month of the date of the meeting.
Management
  1. The management of the affairs of the Society shall vest in a Governing Body comprising not less than Five persons, including the office bearers specified in clauses (b) (c) and (d) of rule 10 supra, and not more than Seven persons.
  2. Without prejudice to the generality of the foregoing clause, the executive management of the affairs of the society in respect of policy, property, relationship with Government, finance and staff shall vest in the Governing Body.
  3. The Governing Body shall have the power to appoint any person as its members subject to his qualification as a physician in addition to or in the place vacated by any member.
  4. The Governing Body shall meet at lease once in every month, 2/3rd of the members shall constitute the quorum. A Minute book recoding the names of the member's present, business transacted at the meeting, and decisions taken shall be maintained by the Secretary.
  5. The president of the society shall preside at every meeting of the Governing Body.
  6. Any question which arises at a meeting of the Governing Body shall be decided by consensus, failing which by a majority of the votes, each member having one vote. In case of equality of votes, the President shall have a casting vote.
  7. The Governing Body shall formulate procedures and guidelines for induction and retirement of its members.
  8. Removal of a Member from the Governing body shall be by 2/3rd vote in favour of such removal, by the other members of the Governing Body with the approval of General Body.
  9. Each member of the Governing Body shall be answerable only for his own acts, neglects or defaults and not for those of others.
  10. The President shall be the Chief Controlling officer of the Society. He shall supervise, coordinate, guide, regulate and control the work of other office bearers and members. In the absence of the President, the Vice President shall act on his behalf.
  11. The Secretary shall be the chief executive officer of the society. He shall be responsible for having the decisions of the Governing Body implemented and ensuring that all statutory provisions and executive orders issued by the Central, State and Local authorities are complied with in time.
  12. The Secretary shall keep a sum of Rs. 1000/= to meet contingency cash expenditure.
  13. The Treasurer shall be responsible for the proper maintenance of accounts, collection of funds, issue of receipts, and control of expenditure of the society. He shall present audited statements of accounts to the Governing Body as well as at the Annual General Meeting.
  14. In respect of the matters not provided for in this rule and provided for in rules 13, 14 and 15 supra, the provisions of those rules shall apply mutatis mutandis to the Governing Body as they apply to the Society.
Financial Year
The financial year of the Society shall be 1st day of April to 31st March of the following year.

Source of Income
The sources of the income of the Society shall be subscribing contributions, donations and return on investments in movable and immovable assets.

Utilisation of income and assets
  1. All the income and movable and immovable assets of the society shall be utilized and applied solely for the promotion and achievement of its objects as set forth in the memorandum of association.
  2. No portion of the income or assets of the society shall be paid or transferred directly or indirectly by way of society or to any person claiming through any one or more of them.
  3. No member of the society may make any profit or derive any pecuniary benefit by virtue of his membership of society. However, a member may be reimbursed any out-of-pocket expenses incurred by him in connection with the work of the society.
  4. Notwithstanding what has been stated in clauses (a), (b) and (c) supra of this rule, a member of the society may be allowed a remuneration for services rendered by him to the society as may be considered reasonable in the circumstance of the case, by two-thirds of the remaining members of the society.
Audit of accounts
The accounts of the society shall be audited annually by a Chartered Accountant or a firm of Chartered Accountants appointed at the AGM.

Bank accounts
The bank accounts of the society shall be in Nationalised Banks, and operated by Secretary and Treasurer.

Submission of annual list
The secretary shall ensure that within fourteen days of the AGM a list of members of the Governing Body is filed with the Registrar of Societies as required by Tamilnadu Societies Registration Act 1975(hereinafter referred to as the Act).

Amendment
Any amendment of the memorandum of association of the society shall be made only in accordance with the provisions of sections 12 and 12 A of the Act.

Dissolution
The society may be dissolved only in accordance with the provisions of Tamilnadu Societies Registration Act 1975.

Applicability of the Act
All the provisions of the Act (Tamilnadu Societies Registration Act 1975) will apply to the Society.