Federation of Hong Kong Higher Education Staff Associations
Article 1: Name and Office
1.1 The name of this Federation shall be the “Federation of Hong Kong Higher Education Staff Associations” and is hereinafter referred to as the Federation.
1.2 The Federation shall be known in Chinese as “香港高等院校教職員會聯會” or as “高教聯” in brief.
1.3 The registered office of the Federation shall be at Room 313, John Fulton Centre, The Chinese University of Hong Kong, or subsequently at such other place as may be decided upon by the Executive Committee subject to the approval of a general meeting of the Federation.
Article 2: Objectives of the Federation
2.1 To safeguard and improve the welfare and interests of the staff of higher education institutions in Hong Kong.
2.2 To contribute to the development of higher education in Hong Kong and to offer expert opinions on relevant issues.
2.3 To promote public understanding of the contributions made by higher education employees to the Hong Kong community.
2.4 To do all such other things as from time to time may be necessary or incidental or conducive to the attainment of the aforesaid objectives or any of them.
Article 3: Membership of the Federation
3.1 Member Organization
3.1.1 Staff associations of higher education institutions in Hong Kong registered under the Trade Unions Ordinance or under the Societies Ordinance, Cap. 151, are eligible for membership of the Federation.
3.1.2 Admission of any staff association as a member of the Federation shall be decided by the Executive Committee of the Federation. A two-thirds majority voting in favour is required for admission. Any Staff association admitted as a member of the Federation is referred to as “member organization” hereinafter.
3.1.3 The subscription rate of the Federation shall be $1,500 per annum for member organizations with over 500 members and $1,000 per annum for member organizations with 500 members or less.
3.2 Associate Member
3.2.1 All full time employees of universities in Hong Kong are eligible to become Associate Members of the Federation. Admission of Associate Members shall be decided by the Executive Committee of the Federation.
3.2.2 Each associate member shall pay a subscription at $100 per annum which will be collected once every two years.
3.3 Subject to the payment of any subscription, fee, contribution, or other membership dues then outstanding, a member organization/associate member may at any time withdraw from membership of the Federation by tendering its resignation in writing to the Secretary of the Federation, upon which a member organization/associate member shall cease to enjoy the rights, privileges and benefits of membership and shall not be entitled to a refund of any subscription, fee or other contribution which it/he/she has previously paid to the Federation, or to any part thereof.
3.4 Where any member organization/associate member becomes more than three months in arrears of payment of any subscription, fee, contribution or other dues the Treasurer shall give it/him/her notice in writing of the state of its/his/her indebtedness to the Federation and demand that such arrears be paid in full within 28 days of the date of the notice. A member organization/associate member upon whom a notice has been served shall cease to be a member of the Federation forthwith if it/he/she remains in default of payment of arrears upon the expiration of the said period of 28 days.
3.5 Every member organization/associate member, upon being first admitted to the Federation and thereafter on the appropriate due dates, shall pay such membership subscription as may be decided by the Federation at general meetings.
Article 4: The Governance of the Federation
4.1 The governance of the Federation is vested in general meetings of the Federation and its day-to-day control and management is vested in its Executive Committee in accordance with the provisions of this Constitution as more particularly set out herein.
4.2 No amendment or repeal of anything contained in this Constitution, nor any addition to it, shall be made or have lawful effect except by the authority of a resolution passed by a two-thirds majority voting in favour at a general meeting of the Federation.
Article 5: General Meetings of the Federation
5.1 The Federation shall in each year hold a general meeting as its annual general meeting in addition to any other meetings in that year, and shall specify the meeting as such in the notices calling it; and not more than 15 months shall elapse between the date of one annual general meeting of the Federation and that of the next.
5.2 Each member organization shall nominate representatives to the general meetings of the Federation. A member organization with 500 members or less is entitled to nominate 2 representatives, whereas a member organization with over 500 members is entitled to nominate 3 representatives.
5.3 Each member organization shall determine its own procedure for the selection and nomination of representatives to the general meetings of the Federation.
5.4 A general meeting of members of the Federation convened for the purpose of exercising the powers conferred by these Articles on such meetings shall be either an Annual General Meeting or an Extraordinary General Meeting.
5.5 An Extraordinary General Meeting may be convened on the written requisition of 25% of the total number of member organizations or by the decision of the Executive Committee.
5.6 Not less than 14 days’ notice shall be given of the convening of a general meeting to every member organization/associate member of the Federation; and where the meeting is to be an extraordinary one which has been requisitioned by 25% of the total number of member organizations the said notice shall be served not more than 7 days after receipt of the said requisition by the Executive Committee.
5.7 Every representative nominated by the member organizations shall have the right to attend, speak and vote in person at any general meeting of the Federation. The representative may also authorize another person to vote at the general meeting on his/her behalf provided that such person shall be a member of the member organization and that such authorization is given in writing. There is no limit to the number of representations whom a person attending the general meeting may represent. Associate members are not eligible to vote at general meetings of the Federation.
5.8 Voting at a general meeting shall be made in accordance with the following rules:
(i) except where otherwise provided by this Constitution or required by law, voting at a general meeting shall be by show of hands but a resolution shall be decided by secret ballot if such is demanded by all those present;
(ii) however, notwithstanding the generality of the foregoing it is hereby declared that all decisions touching any of the following matters, that is to say:
(a) election of officers of the Executive Committee;
(b) changing the name of the Federation;
shall be decided by the representatives nominated by the member organizations by means of a secret ballot which shall be held under the authority of the Executive Committee or under the authority of an election sub-committee appointed specifically for the purpose by the Executive Committee.
5.9 Except where otherwise provided by this Constitution or required by law every resolution put to a general meeting shall be decided by a simple majority of votes.
5.10 The business of the Annual General Meeting shall consist of the following:
(i) to receive the Annual Report from the Executive Committee;
(ii) to receive the Auditor’s Report and audited accounts for the previous financial year;
(iii) to elect and appoint the persons who shall act as the auditors of the Federation until the next Annual General Meeting;
(iv) to elect, when appropriate, officers of the Executive Committee thenceforth;
(v) to consider any other business.
5.11 The business of an Extraordinary General Meeting shall be confined to those matters specifically mentioned in its agenda.
5.12 Except as provided by the following sub-Article, no business shall be transacted at any general meeting unless a quorum comprising at least 1/3 of the total number of representatives nominated by the member organizations be present when the meeting proceeds to business.
5.13 In the event of no quorum the Chairperson or other person presiding thereat shall declare the meeting adjourned until some convenient future date and time to be decided by the Executive Committee, of which notice shall be given in accordance with sub-Article 5.6 hereof, but the date it appoints for reconvening the meeting shall not be more than 60 days after the date on which the meeting was adjourned.
5.14 Where any general meeting has been adjourned and reconvened as provided in the preceding sub-Article that meeting shall be deemed to be quorate whatever be the number of representatives present.
5.15 Subject to the other provisions of this Constitution or any rule of law to the contrary, it shall be competent for any general meeting to determine its own procedure; but without prejudice to the foregoing a general meeting may approve and adopt standing orders of the conduct of general meetings which shall thenceforth have effect until such time as they or any of them are altered, added to, rescinded or suspended.
Article 6: Composition and Tenure of the Executive Committee
6.1 The Executive Committee shall consist of:
(a) a Chairperson, up to three Vice-Chairpersons, a Secretary and a Treasurer elected by secret ballot at a general meeting of the Federation from amongst the representatives of member organizations and distinguished scholars who have served on the Executive Committee of the Federation for a minimum of five years and approved by the Executive Committee;
(b) members, one from each member organization nominated by each member organization in addition to those holding positions in (a) above; and
(c) co-opted members nominated by the Committee consisting of members from (a) and (b) above.
6.2 The term of office of the Executive Committee shall be two years.
6.3 The Chairperson, Vice-Chairpersons, Secretary and Treasurer shall be officers of the Federation. All officers of the Federation shall be honorary officers.
6.4 A person who has previously acted as an officer of the Federation or otherwise as a member of the Executive Committee shall not be precluded thereby from being re-elected to any office thereon. Associate members are precluded from being elected to membership of the Executive Committee or to any office thereon.
6.5 Each member organization shall determine its own procedure for the selection and nomination of representatives to the Executive Committee of the Federation under category 6.1(b) above, and has the right to change its nomination at any time by giving written notice to the Secretary, provided that such notice is received by the Secretary at least seven working days before the change in nomination can take effect.
6.6 If a vacancy should arise amongst the Executive Committee of the Federation, the vacancy shall be filled up in the following manner:
(a) a Chairperson, Vice-Chairperson(s), a Secretary or a Treasurer be elected within 60 days by an Extraordinary General Meeting,
(b) members be nominated by the relevant member organization,
(c) co-opted members be decided by the Executive Committee.
Article 7: Function, Powers and Duties of the Executive Committee
7.1 The Executive Committee has an overriding duty, which it accepts upon a solemn trust on behalf of the Federation, faithfully and diligently to pursue and uphold the lawful objects of the Federation.
7.2 The Executive Committee is the organ of the Federation charged with responsibility for the day-to-day control and management of its affairs, for formulating and executing policy, and for representing the interests of member organizations of the Federation.
7.3 The Executive Committee may engage, and provide for their remuneration from the Federation’s funds, such persons as it deems necessary or expedient as servants of the Federation to assist in the execution of its affairs, and may dismiss any such person from employment with the Federation.
7.4 No business shall be transacted at any meeting of the Executive Committee unless there be present a quorum of at least 1/3 of the total number of members of the Executive Committee.
7.5 The Chairperson, or in his/her absence, one of the Vice-Chairpersons, or in the absence of all of them, a member of the Executive Committee, selected by the members present, shall preside at a meeting of the Executive Committee.
7.6 Decisions of the Executive Committee shall be determined by a simple majority of those present and voting, but in the case of an equality of votes the Chairperson or other person presiding shall be entitled to a second and casting vote.
7.7 The Executive Committee may from time to time appoint one or more sub-committees whenever it deems desirable, necessary or expedient for the more effective and efficient discharge of any aspect of its functions and duties, and any such sub-committee shall enjoy such powers as are delegated to it except that no such delegation of power shall exclude or efface the original power of the Executive Committee itself.
7.8 The officers or members of the Executive Committee may be removed in the following manner:
(a) a Chairperson, Vice-Chairperson(s), Secretary or Treasurer may be removed by resolution in a general meeting;
(b) members may be removed by resolution of not less than 75% of all the Executive Committee members and the consent of the respective member organization that he/she represents;
(c) co-opted members may be removed by resolution of not less than 75% of all the Executive Committee members.
7.9 The Federation shall have a common seal which shall be held in the safe custody of the Secretary, which seal shall be used only by the authority of the Executive Committee; and every instrument to which the common seal shall be affixed shall be signed by an Officer or a member appointed by the Executive Committee for that purpose and countersigned by the Chairperson, Vice-Chairpersons, Treasurer or Secretary.
7.10 The Executive Committee may from time to time make bye-laws, rules and regulations which are not inconsistent with this Constitution for the purposes of control and management of the affairs of the Federation which shall be binding on all member organizations and their representatives.
Article 8: Powers, Duties and Responsibilities of Officers
8.1 The powers, duties and responsibilities of the Chairperson of the Federation shall include the following:
(a) to preside at all general meetings of the Federation, and also at meetings of its Executive Committee, and to ensure that business at all such meetings is properly and efficiently conducted in accordance with the provisions of this Constitution and any bye-laws, standing orders or other rules of procedure made thereunder and for the time being in force;
(b) to superintend, in cooperation with and with the assistance of the other Officers of the Federation, the general day-to-day administration of the affairs of the Federation;
(c) to act, should he/she be required to do so, together with the Secretary or the Treasurer, as a signatory of any cheque or other instrument for paying money drawn on any bank account maintained by the Federation.
8.2 The powers, duties and responsibilities of the Vice-Chairpersons of the Federation shall include the following:
(a) to assist, in cooperation with the other officers and under the general superintendence of the Chairperson in carrying out the day-to-day administration of the affairs of the Federation;
(b) to preside (as decided by the meeting concerned), at any general meeting of the Association when the Chairperson is absent.
8.3 The powers, duties and responsibilities of the Secretary of the Federation shall include the following:
(a) to conduct the business of the Federation in accordance with the provisions of this Constitution and any bye-laws made thereunder and to implement the decisions of, and all lawful instructions issued by, the Executive Committee and general meetings of the Federation;
(b) to assist, in cooperation with the other Officers and under the general superintendence of the Chairperson, in carrying out the day-to-day administration of the Federation;
(c) to prepare the Annual Report of the Federation for submission to the Annual General Meeting and other reports which from time to time may be required to be submitted to any Extraordinary General Meeting;
(d) to act, should he/she be required to do so, together with the Chairperson or the Treasurer, as a signatory of every cheque or other instrument for paying money drawn on any bank account maintained by the Federation;
8.4 The powers, duties and responsibilities of the Treasurer of the Federation shall include the following:
(a) to maintain full, just and true accounts of all transactions conducted, and all monies received and disbursed, on behalf of the Federation;
(b) to assume responsibility for the safe-keeping of all monies and to safeguard all funds, bonds, securities and investments whatsoever, and all other property belonging to the Federation;
(c) to prepare an annual statement of accounts for audit and presentation at the Annual General Meeting of the Federation;
(d) to render, upon resigning or vacating his/her office, a full, just and true account of all monies received and disbursed by him/her and to declare the balance remaining in his/her custody at such time, and likewise to render an account of all funds, bonds, securities and investments whatsoever and of all property belonging to the Federation, which are entrusted to, or which are in, his/her custody or control;
(e) to hand over to the Federation upon resigning or vacating his/her office, or at any other time if required to do so by a resolution passed at an Executive Committee meeting of the Federation, such balance as appears to be due from him/her after the accounts have been audited, and also all funds, bonds, securities, effects, books, papers, and property of the Association whatsoever are entrusted to, or which are in, his/her custody or control;
(f) to assist, in cooperation with the other Officers and under the general superintendence of the Chairperson, in carrying out the day-to-day administration of the Federation;
(g) to act, should he/she be required to do so, together with the Chairperson or the Secretary, as a signatory of any cheque or other instrument for paying money drawn on any bank account maintained by the Federation.
Article 9: Use of the Federation’s Funds
9.1 The funds of the Federation, other than those allocated to and held in, or for the purpose of, the welfare fund, if any, shall be a general fund, and the said fund shall not be employed and expended for any purpose save the furtherance of the objectives of the Association.
9.2 The Executive Committee, if it thinks fit and prudent to do so, may invest any funds of the Federation in Government bonds, public stocks or other securities, or in the purchase of property of any kind whatsoever.
9.3 Without prejudice to the generality of sub-Article 9.1 hereof the funds of the Association may be expended for the following particular purposes:
(a) the payment of salaries, allowances and expenses incurred in carrying out the affairs of the Federation to paid staff and other persons employed by the Federation;
(b) the payment of allowances and reimbursement to officers in respect of expenses wholly and necessarily incurred in the performance of their official duties on behalf of the Federation.
(c) the payment of expenses, for the administration of the Federation, including the audit of the accounts of its funds:
(d) the prosecution or defence of any legal proceedings to which the Federation or any member thereof is a party so long as such proceedings are undertaken for the purpose of securing or protecting any rights of the Federation;
(e) the payment of donations or grants to a registered trade union or other lawful association or combination, and the payment of any subscriptions, fees or contributions necessary for the purpose of affiliation to any trade union federation or other lawful trade union or similar organization;
(f) the payment of fines imposed on the Federation for any offence of which it is convicted under any ordinance;
(g) the allocation of monies for the provision and maintenance of any welfare fund which the Federation may establish in accordance with this Constitution;
9.4 Unless otherwise decided by resolution in general meeting, the financial year of the Federation shall commence on the first day of October, and shall terminate on the thirtieth day of September of every calendar year.
Article 10: Auditors
10.1 It shall be the business of every Annual General Meeting of the Federation to elect and appoint one or more qualified and competent persons to be the auditors of the Federation until the next Annual General Meeting.
10.2 The auditors elected and appointed as required by the preceding sub-Article shall be in every case honorary auditors.
10.3 A member of a member organization of the Federation, being otherwise qualified so to serve, shall not be precluded by reason only of such membership from acting as an auditor to the Federation unless he/she also be an officer thereof or otherwise a member of its Executive Committee.
10.4 The duties of the auditors of the Federation shall include the following:
(a) to audit all accounts of the Federation as soon as possible after the close of each financial year and at such other times as may be necessary;
(b) to examine all books and accounts of the Federation and thereafter provide a certificate as to their correctness or otherwise;
(c) to prepare a report which shall be presented to the Annual General Meeting of the Federation.
Article 11: Inspection of Rules, Registers and Books
11.1 The Federation, acting through its officers, shall ensure that representatives of its member organizations are afforded a reasonable opportunity of inspecting;
(a) the provisions of this Constitution and any bye-laws or other rules of the Federation made thereunder and for the time being registered and in force;
(b) the registers of the names of the members organizations of the Federation;
(c) all books of the account of the Federation.
11.2 An application by any representative of a member organization to inspect any of the foregoing documents should be made in advance, to the Secretary in the case of matters falling under paragraphs (a) and/or (b), and to the Treasurer in the case of matters falling under paragraph (c), of the preceding sub-Article, and the said Officers shall be permitted a reasonable time in which to make the requested documents, or a copy thereof, available to the applicant.
Article 12: Dissolution of the Federation
12.1 The Federation shall remain in being for an indefinite period unless a motion proposing its dissolution shall have received the affirmative votes from at least two thirds of the representatives at a general meeting of the Federation.
12.2 Where it has been decided in the manner aforesaid to dissolve the Federation, the Executive Committee shall ensure that all debts and other liabilities incurred by or on behalf of the Federation are fully discharged.
12.3 Where the Federation, having conducted a ballot in accordance with sub-Article 12.1, has resolved to dissolve itself, a general meeting shall be convened not more than 28 days after the declaration of the result of the said ballot for the purpose of determining how the Federation shall dispose of any surplus funds and assets which may remain after it has discharged its debts and other liabilities in full.
12.4 When the Federation is dissolved, notice of such will be sent by the Secretary to the Registry of Associations.