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  6 GENERAL MEETING  
  6.1
The supreme authority of the Society shall be vested in the general meeting of members. Every member who is not otherwise disqualified is entitled to be represented by delegates at any general meeting of the Society in accordance with By-Law 6.13.
  
     
  6.2
There shall be two kinds of general meetings, an Annual General Meeting and an Extraordinary General Meeting.
  
     
  6.3
An Annual General Meeting shall be convened by the Board of Directors and shall be held within 6 months after the end of the financial year, unless the approval of the Registrar has been obtained to extend that period.
  
     
  6.4
An Extraordinary General Meeting shall be convened by the Board of Directors:
  
     
    (a) whenever it thinks fit; or  
     
    (b)
on receipt of a requisition for such a meeting signed by delegates representing at least 20% or 100 of the delegates, whichever is the less, stating the objects of the meeting.
  
     
  6.5
If the Board of Directors fails to convene a meeting in accordance with By-Law 6.4 (b) within one month of receiving the requisition for the meeting, the members making the requisition shall have the power to convene the meeting themselves by notice to all members of the Society stating the objects of the meeting and the fact that the Board of Directors has failed to convene the meeting.
  
     
  6.6 (a)
The Founder Member shall have the power to direct the Board of Directors to convene from time to time a general meeting for the purpose of electing Directors under By-Law 7 and for such other purpose as the Founder Member shall deem necessary and expedient in the interest of the members.
  
     
    (b)
The conduct of a general meeting convened in accordance with By-Law 6.6 (a) and the disposal of business thereat shall be regulated in a fair and reasonable manner by the Founder Member so as to enable every member to be represented by delegates and to participate thereat and to ensure that every decision taken thereat is supported by the majority of delegates, present and voting at that meeting.
  
     
  6.7
The Registrar or his representative may at any time convene a Special General Meeting and may also direct what matters shall be discussed at the meeting.
  
     
  6.8
Notice of a General Meeting may be by general notification in a major English newspaper, or by individual notification sent to the registered address of the Founder Member, the Institutional Members and their nominated delegates and Ordinary Members.
  
     
  6.9
Such notice shall be given to the members and their nominated delegates and the Registrar at least 7 clear days prior to the date of the general meeting. The notice shall state the date, time and place of the meeting, the matter for discussion and the resolution to be proposed. No other subject shall be discussed without the consent of the majority of the delegates present and voting at such general meeting. In the case of amendments to the By-Laws, at least 15 clear days notice shall be given to each member and their nominated delegates and the Registrar.
  
     
  6.10
The Annual General Meeting of the Society shall deal with the following matters:
  
     
    (a)
to consider and confirm the minutes of the last Annual General Meeting and any other intervening general meeting;
  
     
    (b)
to consider the auditor's report, the reports of the Board and any report made by the Registrar or his representative;
  
     
    (c)
to approve the financial statements;
 
     
    (d)
to consider and resolve the manner in which any available net surplus shall be distributed or invested subject to the provisions of the Act, the Rules and the By-Laws;
  
     
    (e)
to consider and adopt any amendments to the By-Laws;
  
     
    (f)
to elect members to the Board of Directors;
  
     
    (g)
to appoint, where necessary, the external auditor of the Society;
  
     
    (h)
to consider and determine the maximum amount the Society may borrow subject to the provisions of the Act and By-Law 10.6;
  
     
    (i)
to write off bad debts; and
  
     
    (j)
to transact any other general business of the Society of which due notice has been given to members.
  
     
  6.11
No business shall be transacted at any general meeting unless a quorum of members is present. The quorum necessary for such transaction shall be 20% or 50 of the delegates, qualified to be represented and vote, whichever is the lesser.
  
     
  6.12
If, within 30 minutes after the time fixed for a general meeting, the delegates present are not sufficient to form a quorum, the meeting shall be considered as dissolved if convened on the requisition of the members; in all other cases it shall be postponed to a date at least 7 days and not more than 14 days later, at the same time and place, and the business to be transacted at the postponed meeting shall be the same as, and no other than, that proposed for the original date of the meeting; and if at the postponed meeting a quorum is not present within 30 minutes from the time fixed for meeting, the delegates present shall form a quorum, except that a general meeting with such reduced quorum shall not have the power to amend the By-Laws and that any resolution passed at the meeting shall not be valid unless it is passed with a majority of two-thirds of the votes at the disposal of the delegates present.
  
     
  6.13
Representation And Voting
  
  6.13.1
Every member who has satisfied the requirements of By-law 4 and is not in default shall be eligible to be represented and to vote at any general meeting of the Society. A defaulting member shall be one who has failed to pay its dues within such time as may be required by any by-law or contract or within such extended time as may be allowed by the Board of Directors.
  
     
  6.13.2
The Founder Member and the Institutional Members shall notify the Secretary in writing of the names of their delegates who are authorised to attend general meetings on their behalf. These nominations shall be entered in the books of the Society and shall hold good until revoked or replaced by fresh nominations.
  
     
  6.13.3 (a)
The Founder Member shall be represented by not more than 5 delegates who shall jointly or severally have at their disposal the number of votes equal to the total number of votes at the disposal of Institutional Members and one additional vote.
  
     
    (b)
Each Institutional Member shall be represented by 1 delegate who shall have 1 vote for every multiple of 10,000 shares held by the Institutional Member.
  
     
    (c)
The Board of Directors may invite other persons to attend a general meeting as observers without the right to vote or speak thereat.
  
     
  6.13.4
All delegates and other authorised persons shall produce their credential cards prior to admission to the general meeting. Delegates will be issued with forms indicating the number of votes to which they are entitled. Each delegate shall attach this form to any ballot paper which he may use to cast his vote.
  
     
  6.13.5
Except as otherwise provided in the Act or in these By-Laws, a question referred to the delegates present at a general meeting shall be decided by a majority of votes. In the case of an equality of votes, the motion shall be held to be lost. The Chairman of the meeting shall have no casting vote.
  
     
  6.13.6
At any general meeting, a motion put to the vote of the meeting shall be decided by a show of hands unless either a secret ballot is required by the Act or the Rules or before the result of the voting by show of hands is declared, a secret ballot is demanded by the Founder Member or by five Institutional Members. A declaration by the Chairman that a motion has, by a show of hands, been carried unanimously or by a particular majority or defeated, and an entry to that effect in the minute-book of the Society shall be conclusive evidence of the fact without proof, of the number or proportion of the votes recorded in favour of or against or in abstention on such motion.
  
     
  6.13.7
If a secret ballot is required or demanded, the motion put to the vote shall be decided by secret ballot. In the case of election of persons to the Board of Directors, voting shall be by secret ballot.
  
     
  6.13.8
Each ballot form shall indicate the number of votes cast. Ballot forms shall be counted by two or more scrutineers appointed by the meeting, and supervised by the Secretary who will check the vote entitlement of each delegate submitting a ballot form, and upon the declaration by the Chairman that a motion has been carried unanimously or by a particular majority or defeated, and an entry to that effect in the minutes book of the Society shall be conclusive evidence of the fact without proof of the number or proportion of the votes recorded in favour of or against or in abstention on the motion.
  
     
  6.14 Amendment  
  6.14.1
Amendments to the By-Laws shall be proposed either by the Board of Directors, the Founder Member or any two Institutional Members. All amendments to the By-Laws shall be subject to Section 15 of the Act.
  
     
  6.14.2 A resolution to amend the By-Laws shall be passed either:  
     
    (a)
by not less than three-quarters of the members present and voting at a general meeting duly summoned; or
  
     
    (b)
if a referendum is held, by not less than three-quarters of the votes returned, provided that the voting papers have been sent to all members of the Society and that the number of returned votes is not less than one-third of the total number of votes at the disposal of all the members of the Society or 500 whichever is the less, and the returned votes are examined and counted under the supervision of the Registrar.
  
     
  6.14.3
No By-Law or amendment to a By-Law of the Society shall be valid until it has been registered by the Registrar. A member of the Society shall not without his consent in writing having been first obtained, be bound by any amendment of the By-Laws registered after he became a member, if and so far as that amendment in any way increases his liability to contribute to the share capital of the Society.
  
     
  6.15
Where it is provided in the Act or in these By-Laws that a resolution shall be passed by not less than a prescribed majority of the votes of members present and voting at a general meeting, the resolution shall be deemed to be passed if not less than the prescribed majority of the total number of votes at the disposal of the members or delegates are cast in favour of the resolution, subject to the necessary quorum being present throughout the meeting.
  
     
  6.16
The Chairman of the Board of Directors, or in his absence, the Deputy Chairman, shall preside at all general meetings except those summoned by the Registrar or any person authorised by him. If both are absent, the meeting shall be presided by any other person duly authorised by the Board of Directors.
  
     
  6.17
The Chairman may, with the consent of the general meeting at which a quorum is 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 the business left unfinished at the meeting from which the adjournment took place.
  
     
  6.18.1
Minutes of the general meeting shall be entered in the minute book and shall contain:
  
     
    (a)
the number of members or delegates present at the meeting and the name of the Chairman who presided;
  
     
    (b) the time the meeting commenced and ended;  
     
    (c) all resolutions and decisions made at the meeting.  
     
  6.18.2
The minutes of each meeting shall be read or shall be taken as read at the next meeting if previously circulated and, if confirmed or after amendment, when signed by the Chairman of that meeting and the Secretary, and when so signed shall be evidence of matters dealt with at that meeting.
  
     
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