THE KENYA CHEMICAL SOCIETY CONSTITUTION

THE KENYA CHEMICAL SOCIETY CONSTITUTION I. NAME: The name of the organization shall be THE KENYA CHEMICAL SOCIETY (hereinafter referred to as the Chemical Society ). II. STATUS The Chemical Society shall be a professional and learned national organization serving Kenya and such other affiliated bodies in its services. The Chemical Society shall co-operate and collaborate with the Government, industries and other professional institutions in achieving its objectives. III. SCOPE The Chemical Society shall cover all aspects of learning, research application, practice and professional conduct in all branches of chemistry and related disciplines. IV. AIMS AND OBJECTIVES 1. To promote other advancement of chemical sciences and technology in Kenya. 2. To promote communication and co-ordination between and among chemists and allied professionals in Kenya. 3. To provide a forum for discussion and a medium for dissemination of chemical knowledge among the members of the chemical society and the public at large. 4. To encourage advanced training and research in chemistry within Kenya and to find ways and means for such training elsewhere. 5. To co-operate with the Government of Kenya and other public bodies or institutions in national development. 6. To co-operate with other national and international chemical organizations in organizing meetings, exchanging of information etc. 7. To institute and maintain professional standards amongst its members. 8. To promote the welfare of chemists in Kenya. V. FUNCTIONS In pursuance of the aforementioned aims and objectives the Chemical Society shall endeavour. 1

1. To promote communication and co-ordination amongst its members. 2. To provide a forum for discussion and a medium for the dissemination of knowledge amongst its members by organizing symposia, seminars, workshops and conferences. 3. To create a familiarity with chemical knowledge and application amongst members of the public, through the mass media. 4. To co-operate with the appropriate government institutions in formulating scientific and educational policies in planning and in exploring the results of research. 5. To act as a medium for advancement of chemical knowledge in Kenya and to promote international goodwill and understanding through the exchange of research work and scholars. 6. To develop and co-ordinate creative abilities of young chemists by encouraging formation of chemistry clubs, associations and organizing competitions and such other activities as the chemical Society may deem fit. 7. To establish, publish and distribute a peer reviewed journal of the Chemical Society. 8. To encourage advanced short-term courses and scholarships. 9. To develop and maintain a code of conduct for chemists. 10. To undertake such other activities as may be consistent with aims and objectives of the Chemical Society. 11. Develop a mechanism for accrediting practising professional chemist in Kenya. VI. MEMBERSHIP 1. Categories of Membership There shall be the following categories of membership. i. Honorary membership ii. Corporate membership iii. Associate membership iv. Ordinary membership v. Institutional membership vi. Student membership vii. Life membership 2. Qualifications for membership a) All categories of membership shall be attained by filling a prescribed form and submitting it to the secretary. 2

b) Every member shall be entitled to a copy of the constitution of the Chemical Society and any amendments and alterations thereto free of charge and shall be expected to comply with all the rules and regulations and code of conduct of the Chemical Society. c) Ordinary membership: i. Ordinary membership shall be open to the citizens of the Republic of Kenya in any University or tertiary institution and chemistry teachers in secondary schools. To qualify for membership the candidate shall either have a recognized university Degree or its equivalent or, in the opinion of the Council (hereinafter provided for); have contributed notable original work in chemistry and / or allied fields. ii. Ordinary members shall be provided with a membership certificate, a copy of the constitution and any other publication, at the discretion of council. d) Student membership: i. Student membership shall be open to bona fide students who are currently studying chemistry or allied subjects in a university or other accredited tertiary institutions. ii. Student members shall have no right to vote. They shall not hold any national office; except that a student member may be co-opted to any committee of the Chemical Society. e) Institutional membership: i. Institutes, Societies or organizations in Kenya which subscribe to some or all of the aims of the Chemical Society as provided for in the Article IV above, may be admitted by the Council to institutional membership in accordance with the provisions of this sub clause. ii. On application for institutional membership such bodies shall submit a copy of their constitution and an up-date report on their activities. iii. On admission such documents as referred to in sub clause (ii) above shall be filed by the secretary and kept up- to- date and a register of institutional members shall also be maintained by the secretary. iv. Members of institutional bodies, unless holding individual membership of the Chemical Society, shall not necessarily become members or exercise any right or 3

discharge any obligation pertaining to members of the Chemical Society other than at the absolute discretion of the council. v. Each institutional member shall be represented by its executive or his designated nominee at business meetings or social functions of the Chemical Society but such representatives shall not be ipso facto hold elective office in the Chemical Society, unless such representative also holds individual membership in the society. f) Honorary membership: This will be awarded to scientists or persons who in the opinion of the Council have made distinguished service to the Chemistry profession and other related discipline. g) Associate Membership Membership is open to individual who may not meet other prescribed requirements but are working within the chemical industry. h) Corporate membership Membership is open to industries involved in manufacturing, processing, distribution and disposal of Chemicals. i) Life membership May be awarded to an ordinary membership on payment of Kshs. 25,000 in advance. The payment may be done in two annual instalments. VII. MEMBERSHIP FEES There shall be an entry fee and own annual membership subscription. The entry fee is payable on application for membership and refundable in full in case of unsuccessful application. The first annual membership fee is payable on admission to membership and thereafter on the first day of July in each year. The fee rates for each category of membership will be as determined by the Council from time to time and ratified by a simple majority thereof at the Annual General Meeting and upon such ratification the decision shall become a by-law under the constitution. 4

VIII. TERMINATION OF MEMBERSHIP 1. The council may in its absolute and sole discretion terminate the membership of any member whose conduct is in the opinion of the Council prejudicial to the good name of the Chemical Society. 2. Membership shall be deemed to have terminated if a member shall have fallen in arrears with his annual subscription for a period of more than two years. 3. One whose membership is terminated under this clause shall have the opportunity to submit to the council a written appeal within one month of the termination of ones membership. 4. Any person or institution who ceases to be a member by termination or resignation shall not be entitled to a refund of his subscription or any other contributions that may have been made to the Chemical Society. IX. THE GOVERNING COUNCIL 1. There shall be a Council which shall be governing body of the Chemistry Society. 2. The Council shall comprise the following members: a. Chairman- chairman b. Vice-Chairman Vice Chairman c. Secretary member d. Treasurer - member e. Assistant secretary- member f. Five ordinary members members g. Two students members members h. Chairman of editorial committee- member i. Chairman of membership committee member. 3. Rules for the membership of the council: a) The chairman at his own initiative or at the request of the council may invite any other person or official to attend any meeting of the Council for deliberations but not for voting purposes. b) If the posts of Chairman, Secretary or Treasurer fall vacant from whatever causes before the expiry of their terms of office, the Council shall fill them immediately by nomination on acting capacity and there after report to the Annual General Meeting. 5

c) Except for the Chairman who shall have both an original and casting vote each Council / member shall have one vote. d) A member of the Chemical Society shall hold only one office in the Chemical Society at a time. 4. Executive Officer: a) The Council may at its sole discretion appoint an Executive Officer, on such terms as may be agreed between the Council and the appointee. b) The Executive officer shall be the recorder for the meetings of the society including those of the Council and shall act under the direction of the Secretary and take action on the decisions recorded in the minutes. 5. Meeting of the Council a) The Council shall meet at least four times between any two Annual General Meeting of the Chemical Society. b) The Chairman shall be empowered to convene special or additional meetings of the Council. c) The Chairman shall be responsible for directing and convening Council meeting and shall be the Chairman thereafter. In the absence of the Chairman, the Secretary shall convene the meetings and the Vice- Chairman shall be the chairman thereat. d) One third of all voting members of the Council shall form a quorum and decisions shall be made by a simple majority of the fully paid up members present and voting thereat. e) Voting shall be by show of hands, but in case of a dispute it shall be by secret ballot. 6. Functions of the Council a) The Council shall be responsible for the proper running of the Chemical Society. To this end it shall appoint, as it may deem fit, such committee or individuals to make reports to it or carry out specific tasks on any matters concerning the activities of the Chemical Society. b) The Council shall be responsible for the proper management, and application of the Chemical Society s fund as well as other resources. For this purpose it shall appoint an independent Auditor to review the accounts and financial position of the Chemical Society and submit a written report to the annual General Meeting. 6

7. Tenure of honorary office-bearer of the Chemical Society. All officers of the Chemical Society and committee shall hold office for a term of two years but shall be eligible for re-election. X. BOARD OF TRUSTEES: 1. The Council shall elect a Board of Trustees of the Chemical Society of not more than five years. 2. The term of office of the Trustees shall be 3 years but any Trustee could be reappointed by the Council of the Chemical Society to serve for a further term. 3. An annual General Meeting by a simple majority vote shall have power to discontinue the tenure of any of the Trustees. 4. All moveable and immovable property, investment and securities acquired or entrusted to the Chemical Society shall be vested in the names of the Trustees of the Chemical Society. 5. The Trustees shall pay all income received from the property vested in them to the Treasurer of the Chemical Society and any expenditure in respect to such property which in the opinion of the trustees is necessary or desirable shall be reported to the Annual General Meeting. 6. The Council of the Chemical Society shall have the power to appoint new Trustees after the expiry of term of office for any or all of the Trustees or in the event of the death or resignation of a Trustee, or to replace a Trustee removed by resolution of the Council of the Chemical Society or of the Annual General Meeting. The Chairman and Secretary of the Chemical Society shall be ex- official trustees by virtue of their offices. XI. MEETING OF THE CHEMICAL SOCIETY 1. Annual General Meeting: a) There shall be an Annual General Meeting of the Chemical Society. b) The Secretary or under his direction the Executive Officer, shall give at least three months notice of the meeting and agenda shall be circulated at least 30 days before the day of the proposed meeting. 2. Functions of the Annual General Meeting Functions of the Annual General Meeting shall be:- a) To receive and consider the annual reports of the chairman, secretary and the treasurer. 7

b) To elect office bearers c) To discuss any other functions as may be provided in the constitution. d) To perform such other functions as may be provided in the constitution. 3. Extra ordinary General Meetings: a) An Extraordinary General Meeting shall be called at the request of either the Council, or twenty members who are entitled to vote in writing addressed to the chairman, except that members or their representatives. b) Such a meeting shall be held within three months of the request and the notice and agenda for the meeting shall be circulated by the Secretary to all the members at least thirty days before the proposed date of the meeting. c) The venue of the Extraordinary General Meeting shall be determined by the chairman in conformity as far as possible with any suggestion by the body requesting the meeting. 4. Quorum: a) Twenty-five members or one quarter of all the registered members who are entitled to vote whichever is the less shall constitute a quorum. b) If there is no quorum at any annual or extraordinary general meeting the chairman may be empowered by the members present to proceed to transact any urgent business pending the convening of another meeting. 5. Chairman of the meeting: The chairman shall take the chair at all Annual or Extraordinary Meetings. In his absence the Vice-chairman shall take the chair subject to the provisions of Article IX Sub-Section 3(c). 6. Conference symposia and workshops a) There shall be an annual conference of the chemical society which new research findings in chemistry and allied fields will be presented and discussed. b) The Chemical Society will organize workshops and symposia on special topics of interest to the members of the society. 8

XII. FINANCES OF THE CHEMICAL SOCIETY. 1. The finances of the Chemical Society shall be derived from membership and journal subscription and conferences and any endowments, bequests or grants that shall be made to it. 2. Two thirds of membership subscriptions funds received by chapters should be remitted to the treasurer on a quarterly basis for depositing in the National Bank Account. 3. All monies and funds shall be paid to and be received by the treasurer who shall deposit them in the name of the society in Bank account approved by the council. 4. Any other investment of a different nature shall first be sanctioned by the Council either as an individual sum or as part of general estimates. 5. All payments made out of the Bank Account shall be first be sanctioned by the Council either as an individual sum or as part of general estimates. 6. All cheques drawn on the Bank account shall bear the stamps of the Chemical Society and shall be signed by the Treasurer and one or two other office bearers appointed by the Council as signatories. 7. The financial year of the Chemical Society shall start on 1 st July and end on 30 th June of each year. 8. The funds of the Chemical Society shall only be used for the following purposes:- a) For financing any research projects that might be approved from time to time by the Council. b) For convening meetings and for such matters relating to theses meetings as the Council might authorize. c) For financing any programmes of higher education and training in Kenya or elsewhere which would further the objectives of the Chemical Society. d) For supporting any journals, periodicals, newsletters or books containing results of members research or sponsored y the Chemical Society. e) For the administration of the Chemical Society, for any other purpose which the Council might approve. 9. The Council shall have power to suspend any office bearer who it has reasonable course to believe is not properly accounting for any of the funds or property of the Chemical Society and shall have power to appoint or cause to be appointed another office bearer in his place. Such suspension shall be subject to investigation and 9

depending on the Councils discretion shall be reported to an Annual General Meeting or Extraordinary General Meeting. XIII. AUDITORS 1. All the Chemicals Society accounts, record and documents of finances shall be open to inspection at any time by an Auditor appointed as in Article IX section 6(b) above. 2. The treasurer shall produce an Annual Statement of Accounts of receipts, payments, assets and liabilities. The Auditor shall examine such accounts and certify his considered opinion concerning the correctness of the Accounts and the financial state of the Chemistry Society. 3. A copy of the audited report and balance sheet (if any) shall accompany the Treasurer's statement of accounts which shall be presented for the approval of the Council and Annual General Meeting. 4. No office bearer or member of the Council or any committee concerned with the finance of the Chemical Society may be appointed as an Auditor. 5. The Auditor may be paid an honorarium by resolution of the Council of the Chemical Society. XIV. DISSOLUTION OF THE CHEMICAL SOCIETY. 1. The chemical society shall not be dissolved except by a resolution passed at a General Meeting by a vote of two thirds of all registered membership of the Chemical Society entitled to vote. Those unable to attend the meeting shall be entitled to a postal vote. 2. Should the motion for dissolution be passed the Board of Trustees shall take charge of all the assets of the Chemical Society and, subject to the payment of all the debts and liabilities of the Chemical Society, the balance thereof shall be distributed in accordance with resolution passed at the General Meeting called to dissolve the Chemical Society. XV. STANDING ORDERS AND AMENDMENTS TO THE CONSTITUTION 1. The council shall have power to make standing orders subject to the approval of the Annual or Extraordinary General Meeting by a simple majority of votes to cover any matters covered by the constitution only partially or not at all and which do not require a constitutional amendment. Such standing orders shall operate from the date of approval by an Annual Extraordinary General Meeting. 10

2. This constitution of the Chemical Society may only be amended by a two thirds majority vote of all the members present and voting at an annual General Meeting. 3. All proposed amendments shall be circulated to the members with the agenda of the meeting. Those unable to attend may send a postal opinion which shall be read at the meeting before voting. XVI. AFFILIATION Any organization, societies or institutions with kindred objectives may be affiliated to the Chemical Society. In such case the terms of affiliation shall be decided by the appropriate committee of the Council. XVII. MEMBERSHIP SUBSCRIPTION In accordance with article VII of the constitution the Governing Council has approved the following annual membership subscription for the time being:- Membership Category Registration Fees Annual Subscription Cooperate- Member 25,000 5,000 Institutional Member 10,000 5,000 Ordinary Member 1,000 2,400 Student Member 300 300 Associate Member 1,000 2,400 Life Member 25,000 XVIII. ORGANIZATION AND ADMINISTARION OF THE KENYA CHEMICAL SOCIETY PROJECTS. Standing Committee of the Governing Council: a) As provided under Article XI, section 6(a), the Governing Council shall if and when required set up Standing Committee with specified terms of reference. b) In each case unless otherwise stated, the Governing Council shall nominate the Chairman and determine the composition of the Committee. c) Each Committee shall be responsible to the Governing Council and shall be required to report in writing. d) The Committee shall have the power to opt additional members. 11

(i) Executive committee: (a) The executive Committee on behalf Governing Council shall be responsible to such Standing Committee as may be set up. (b) Shall take action on behalf of the Governing Council in cases of emergency and to report to the Governing Council. (c) Shall help and guide the executive officer in the affairs of the society. (d) Shall initiate projects and programmes in the furtherance of the aims and objectives of the Society. (e) Shall determine dates for the various meetings, assigned to it by the Governing Council and or Annual General Meeting. (ii) Finance committee a) Shall raise funds for the Chemical society. b) Shall study in details the finance of the Chemical Society and shall make regular reports to the Executive Committee who will report to the Annual General Meeting. c) Shall study the treasurer s budget and annual estimates and make recommendations thereon to the Executive Committee well in advance of the meeting at which the budget is to be approved by the Governing Council. d) Shall make recommendations on financial matters as required by the Governing Council. (iii) The programme and programme planning committee a) Shall determine the programmes of the society b) Shall determine the programmes of conferences, symposia, seminars and workshops. (iv) Membership committee Shall recruit members and scrutinize their qualifications. They give progress reports to the Secretary who will then report to the Annual General Meeting. (v) Editorial committee Ensure timely publication of the journal and any other material on behalf of the Chemical Society. XIX. RESPONSIBILITIES OF THE HONORARY OFFICE BEARERS 1. DUTIES OF THE HON. CHAIRMAN a) The overall general organization, supervision and control of office. b) Shall preside over the Executive Committee, Governing Council and Annual General meetings. 12

c) Shall give the Chairman s address on a topical subject during the Annual General functions of the society. d) Shall maintain inter-regional and international relationships by correspondence and travel including relations with the United Nations and its agencies. e) Shall maintain co-ordination and co-operation by correspondence and travel with international societies and national chemical societies. f) Shall take vital policy decisions in the matter of good administration and efficient management of the Society. g) Shall perform any other specialized function as directed by the Council. 2. DUTIES OF HON.VICE CHAIRMAN a) While absent for a short time, the Chairman may assign his duties to the Vice- Chairman. b) Liason and Co-ordination with Government, Ministries, Research Institutes and the Universities. c) Any other duties assigned by the Council. 3. DUTIES OF THE HON. SECRETARY a) Overall administration of the office and Research Information and publication services. b) General organization of the Society and any other sub units of the Council and the Annual General Meeting. c) Inter-regional, national and international relations. d) Any other duties assigned to him by the Executive Committee. He shall present an Annual Report to the Annual General Meeting and shall be responsible to the Executive Committee. The Secretary shall be assisted by an Executive Officer in the organization, management and administration of the office. The Executive Officer shall be responsible to the Secretary and the Executive Committee. 4. DUTIES OF THE HON. ASSISTANT SECRETARY The duties of the Assistant Secretary are to assist the Secretary in all matters pertaining to educational, scientific and academic activities. This will include the preparation of papers, correspondence, news writing for the society and public relations. 13

5. DUTIES OF THE HON. TREASURER a) The administration of funds of the society including the following: i. Salaries of staff ii. Purchases and iii. Other expenses. b) Bank transactions including deposits, withdrawals and accounts. c) All office account including cash book and ledger (he shall regularly sign all books as a token of the correctness of the accounts. d) Preparation of the budget e) Arrangement for auditing f) Following up for contributions, anonymous donations and other receipts. g) Preparation of annual report pertaining to income and expenditure of the Society. 14