FASC - The Constitution

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Article 1
Name, Legal Form, Legal Headquarters, Duration

•    Recognizing the significant contribution that the development of chemical sciences makes towards the fulfillment of regional and national development objectives;
•    Appreciating the on-going effort that has been made by national chemical societies in promoting education, research and development in various fields of chemical sciences in their respective countries;
•    Stressing the importance of promoting regional cooperation and networking amongst existing African chemical societies to facilitate experience sharing and information exchange in the field;
•    Underlining the significance of developing regional centers of excellences and network that promote the development of science and technology capacity in the region as indicated in NEPAD’s science and technology initiative;  

a.    A not-for-profit African federation, entitled "Federation of African Societies of Chemistry", is hereby created, hereinafter referred to as the "Federation" in accordance with the Ethiopian law (hereafter referred to as the "Law"). The Federation will also use the abbreviation: "FASC"
b.    Its legal headquarter is established at Addis Ababa, Ethiopia.
c.    The term "Chemical Societies" designates in this document not-for-profit making societies whose aim is to promote science and technology in the field of chemistry and related sciences.
d.    The life of the Association/Society is not delimited. Each member society remains an independent body.

Article 2
Objective

The objective of FASC is to promote the advancement of chemical sciences and the practice of chemistry that could be instrumental to the fulfillment of the development aspiration and objective of the people in Africa.

FASC seeks:
a.    to promote and maintain effective communication throughout the community of chemists and chemical scientists in Africa.
b.    to promote collaborative activity among member societies and among the individual members of these societies.
c.    to maintain and promote high professional, educational and ethical standards.
d.    to disseminate chemical knowledge.
e.    to maintain a policy on safeguarding the environment and promotion of sustainable development.
f.    to act in an advisory, consultative and representative capacity in relation to African institutions and regional initiatives.
g.    to promote cooperation with other international organizations and similar regional and international networks.

FASC pursues these objectives mainly by the following means:
a.    By holding or assisting in the holding of symposium and other scientific meetings and schools in order to exchange ideas and information, by offering opportunities and by encouraging discussions related to chemistry.
b.    By cooperating with other organizations on scientific issues related to chemistry.
c.    By establishing working-groups for studying subjects related to chemical sciences.
d.    By collecting and disseminating relevant information on the activities of the member societies.
e.    By cooperating with other international scientific organizations (e.g. IUPAC, AAPAC, RSC, ACS, etc.) and by collaborating with other societies in joint meetings.
f.    By instituting and conferring awards related to the objectives of the Federation.
g.    By establishing and observing By-Laws.
h.    By following any other course of action that is in accordance with the objectives of the Federation.
i.    By promoting publications in all fields of chemistry.

Article 3
Members  

Any independent African society, national or multi-national, which is active in the field of chemistry, can apply for admission to the Federation, with the exception of societies which:
•    are involved in political activities or which have links with a political party, or
•    discriminate between persons on the basis of their political beliefs, religion, race, or sex, or
•    include, in their principal activities, the conduct of negotiations on their members' behalf on subjects relating to salaries or conditions of employment, or
•    distribute profits to their members.

Categories of membership:
There will be three classes of membership
a.    Full members
Full membership is limited to a maximum of three major societies per country, and to multinational societies whose status is appropriate.
b.    Associate members
Associate membership can be granted to other societies whose aims and activities warrant election.
c.    Honorary members.
Honorary membership can be granted to individual persons, in recognition of eminent services rendered to the Federation or in the domain of materials. Honorary members have the right to attend meetings of the General Assembly but do not have voting rights.
Full or associate member societies will have legal status. In the event that a society, which otherwise fulfills the conditions laid down for full or associate membership of the Federation, does not have legal status, it can designate an individual for membership of the Federation. This individual can be either the President or one of the full-time officers, for example the Secretary-General, of the said society.

 Admission and Termination:
a.    Upon application, membership is granted by the Executive Committee (EC) and approved by the General Assembly. As a general rule, an entrance fee is due.
b.    Termination of membership may be effected by simple majority decision of the General Assembly in the event that:
•    membership fees are unpaid two years after the due date.
•    no response has been received to repeated communications from the Secretariat over a period of one year.
•    a member society has violated the constitution and/or seriously harmed the Federation.
c.    The membership of a society terminates, when:
•    it is dissolved.
•    it notifies its withdrawal in writing to the Secretary of the Federation at least three months before the end of the calendar year.
•    it has not paid the annual dues for two consecutive years.
•    it has violated the constitution and/or seriously harmed the Federation.

The General Assembly has the power to expel any member whose activities it considers incompatible with the aims of the Federation. The termination of membership will be proposed by the executive committee, after having heard the arguments of the member concerned (orally or in writing). The vote on the expulsion of a member will be secret.   

Duties of members:
a.    Support the objectives of the Federation.
b.    Pay the annual dues prior to the annual meeting of the General Assembly.
c.    Submit on regular basis relevant information concerning one’s own activities to the Secretary.
d.    Publicize on regular basis the activities of the Federation as received from the Secretary, including distribution of the FASC publications, to the individual members of the Adhering Organization.

Article 4
Organs of the Federation   

The General Assembly
The General Assembly determines the general policy and the priority actions that are designed to achieve the objectives of the organization. The General Assembly may request advice from the Executive Committee and other groupings in determining the general policy and the priority actions.
a.    The General Assembly shall determine the general policy of the Federation.
b.    The General Assembly shall also
i.    decide on the admission of new Members to the Federation.
ii.    decide on any modification to the name or constitution.
iii.    decide on the dissolution of the Federation.
iv.    elect members of the Executive Committee.
v.    establish and abolish Divisions and Working Parties.
vi.    determine the fees payable.
vii.    approve the annual budget.
viii.    approve the audited accounts.
ix.    elect the President and appoint the Treasurer.

c.    The General Assembly shall meet approximately every year two years at the registered office or in any other place to be specified in the letter of convocation.
d.    The notification to attend is made by letter, fax, e-mail or any other communication medium. The convocation should be given at least 28 days before the date of the meeting and specify the points of the agenda.
e.    The General Assembly shall consist of one representative from each Ordinary Member, who shall normally be either a member of the Federation Executive Committee, the President of the Ordinary Member or a designated alternate. Member of the Executive Committee who is not otherwise member of the General Assembly may participate without voting rights in the meetings of the General Assembly. Members of the Secretariat shall participate in the General Assembly meetings without voting rights. Associated Organizations are entitled to send observers to participate in the General Assembly meetings without voting rights.
f.    If requested by a simple majority of the Ordinary Members, a special meeting of the General Assembly may be held. The request for the meeting must be notified to the Secretariat, which shall inform all representatives in writing. The General Assembly must take place within the subsequent three months. A special meeting of the General Assembly may also be called by decision of the Executive Committee.
g.    Where voting at the General Assembly meetings is necessary, it shall be subject to the following. There shall be one vote per Ordinary Member. To be carried by a simple majority, a resolution shall require a majority of votes by Ordinary Members, present and voting, with the provision that this majority at the same time represents more than 50% of the individual members of those Ordinary Members present and voting. To be carried by a qualified majority, a resolution shall require a two-thirds majority of votes by Ordinary Members, present and voting, with the provision that this majority at the same time represents more than two-thirds of the individual members of those Ordinary Members present and voting. Where possible, issues should be decided by consensus. The President shall have a casting vote.
h.    A quorum is constituted at a General Assembly if a simple majority of members are present and voting.
i.    The decisions of the General Assembly shall be recorded in a register, signed by the Chairman, and kept by the Secretariat at the registered office.

The Executive Committee
a.    The Executive Committee shall fulfill the purpose of the Federation as defined in Article 2 and advise the General Assembly on the general policy of the Federation.
b.    The Executive Committee shall be responsible for managing the assets and property of the Federation.
c.    The Executive Committee shall be responsible, under delegated authority from the General Assembly, for managing the scientific, educational and professional activities of the Federation.
d.    The Executive Committee may, in accordance with the Rules for Standing Committees approved by the General Assembly, establish and abolish Standing Committees on matters for which it has delegated authority.
e.    The Executive Committee may appoint ad hoc task groups on matters as defined in the object of the Federation.
f.    The Executive Committee shall appoint the Secretariat, review its location(s) and oversee its activities in administering the business of the Federation.
g.    The Executive Committee shall be composed of up to ten members, plus, ex officio, the President, the Treasurer, the President-Elect or the Immediate Past President, the Chairmen of the Divisions, Working Parties and Standing Committees. Six members shall be elected by the General Assembly. Up to four members shall be appointed by the Executive Committee. Elected members of the Executive Committee shall normally serve for a single term of two years.
h.    The Executive Committee meets at least once a year. The notification to attend is made by letter, fax, e-mail or any other communication medium.
i.    Where voting is necessary, a simple majority is required, provided that at least 50% of the elected and appointed members present and voting are in favor. Where possible, issues should be decided by consensus.
j.    The decisions of the Executive Committee shall be recorded in a register, signed by the Chairman, and kept by the Secretariat at the registered office.

The President
The General Assembly shall elect the President who shall serve for one year before taking the office of President. The President shall serve for a single term of The President shall serve for a single term of approximately two years (as determined by the dates of the AGMs) and may be re-elected for a second consecutive term of office as President.
a.    The President shall be Chairman of the General Assembly and Chairman and ex officio member of the Executive Committee and may delegate responsibility for acting as Chairman.
b.    The President shall be entitled to represent the Federation before courts and to act on behalf of the Federation vis-à-vis any third parties. The President may delegate his/her mandate.
c.    The President-Elect shall serve for one year as an ex officio member of the Executive Committee. The Immediate Past President shall serve for two years as an ex officio member of the Executive Committee.
d.    The President-Elect/Immediate Past President shall act as Vice-President and may attend meetings of the General Assembly.

The Treasurer
The Executive Committee shall nominate to the General Assembly one individual for appointment as Treasurer of the Federation. The Treasurer shall serve for a single term of approximately two years (as determined by the dates of the AGMs) and may be re-appointed for one further consecutive term of office as Treasurer.
a.    The Treasurer shall serve as an ex officio member of the Executive Committee and shall attend meetings of the General Assembly.

Divisions/Working Parties
a.    Divisions and Working Parties shall be empowered to further the object of the Federation within their respective spheres of interest.
b.    The General Assembly, on recommendation from the Executive Committee, may establish and abolish Divisions and Working Parties.
c.    The Chairman of a Division/Working Party shall be ex officio member of the Executive Committee and may attend the General Assembly in a non-voting capacity.
d.    The Divisions shall operate in accordance with the Directives for Divisions.

Secretariat
a.    The Secretariat shall carry out the administration of the business of the Federation.
b.    The Executive Committee shall oversee the activities of the Secretariat.
c.    The Secretariat shall be located at the address of the Federation’s registered office.
d.    Second location(s) of the Secretariat shall be determined by the Executive Committee on the basis of the level of workload and the need for special tasks to be carried out, it being understood that decisions in this respect shall be reviewed by the Executive Committee every three years.
e.    The costs incurred by the Secretariat shall be born by those Ordinary Members to which the general administration and other tasks have been assigned, unless and until other sources of funding are available.

Article 5
Finances

a.    Source of funding: the financing required for the Federation activities could be covered through:
•    Membership contribution
•    Project and programme financing
•    Institutional and individual grants
b.    The ordinary expenditure of the Secretariat and other expenses approved by the General Assembly (for example, special publications, translation of documents, and organization of activities) will be shared among all the member societies by mutual agreement.
c.    Each member society will be responsible for its own outlay.
d.    The financial year will start on 1 January and end on 31 December.

Article 6
Amendments to the Constitution

a.    A proposal for amendment to the constitution may be made to the General Assembly by the Executive Committee.
b.    An Ordinary Member may request the Executive Committee to make such a proposal to the General Assembly.
c.    To be approved, any amendment to the constitution shall be supported by a qualified majority decision of the General Assembly.

Article 7
Dissolution of the Federation

a.    The decision on a proposal to wind up the Federation rests with the General Assembly.
b.    A proposal to dissolve the Federation must be submitted in writing to the Executive Committee six months before that meeting of the General Assembly at which the decision by qualified majority is to be taken. The result of the discussion by the Executive Committee must be notified to all members of the General Assembly at least five months before the said meeting of the General Assembly.
c.    The net capital after liquidation shall be allocated to a non-profit aim concerned with advancing chemical and molecular sciences, by a qualified majority decision of the General Assembly meeting, which votes for dissolution.

Approved by FASC General Assembly on 23 February 2006
Addis Ababa, ETHIOPIA