MEMORANDUM

AND RULE$ AND

REGULATON$
OF
WORLD A$$OCATON
FOR $MALL
AND
MEDUM ENTERFR$E$
memorandum of Association
of WorId Association for
5maII and medium Enterprises
NAmE
1. 1he name oI the Society is World
Association Ior Small and Medium
Lnterprises' (WASML).
REGI5TRATION OF 5OCIETY
2. WASML is registered under the lndian
Societies Registration Act oI 1860 and
all clauses oI Memorandum and Rules
& Regulations oI WASML conIorm to
the provisions oI the said Act, the lndian
lncome 1ax Act and other Acts as
applicable to societies registered in
lndia.
REGI5TERED OFFICE
3. 1he Registered OIIice oI the Society shall
remain in the Union 1erritory oI Oelhi
and at present it is at the Iollowing
address:
llat No. S1, Pocket 9-A, Sector No 18,
Rohini, Oelhi 11008S
1he address oI the headquarters is Plot
No. 4, Sector-16A, Noida-201 301, Oistt.
Gautam 8udh Nagar, Uttar Pradesh,
lndia.
AIm5 AND OB1ECT5
4. 1he aims and ob|ects Ior which the
Society is established are as Iollows:
mAIN AIm5 AND OB1ECT5
1o Ioster, promote and co-ordi nate
international co-operation and movement Ior
dissemination oI knowledge Ior promotion oI
small and medium sized enterprises (SMLs)
by pooling the creative genius oI micro and
SMLs at national, regional and international
levels and capabilities oI governmental and
non-governmental agencies engaged in
promotion and protection oI SMLs.
Ob|ects i nci dental or anci l l ary to the
attainment to the above main aims and
ob|ects
1) 1o examine handicaps oI micro and
SMLs and suggest remedial measures Ior
removal oI the same by dissemination
oI knowledge.
2) 1o collect, compile and disseminate
inIormation on expertise, innovations
and technology in sectors speciIically
relevant to micro & SMLs.
3) 1o identiIy, assess and assist in attending
to social, educational, technical, legal
and other incidental needs oI the micro
and SMLs.
4) 1o encourage and Iacilitate greater
techni cal , i ndustri al and soci al
co-operati on and understandi ng
between SMLs oI devel oped and
developing countries and amongst the
developing countries themselves in the
context oI deregulation, liberalisation,
gl obal i sati on and harmoni sati on
through transIer oI technol ogy,
dissemination oI industrial and technical
inIormation.
1
*As amended at the Special Session oI the Council held in Gibraltar on 8 April 2002.
S) 1o prepare and publ i sh papers,
periodicals and reports Ior distribution
via electronic media or otherwise in
Iurtherance oI i nternati onal
co-operation and understanding on
technical and other needs oI micro and
SMLs and conduct research, surveys,
studies on issues relevant to the sector.
6) 1o organise Seminars, ConIerences,
Lxpert Group Meetings, 1echnology and
Product Oevelopment Programmes,
1rai ni ng Courses, 1rade lai rs,
Lxhibitions and Campaigns with a view
to improving and strengthening the
production/technical and managerial
capabilities oI micro and SMLs.
7) 1o arrange exchange oI counselors,
specialists and trainers to Iacilitate
transIer oI skills and expertise and to
arrange exchange visits oI members/
SMLs Ior developing close multilateral
and bi l ateral rel ati onshi p among
member organisations.
8) 1o enlighten and mobilise public opinion
on issues pertaining to micro and SMLs
and to voice it at all concerned Iora.
9) 1o enlist the services oI experts, on
sui tabl e basi s, Ior the beneIi t oI
members on matters rel ati ng to
industry, commerce and trade and other
incidental needs.
10) 1o promote regional, national and
international set-ups to promote the
ob|ectives and programmes oI WASML.
11) 1o promote advancement oI
knowledge in diIIerent disciplines oI
science and technology which may help
develop SMLs and to set up Ioundation
or endowment, iI necessary.
12) 1o collect, Iormulate and express views
oI member-organisations on connected
matters at various Iora - national,
regional and international - with a view
to securing their Iullest support to the
various suggestions contained therein.
13) 1o enter i nto agreement or
Memorandum oI Understanding (MoU)
with any UN, government authority,
agency, NGO, organisation or company
Ior the advancement and protection oI
the interests oI SMLs.
14) 1o promote the study oI all questions
relating to international enactments
and conventions governing SMLs and
to propose, promote, support and
suggest legislation and other measures/
actions by any Government or any
department thereoI or any other public
or semi publ i c body or oIIi cer,
as may be conducive to the interests oI
SMLs and, i I necessary, voi ce
concerns/disagreement against such
l egi sl ati on/measures and acti ons
iI they adversely aIIect the interests oI
SMLs and Ior this purpose to make
representations to local, national,
regional and international bodies and
agencies.
1S) 1o convene, when thought necessary,
conIerences, seminars, workshops and
expert group meetings at such places
and at such ti mes, as may be
determined.
16) 1o recognise and honour with awards
i nsti tuti ons/ organi sati ons and
i ndi vi dual s Ior thei r outstandi ng
contribution in promoting SMLs in their
own economies or at national, regional
or international levels.
17) 1o assist in Iormulating codes oI good
conduct, best practices Ior SMLs and
adoption oI good corporate governance
at l ocal , nati onal , regi onal and
international levels, so as to ensure that
they adhere to certain common ethical
standards and principles and to Iacilitate
capacity building.
2
OTHER POWER5 AND
FUNCTION5
18) 1o accept, receive, purchase, take on
lease or hire, acquire any movable or
immovable property or any rights or
privileges necessary or convenient Ior
the purposes oI the Society.
19) 1o acquire by giIt, purchase, exchange,
lease, hire any land, building, equipment
or other properties Ior the Iurtherance
oI the ob|ectives oI the Society and to
construct or alter any building Ior the
same purpose.
20) 1o invest surplus Iunds in such modes
oI investments permissible in terms oI
Section 11 (S) oI lncome 1ax Act, 1961
and subsequent amendments thereto
Irom time to time.
21) 1o sell, lease, transIer, exchange,
mortgage, dispose, deal with any
property belonging to the Society
provided that such activities are not
done with a motive to have commercial
proIit or gain but only in the interest oI
the member organi sati ons and
Iurtherance oI the ob|ectives oI the
Society. All such Iunds, money or other
securities would be utilized in a manner
so as to sub-serve the ob|ecti ves
and shal l be appl i ed or
accumulated Ior the promotion oI
charitable purposes as stated in the
lncome 1ax Act, 1961 and shall not be
utilised to declare dividend directly or
indirectly.
22) 1o accept grants, donati ons and
Iinancial assistance in other Iorms Irom
any person(s), Governments,
Governmental organisations - national,
regional - international, institution
donors, Ioundations and trusts or enter
into any agreement with them with a
view to promoting the ob|ectives oI the
Society.
23) 1o appoi nt Honorary Permanent
Representatives oI the Society in various
countries to promote the ob|ectives oI
the Soci ety. Such oIIi cers wi l l
not be paid any honorarium, but may
be reimbursed out-oI-pocket expenses
on actual basis.
24) 1o appoint honorary Senior Advisors in
di IIerent countri es to provi de
i ntel l ectual i nputs, as and when
needed, to WASML Secretariat in
Iurtherance oI ob|ects oI the Society.
Such advisors will not be paid any
honorarium, but may be reimbursed
out-oI-pocket expenses on actual
basis.
2S) 1o initiate and support legal action on
i ts own behal I or on behal I oI
members, |ointly or severally, in all
courts established by law, whether
on authori sati on by member
organisations or an individual or a group
oI them.
26) 1o borrow or raise any moneys or take
loans or advances required Ior the
purposes oI the Soci ety upon
such terms and in such manner and on
such securities as may be determined
by the Governi ng 8ody oI the
Society.
27) 1he Society may receive contributions
Ior advancement oI its ob|ectives. 1he
income and property oI the Society shall
be applied solely towards the promotion
oI the Society's ob|ect as set Iorth in the
present Memorandum provided that
nothi ng herei n shal l prevent the
payment in good Iaith oI remuneration
to any oIIicer or employee oI the
Society, or the payment oI adequate
compensation and proper rent Ior
premises demised or let by any member
to the Society, but no member oI the
Governi ng 8ody/Commi ttees or
Management oI the Society or any
3
oIIice bearer oI the Society shall be paid
by way oI Iees/remuneration.
28) No member oI the Society shall have any
personal claim on any movable or
i mmovabl e properti es by vi rtue
oI his membership. Such assets stated
above, belonging to Society can be
let out with adequate compensation
to Society as stated in the lncome 1ax
Act.
29) 1o arbitrate and ad|udge controversies
between member organisations.
30) 1o carry on such activities oI general
public utility nature, which do not
involve any activity Ior proIit by the
Society. Any such activity undertaken by
the Society shall be conducted on a no
proIi t and no l oss basi s and the
incidental surplus, iI any, shall be applied
only to the ob|ects oI the Society and
shall not be distributed as dividend,
proIit, bonus or otherwise to the
members besides what is permissible to
do within the meaning oI charitable
purposes.
31) 1rue accounts shall be kept oI all sums
oI money received and expended by the
Society and the transactions in respect
oI which such receipt and expenditure
take place, and oI the property, credits
and liabilities oI the society: and sub|ect
to any reasonable restriction as to
the time and manner oI inspecting the
same that may be i mposed i n
accordance wi th regul ati ons oI
the Society Ior the time being in Iorce,
the accounts shal l be open Ior
i nspecti on by the members. 1he
accounts oI the Soci ety shal l be
prepared every year and correctness oI
the 8alance Sheet and the lncome and
Lxpenditure account ascertained by one
or more properly qualiIied auditor or
auditors.
32) 1o do all such other lawIul acts and
deeds as are incidental or conducive to
the attainment oI any or all oI the
ob|ectives oI the Society.
33) All the incomes, earnings, movable and
immovable properties oI the Society
shall be solely applied towards the
promotion oI its aims and ob|ects only,
as set Iorth in the Memorandum oI
Association and no proIit on thereoI
shall be paid or transIerred directly or
indirectly by way oI dividends, bonus,
proIits or in any manner whatsoever to
present or past members oI the Society
or to any person claiming through any
one or more oI the present or past
members.
34) 1o establish and support, or aid in the
establ i shment and support oI
associ ati ons, Iunds and trusts
calculated to beneIit employees oI the
Society or the dependants oI such
persons, and grant pensi ons,
al l owances, gratui ti es and
bonuses and to make payments
towards i nsurance and to Iorm
and contri bute to provi dent,
superannuation and other beneIit
Iunds, to or Ior the beneIit oI such
persons.
GOVERNING BODY
3S) 1he names, addresses, occupations and
designation oI the Iirst members oI the
Governi ng 8ody to whom the
management oI the Soci ety i s
entrusted as requi red under the
Societies Registration Act oI 1860,
as appl i cabl e to Uni on 1erri tory
oI Oelhi, are as Iollows:
1he names, addresses and
occupation oI the Iirst members oI the
Governing 8ody are as per next page:
4
5
5. Name & Occup. Desi. 5i g.
No. Address
1. Ki-Jung Ryu 8usiness President Sd/-
1S Ulchiro, 2-ka,
Chung-ku, Seoul
(Korea)
2. Or. Kamal Abou 8anker Vice- Sd/-
lnd. Oevelopment President
8ank,
110 Ll Galaa Street,
Oevelopment
3. R.S. Agarwal 8anker Vice- Sd/-
Small lndustries President
Oevelopment 8ank
oI lndia, Nariman
8havan,
Nariman Point,
8ombay-21, (lndia)
4. NA Shuliatieva 8usiness Vice- Sd/-
Union oI Small Lxecutive President
Lnterprises oI
USSR & Russia
Vishni|akovskyper,
10-A 113184
Moscow (Russia)
S. S. Vlachoupoulos 8usiness Member Sd/-
Lommex Lxecutive
16 Xenias Street
Athens (Greece)
6. S.G. Saboo 8usiness Member Sd/-
Shree Lngineers
A-16 Shastri Nagar
Jodhpur 342003,
(lndia)
5. Name & Occup. Desi. 5i g.
No. Address
7. P.G. Ratnayake Govt. Member Sd/-
Ministry oI 1ourism Service
& Rural lndustrial
Oevelopment,
No.4S, St. Michael's
Road,
8. 8akale 1adasse Govt. Member Sd/-
Government oI Service
Lthiopia,
P.O.8ox 704
Addis Ababa
(Lthiopia)
9. 2oltan Roman 8usiness Member Sd/-
Hungarian Small Lxecutive
8usiness Association
Szeher, Ut 7,
8udapest ll
Hungary
10. Adrian Severin Govt. Member Sd/-
National Agency Service
Ior Privatisation,
2-4, Ministrerulai
Street, 8ucharest
(Romania)
11. Or. Chakradhari 8usiness Secretary Sd/-
Agrawal C-20 8, General
Green Park Lxtn.
New Oelhi, (lndia)
Signatures oI all the above subscribers have been witnessed by Mr. Maheshwari, Chartered
Accountant (Membership No 8S 743) S/o Mr. S. K. Maheshwari, O-288/16, Chamber No 207,
Vikas Marg, Laxmi Nagar, Oelhi - 110092.
PRELImINARY
1. ln the interpretation oI these articles,
the Iollowing words and expressions
shall have the Iollowing meanings,
unless repugnant to the sub|ect or
context:
a. 1hese Rules and Regulations may be
called the Rules and Regulations:
oI World Association Ior Small and
Medium Lnterprises.
b. 1he acronym WASML stands Ior
World Association Ior Small and
Medium Lnterprises.
c. 1he Society means WASML.
d. 1he Council means 1he Council oI
the Society, which according to Rule
7(a) shall Iunction as the apex body
oI the Society.
e. 1he Governing 8ody means 1he
Governing 8ody oI the Society,
which according to Rule 8 shall
exercise Iull power on behalI oI the
Society.
I. 1he 8ureau means the Lxecutive
Commi ttee oI the Soci ety
constituted by the OIIice 8earers.
g. 1he National Committee means a
national level body constituted by
the Governing 8ody Ior the speciIic
purpose oI Iurtherance oI WASML
movement in a country where there
is and shall always remaining at least
one general member.
h. 1he OIIice 8earers means the
President, Vice Presidents, Secretary
General and 1reasurer whose rights
and pri vi l eges are deIi ned
elsewhere.
i. 1he Member means a member
admitted as such under these rules.
|. 1he Seal' means the common seal
oI the Society.
mEmBER5HIP
2. a. A committee consisting oI President
one oI the Vice Presidents, Secretary
General and one oI the Advisors
who may be readily available may
decide admission oI a member in
di IIerent categori es: General
Member, Associate Member and
Permanent Member on payment oI
prescribed admission and advance
annual membership Iee.
b. GeneraI members: General
Members mean such Organisations/
lnsti tuti ons/ Chambers and
Associ ati ons oI Lnterpri ses,
Commercial, lndustrial and linance
Organi sati ons, Government
Oepartments and Governmental
and Non-Governmental institutions
RULE5 AND REGULATION5
OF
WORLD A55OCIATION FOR 5mALL
AND
mEDIUm ENTERPRI5E5
6
*As amended at the Special Session oI the Governing body held on 14 January 2002
which saIeguard the interests oI
SMLs.
c. Associate members: Associate
Members' mean such lndividuals/
Lnterprises/ Corporations etc.,
which are engaged in SML business
acti vi ti es and academi ci ans,
researchers, consultants, engaged in
the service oI SML Sector.
d. Permanent members :
Permanent Members' mean any
General Member or Associ ate
Member who contributes to the
Iunds oI the Society an amount oI
US $ 20,000. 1hey will not be liable
to pay annual membership Iee aIter
becoming Permanent Member oI
the Society.
e. ln the event oI reIusal oI admission
by the Committee at 2a, the 8ureau
shall be the Iinal authority in regard
to admission and its decision shall
be Iinal and binding.
RIGHT5 OF mEmBER5
3. a. Membership in all categories shall be
entitled to all the Iacilities oIIered
by the Society including right to
participate in its activities, to receive
publications, circulars, literature,
documents etc. issued by it Irom
time to time and invitation to
vari ous nati onal , regi onal or
international programmes and
activities organised by the Society or
to which it may be invited, as an
organisation to participate.
b. General, Associate and Permanent
members may seek election or vote
in the election according to their
own category. General and
Permanent (General) Members
alone shall have right to hold any
elective post oI OIIice 8earer in the
Society.
c. 1he Permanent Members shall be ex-
oIIicio members oI the Governing
8ody sub|ect to a maximum oI nine.
ln case the total number oI
permanent members exceeds nine,
they may Irom among themselves
choose nine members to represent
them in the Governing 8ody.
d. General and Associate members will
cease to be a member oI the Society
upon the acceptance oI thei r
resignation Irom the membership oI
the Society, upon their changing the
line oI activity which are at variance
with the ob|ects oI the Society, and
Ior reasons mentioned at 4 below.
TERmINATION OF
mEmBER5HIP, RE5IGNATION,
APPEAL5 AND RE-ADmI55ION
4. a. 1he membership in General and
Associ ate Category may be
terminated by the Governing 8ody
Ior the Iollowing reasons amongst
others:
b. Non-payment oI membership dues
within three months oI due date
inspite oI notice(s) by the Society,
unless the period Ior payment oI
dues has been extended as per Rule
Sa.
c. 1he member is declared insolvent
and/or has been prosecuted and
sentenced on criminal charges
according to law.
d. Acting deliberately against the
interest oI the Society and in|uring
its cause.
e. 1he Governing 8ody upon its own
authori ty may termi nate the
membership, iI in the opinion oI
three Iourth oI the members oI the
Governing 8ody present and voting,
the conduct oI such member
7
appears ob|ectionable or is likely to
bring the Society into disrepute.
Provided that no such action shall
be taken, except at a regul ar
meeting oI the Governing 8ody, and
that at least 60 day's notice oI this
meeting and oI the contemplated
action shall have been given by the
Governing 8ody to the Member
concerned, and that at such meeting
the member concerned is given an
opportunity oI giving an oral or
written explanation or deIense he
may think Iit. Such termination shall
take eIIect Irom the date oI such
decision oI the Governing 8ody and
the proportionate membership
contribution Ior the current year
cal cul ated Irom the date oI
termination shall be reIunded to the
member concerned.
I. lor reasons, which in the opinion oI
the Governing 8ody are enough Ior
terminating the membership, the
Governing 8ody shall not be under
obligation to explain or divulge
the reasons Ior termi nati ng
membership. An appeal against the
decision oI the Governing 8ody may
lie with the Council whose decision
shall be Iinal and binding.
g. Resignations: A member may
resign Irom the Society provided the
annual dues Ior the current Iinancial
year in which the resignation is
submitted have been Iully paid and
the resignation is communicated
i n wri ti ng to the Soci ety's
Headquarters. 1he Secretary
General shall have the authority to
accept such resignations and inIorm
the Presi dent and the
Governing 8ody. No resignation
shall come into eIIect unless the
membership and other dues, iI any,
have been Iully paid. A member's
liability on this or other accounts
would not cease.
h. AppeaI: An appeal against the
decision oI the Governing 8ody or
terminating the membership can be
pl aced wi th the Counci l . 1he
members oI the Council by
ma|ority oI those present and voting
may restore the membership oI a
member. 1ill such time a Iinal
decision is taken on the appeal
agai nst the termi nati on oI
membershi p, i t shal l remai n
suspended.
i. Re-admission: A member oI the
Society whose membership has been
terminated or whose resignation has
been accepted in terms oI rules 4
(a) and 4 (g), respectively may apply
Ior re-admission. 1he Iinal decision
will lie with Governing 8ody.
mEmBER5HIP DUE5
S. a. Notice for membership dues:
Notices Ior Payment oI membership
dues shall be sent in advance and
shall be paid within 90 days oI each
Iinancial year beginning on April 1.
lailure to do so within a Iurther
grace period oI 4S days shall make
the member l i abl e to l ose hi s
membershi p. However, the
President/ Secretary General may
extend the period Ior payment oI
the dues Ior a Iurther period oI 30
days. Al l such cases oI non-
remittance oI membership dues will
be reported to the Governing 8ody.
No member who is in deIault oI
membership dues shall be eligible to
seek any oIIice in the Society or be
eligible Ior participating in the
voting.
b. 1he Governing 8ody shall Iix the
annual membership dues payable in
lndian rupees Irom members in
lndia, Nepal and 8hutan and in
8
US $ Irom members outside these
countri es and may revi se the
membership dues Irom time-to-time
assi gni ng speci Ii c reasons
Ior the proposed increase. 1he
decision oI the Governing 8ody in
thi s regard shal l be Ii nal and
binding.
c. 1he Governi ng 8ody may
also Iix such admission Iee in US
Oollars as it may decide Irom time
to time.
d. ln case oI members Irom lndia,
Nepal and 8hutan, they may pay in
lndi an Rupee equi val ent oI
prescribed Iees in US Oollars. 1he
conversion rate, based on the oIIicial
exchange rate, will be determined
by the Secretary General in the
beginning oI each Iinancial year.
e. Admission Iee shall be capitalised.
Annual subscription received Irom
members in the Iirst year shall also
be capitalised and in all subsequent
years shall be treated as the revenue
oI the Society.
I. All payments regarding admission
and or membership dues shall be
made in one instalment within
stipulated time at the beginning oI
each Iinancial year.
g. Any institution/ organization/
individual may be admitted as
member by the Committee (2. a) in
any part oI the year provided that
the admission Iee and Iull year's
dues are paid in advance. However,
in case oI admission within three
months oI the closing oI a Iinancial
year, the membership shall be valid
Ior next six months.
COUNCIL
6. a. All the members oI the Society shall
be eligible to participate in the
meeting oI the Council. All General
Members shall be eligible to vote.
1he President and/or the Governing
8ody may nominate/invite such
speci al i nvi tees as they may
consider proper to attend the
meetings oI the Council. Such
nominees/invitees shall not have the
right to vote.
b. Only voting members shall be eligible
to vote in the proceedings.
c. 1he Governing 8ody may allot such
quota oI voti ng members to
the Associ ate members as i t
consi ders appropri ate. 1he
decision oI the Governing 8ody shall
be Iinal.
d. All permanent members shall have
voting powers even though they
may originally be belonging to the
associate member category.
Powers of the CounciI
7. a. 1he Council shall be the apex policy
making body oI the Society and shall
be presided over by the President
and in his absence by one oI the
Vice-Presidents.
b. 1he Council shall deliberate and
decide on such matters as may be
reIerred to it by the Governing 8ody.
1he Council shall also be inIormed
oI the decisions oI the Governing
8ody.
c. 1he Council shall elect the President,
Vice-Presidents Ior a period oI two
years commencing on 1st April every
alternate year. Vice-Presidents shall
be el ected Irom di IIerent
geographical regions as Iar as
possible.
d. 1he number oI Vice-Presidents shall
not exceed 10. 1he regions should
9
be represented in the manner
suggested:
Asia and PaciIic 3
AIrica and Middle Last 3
Lurope 2
Americas 1
Russia and ClS 1
e. None oI these oIIice bearers will
hold oIIice Ior more than two terms
consecutively. However, they may
seek election aIter a gap oI one
term. 1he Secretary General will
serve as the Returning OIIicer.
I. 1he Council shall review the progress
achieved towards realisation oI the
society's ob|ectives and issue such
di recti ves as i t may consi der
appropriate to the Governing 8ody
and the Secretariat oI Society. 1he
Council may also periodically review
the development oI small and
medium enterprises in diIIerent
countries and suggest appropriate
policy measures Ior strengthening
the small and medium enterprise
sector. 1he Secretary General shall,
as soon as practicable, transmit to
al l members oI the Soci ety a
summary oI the deliberations oI the
meeting oI the Council.
g. 1he Council may determine its own
procedure oI Iunctioning it considers
necessary in accordance with these
rules.
h. 1he quorum shall consist oI 20
General Members attending it
personally and all decisions shall be
by ma|ority oI the members present
and voting.
However, iI within halI an hour Irom
the time appointed Ior the meeting,
the necessary quorum i s not
Iorthcoming, the meeting shall
stand ad|ourned Ior halI an hour
and the ad|ourned meeting will be
conducted thereaIter on the same
day. lor the ad|ourned meeting, no
quorum will be necessary.
i. 1he Council shall meet at least once
in two years. All such meetings shall
be convened by the Secretary
General with the concurrence oI the
President.
|. All questions except relating to
policy matters shall be determined
by ma|ority oI votes. Any policy
decision shall require ma|ority oI
2
/3 votes oI the present and voting
members.
ln the event oI equality oI votes, the
President oI the Session shall have
the casting vote.
k. 1he President through the Secretary
General shall have the discretion to
invite representatives oI appropriate
international organisations and
Irom governmental and non-
governmental agencies which have
common purpose or who may
contribute to discussions on agenda
items to participate as non-voting
special invitees. No person who is
not a voting member oI the Council
shall have the right to vote at its
meetings.
l. 1he Council may lay down such
other procedures as it may consider
expedient.
mANAGEmENT OF THE
5OCIETY
Governing Body
8. a. 1he aIIairs oI the Society shall be
managed, administered, directed
and controlled by the Governing
8ody in accordance with rules and
regulations oI the Society.
b. 1he Governing 8ody shall be the
supreme executive agency oI the
1
Society. lt shall have the power to
manage and superintend the aIIairs
oI the Society and act in the name
oI the Society. lt shall take all
appropriate decisions and actions
Ior implementation oI the policy
decisions oI the Council and exercise
budgetary controls.
c. 1he maximum strength oI the
Governing 8ody shall be 42 including
the maxi mum oI 9 members
representing permanent members
as explained in article 3 (c) above.
1he mi ni mum strength oI the
Governing 8ody shall be 14. 1he
associ ate members (excl udi ng
permanent members) shall have
maximum quota oI 4 members who
shall be elected as per bye-laws
which may be prescribed in this
regard by the Governing 8ody. 1he
Iull Governing 8ody shall consist oI
the President, 10 Vice presidents, the
Secretary General and 30 members.
d. Al l movabl e and i mmovabl e
properties oI the Society shall vest
i n the Governi ng 8ody. Such
person(s) as may be authorised by
the governing 8ody on its behalI,
shall have the power to execute
contracts on behalI oI the Society
to take over and acquire pro|ects,
giIts, libraries, collections and Iunds
together wi th any attendant
obligations and engagements not
inconsistent with the ob|ects stated
in the Memorandum oI Association
and the provisions oI these Rules.
e. 1he Governing 8ody shall appoint
Secretary General Ior periods oI Iive
years each on such terms and
conditions as may be decided. 1he
Governing 8ody shall review and
revise the pay and emoluments oI
Secretary General every two years.
He can be re-appointed as Secretary
General on as many terms oI S years
each as the Governing 8ody may
decide.
I. 1he Secretary General may resign by
giving three (3) months notice. He
can be removed by three-Iourths oI
the total members oI
Governing 8ody at a special meeting
to be convened Ior this purpose
aIter giving him three (3) months'
remunerati on as severance
allowance with other dues such as
gratuity etc.
g. 1he Governing 8ody may by a
resolution delegate to the Secretary
General or any other oIIicer oI the
Society such oI its powers Ior the
conduct oI the business as it deems
Iit. Actions taken in exercise oI such
delegated powers may be reported
to the Governing 8ody in due
course.
h. 1he Governing 8ody shall have the
power to Irame bye-l aws Ior
eIIicient conduct oI the business oI
the Society. lt may also set up such
commi ttees or commi ttee to
discharge such responsibilities as
may be assigned to them by the
Governing 8ody.
i. 1he Governing 8ody shall have
power to amend or repeal by-laws
wi th these rul es Ior the
administration and management oI
aIIairs oI the Society.
|. 1he Governing 8ody shall have the
powers to borrow or to take on loan
such Iunds on such terms and
conditions Irom such agency it
consi ders appropri ate Ior the
conduct oI its business. OIIice
bearers oI the Society and other
members oI the Society shall not be
personally liable to discharge such
liabilities. 1he Governing 8ody may
11
authorise Secretary General/ such
person/ persons as it may deem Iit
to sign such documents as may be
necessary to borrow or to take loans
alongwith another oIIicer oI the
Society.
k. 1he Secretary General shall convene
the meetings oI the Governing 8ody
at least once a year or on request oI
at least seven(7) oI its members. One
oI these meetings shall be held
within Iour months Irom the date
oI close oI the Iinancial year (31st
March) to consider and approve the
audited accounts oI the Society.
l. 1he President or the Secretary
General in consultation with the
President may invite any person to
participate in the meetings oI the
Governing 8ody.
m. 1he meeting oI the Governing 8ody
shal l be presi ded over by the
President and in his absence by one
oI the Vice- Presidents Irom the
region in which the meeting is being
held.
n. Meeti ngs oI the Governi ng
8ody can also be conducted through
vi deo conIerenci ng/onl i ne
discussions.
o. 1he members oI the Governing 8ody
shall be elected Irom amongst
eligible members oI the Society.
Lvery alternate year,
1
/3

oI the
members oI the Governing 8ody
shall retire by rotation. 1he members
who retire by rotation shall be those
who have been longest in oIIice
since their last appointment. A
reti ri ng member may seek re-
election Ior one more term. lI, the
Permanent (General) members
exceeds 9, the pri nci pl e oI
retirement by rotation shall also be
applicable to them. No oIIice bearer
shall retire during the pendency oI
his term oI oIIice. 1he Society
shal l Irame bye-l aws Ior the
conduct oI el ecti ons to the
Governing 8ody.
p. Lach member oI the Governing
8ody including the Presiding OIIicer
shall have one vote and iI there be
an equality oI votes on any question,
the Presiding oIIicer have a casting
vote.
q. An oIIice bearer or member oI
Governing 8ody who absents in
three consecutive sessions oI the
Governing 8ody will automatically
cease to continue as member oI the
Governing 8ody. 1he President can
Ii l l up the vacancy on
recommendation oI the Secretary
General Ior the unexpired period oI
concerned member's term.
Members in arrears oI membership
shall be deemed to have vacated
seat on the Governing 8ody.
r. 1he Governing 8ody shall bestow
the title oI Honorary President on
those past Presidents who have
rendered extraordinary service in
guiding, directing and strengthening
WASML and have served a minimum
peri od oI Iour years (two
consecutive terms) as President.
s. At least
1
/3

members oI Governing
8ody including President or one oI
the Vice Presidents will be required
to Iorm a quorum.
However, iI within halI an hour Irom
the time appointed Ior the meeting,
the necessary quorum i s not
Iorthcoming, the meeting shall
stand ad|ourned Ior halI an hour
and the ad|ourned meeting will be
conducted thereaIter on the same
day. lor the ad|ourned meeting, no
quorum will be necessary.
12
Bureau
9. a. AIIairs oI the Society shall be carried
on by the 8ureau consisting oI
President, Vice Presidents, Secretary
General and 1reasurer.
b. 1he 8ureau shall exercise power oI
the Governing 8ody in between its
meetings.
c. All decisions taken by the 8ureau will
be reported at the meeting oI the
governing 8ody.
d. 1he 8ureau must meet at least once
in a year.
e. 1he meetings oI the 8ureau may be
convened by the Secretary General
wi th the concurrence oI the
President.
I. At least Iive members oI the 8ureau
will be required to Iorm a quorum.
g. 1he President or in his absence one
oI the Vice-Presidents shall preside
over the meetings oI the 8ureau.
1he Secretary General oI the Society
shall be the Secretary oI the 8ureau.
Registered Office
10. 1he Council may also decide, iI called
upon to do so, by
2
/3
rd
oI General
Members oI the Society Ior change in
location oI the Society's Registered
OIIice provided that no such proposal
shall be carried into eIIect unless such
proposal shall have been delivered or
sent by post to every member oI the
society, 30 day previous to such meeting
oI Council in which the proposal is to
be moved and unless such proposal shall
have been agreed to by a vote oI oI
the members delivered in person or by
proxy and conIirmed by the vote oI
oI the members present at special
meeting convened Ior the purpose at
an interval oI 6 months aIter the
aIoresaid meeting.
Powers and Duties of Office
Bearers
11. (a) President
i 1he President shall be elected by the
Council with a minimum oI
2
/3
ma|ority oI members present and
voting. 1he President shall hold
oIIice Ior a period oI two Iinancial
years and shall be eligible Ior re-
election Ior a period not exceeding
one more term oI two years.
ii ln case President resigns, is
incapacitated or quits the post Ior
any reason whatsoever beIore the
expiry oI his term, the senior most
Vice-President shall assume the
oIIice oI President Ior the remaining
period oI the term.
iii 1he minutes oI the meetings shall
be signed by the President or one
oI the Vice-Presidents chairing the
Sessi on i n the absence oI the
President aIter they have been
approved at subsequent meetings oI
the concerned 8ody.
iv 1he President shall sign all the
resolutions alongwith the Secretary
General.
v 1he President shall exercise all such
powers as have been assigned to
him under these Rules.
vi 1he President shall be kept inIormed
by the Secretary General oI the
Society on its aIIairs. 1he President
shall be the spokesman oI the
Society on all occasions where he is
present except in cases where he
voluntarily delegates authority to
one oI the Vice-Presidents or to the
Secretary General.
vii 1he President shall when present,
preside at all meetings oI the Society
including Council, Governing 8ody
and the 8ureau.
13
(b) Vice Presidents
i 1here shall be ten Vice Presidents,
who will be listed according to their
seniority. 1hey will be elected Irom
diIIerent geographical regions as
indicated at 7d.
ii 1hey will be elected every alternate
year by the Council at a meeting and
shall hold oIIice Ior a period two
Iinancial years concurrent with the
oIIice oI the President. 1hey shall be
eligible to seek re-election Ior a
period not exceeding one more term
oI two years.
iii ln case oI vacancy occurring in the
oIIice oI Vice Presidents due to
resignation/retirement or transIer
Irom his substantive oIIice, the
governing 8ody may Iill in this
vacancy only Ior the remainder
period oI the term.
Senior most Vice President shall
normally preside over the meetings
oI various bodies.
iv Vice Presidents shall discharge such
responsibilities or en|oy such power
as may be assigned to them by the
8ureau or the President.
(c) 5ecretary GeneraI
i See rule 8e.
ii ln case the Secretary General resigns,
is incapacitated or quits the post Ior
any reason whatsoever beIore the
expiry oI his term, the President shall
appoint a new incumbent on ad-hoc
basis till a regular appointment is
made by the Governing 8ody.
iii 1he Secretary General shall be the
ChieI Lxecutive oI the Society and
shall manage and control its aIIairs
under the gui dance oI the
Governi ng 8ody. He shal l be
responsible Ior implementing the
decisions oI the 8ureau, Governing
8ody and the Council and shall have
overall charge oI the aIIairs oI the
Society at its headquarters.
iv All correspondence on behalI oI the
Society will ordinarily be conducted
by the Secretary General or on his
behalI by such oIIicers oI the Society
as may be authorised by him.
v 1he Secretary General may sue and
shall be the person to be sued, shall
make appearance i n Courts
wherever required and shall be the
person who will deal with all legal
issues.
vi 1he Secretary General shall Iunction
under the general directions oI the
President.
vii 1he Secretary General shall have Iull
authority over the members oI staII
oI the Society and shall issue to them
such directions, apportion duties
and responsibilities in such manner
as he may consider appropriate.
viii 1he Secretary General shall be the
designated oIIicer oI the Society to
ensure compl i ance wi th the
provisions oI applicable laws, rules
and regulations.
(d) Treasurer
i 1he 1reasurer shall be elected by the
Counci l or nomi nated by the
President Ior a term oI two years
concurrent with the term oI the
President.
ii 1he 1reasurer shall be eligible Ior re-
election or re-appointment Ior
Iurther term oI two years.
iii He shall be the ChieI linancial OIIicer
oI the Society.
iv 1he 1reasurer shall be elected or
nomi nated by Presi dent Irom
14
amongst the members i n the
country where headquarters oI the
Society is located.
v 1he 1reasurer shall not be personally
liable Ior any acts oI omission/
commission oI the Society or its
oIIi cers/ staII and shal l not
personally handle any Iunds.
vi He will ensure that the accounts oI
the Society are kept in prescribed
Iorm and are audited within the
prescribed period.
vii He will also make a report to the
Governing 8ody and the Council on
the Iinancial aIIairs including the
budget oI the Society.
viii 1he 1reasurer shall be responsible to
the Governing 8ody oI the Society.
NATIONAL COmmITTEE
12. (a) 1he National Committee may be set
up i n such countri es as the
Governi ng 8ody may deem
appropri ate to assi st i n the
attainment oI ob|ects oI the Society.
lt will be obligatory to have at least
one general member oI the Society
beIore a National Committee is set
up and duly recognised.
(b) 1he National Committee will be a
national level body constituted
oI vari ous governmental /
non-governmental Agenci es/
Organisations/ lnstitutions engaged
in the protection and promotion oI
Small and Medium Lnterprises,
Representatives oI the Lnterprise
Sector, Lducational and linancial
lnsti tuti ons/ 8anks, Lxperts,
Consultants, etc in the country.
(c) 1he bye-l aws oI the Nati onal
Committee shall be Iramed by such
Committee in accordance with the
rules and regulations oI the Society
and the model bye-laws Iramed by
the Governing 8ody.
(d) Nati onal Commi ttee, aIter i ts
recognition, shall have the Ireedom
to make such alterations as it may
consider desirable while maintaining
the basic character oI the model bye-
laws.
(e) Ll ecti on to the oIIi ces oI the
Nati onal Commi ttee shal l be
conducted in the manner laid down
by its Lxecutive Committee.
(I) 1he Iunds raised by the National
Committee shall be used exclusively
Ior the purpose Ior which these are
raised.
(g) 1he Committee shall pay an annual
aIIiliation Iee to the Society as may
be decided on case to case basis by
the 8ureau oI the Society.
(h) 1he Governing 8ody may call upon
National Committee to raise Iunds
Ior speci Ii c purposes and Ior
remitting the same to its Iunds in
accordance with the laws and
regul ati ons oI the country
concerned.
(i) All members oI the WASML in a
country shall be the Lx-oIIicio
members oI the National Committee
in that country.
PERmANENT
REPRE5ENTATIVE5 AND
5ENIOR ADVI5OR5
13. Permanent Representatives
1hese honarary oIIices were created and
are located in various member countries
to serve as mouthpiece oI the SML
sector and voice their concerns as
Representatives oI WASML.
5enior Advisors
Lminent personalities and experts were/
are appointed as honorary Advisers in
15
various countries to extend advisory
service to WASML.
Funds
14. 1he Iunds oI the Society shall consist oI:
(a) Admission Iee, annual membership
Iee, contributions, subscriptions,
registration Iees, consultancy, sale oI
publications, training, scholarship
and research, secondments,
donations, grants, giIts, etc.
(b) Loans and Advances
(c) lncome Irom Activities
(d) Other Miscellaneous Receipts
Functions
1S. (a) 1he Society shall carry on such
activities in the interest oI people oI
its member country in general and
members in particular which do not
involve any activity Ior proIit by the
Society.
(b) Any such activity undertaken by the
Society shall be on No ProIit No Loss
basis and surplus, iI any, being
incidental to activities, shall be
employed Ior the ob|ects oI the
Soci ety onl y and shal l not be
distributed as dividends, proIits or
bonus or in any other manner to its
members.
Ependiture & WithdrawaI of
money
16. (a) 1he Secretary General shall be
entitled to incur expenditure within
the budget approved by the
Governing 8ody or with speciIic
permission oI the President where
certain expenses are to be incurred
even though there are no relevant
provisions in the budget. However
all such later expenses shall be
speci Ii cal l y reported to the
Governing 8ody and conIirmed.
(b) 1he Governing 8ody shall pass
resolution Ior opening account/
accounts in scheduled banks in the
country where its oIIices are located
to be operated by such oIIicer(s) oI
the Society as may be designated Ior
the purpose. All accounts shall be
operated by a minimum oI two
oIIicers oI the Society.
FinanciaI Year
17. 1he Iinancial year oI the Society will be
Irom 1 April to 31 March.
Accounts
18. (a) 1he Governing 8ody shall appoint a
Chartered Accountant Auditor oI
the Society on such remuneration as
it considers suitable. 1he term oI
appointment oI the Auditor shall
not exceed S years. His appointment
will be renewed every year on such
remuneration as may be approved
by the Governing 8ody.
(b) 1he audited accounts shall be placed
beIore the Governing 8ody Ior
consideration and adoption along
with a report oI the Auditors within
Iour months oI the close oI the
Ii nanci al year at i ts Sessi on
as prescribed at 8k. along with
such explanations on the report as
the Secretary General may think
proper.
LiabiIity
19. 1he OIIice bearers and members oI the
society and its constituent committees/
oIIices shall be indemniIied in respect
oI all work done by them in good Iaith
Ior the Society.
Amendment to memorandum
20 As and where it shall appear advisable
to the Governing 8ody to alter, extend
16
or abridge such purpose or purposes Ior
which the Society has been established
or to amalgamate the Society either
wholly or partially with any other
Society, the Governing 8ody may
submit a proposition to the members
at a Counci l meeti ng or through
circulation by mail, including e-mail, in
a written or printed report and convene
a special meeting thereoI as per rules
and regul ati ons. 8ut no such
proposition, shall be carried into eIIect
unless such report shall have been
delivered or sent by the post to every
member oI the Society, 60 days previous
to the special meeting oI the Council Ior
the consideration thereoI, and unless
such proposition shall have been agreed
to by vote oI
3
/S oI the members
delivered in person or by proxy and
conIirmed by vote oI
3
/S oI the members
present at a second special meeting oI
Council at interval oI one month aIter
the Iormer meeting.
Amendment to RuIes and
ReguIations
21. 1he Rules and Regulations may be
amended by a ma|ority or oI the
members Ior the Governing 8ody
present at speciIic meeting called Ior the
purpose or through circulation by mail,
including e-mail.
DissoIution
22. (a) lI upon the dissolution oI the
Society, there shall remain aIter the
discharge oI its debts and liabilities
any property whatsoever, the same
shall not be disbursed (or cash
proceeds paid) among the members
oI the Society, but shall be given/
handed over to similar charitable
organisations Ior similar charitable
purpose according to the decision at
speci al meeti ng oI Counci l by
ma|ority oI
3
/S oI the members
present according to Sections 13 and
14 oI the Societies Registration Act,
1860 (Pun|ab Amendment Act 19S7)
as extended to the Union 1erritory
oI Oelhi.
(b) Provided that in the event oI any
dispute upon dissolution they shall
be reIerred to the Principal Court oI
Original Jurisdiction at Oelhi and the
Court shall make order thereon.
AnnuaI List of managingJ
Governing Body
(5ec.4 of Act)
23. Once in every year a list oI the oIIice-
bearers and members oI the Governing
8ody oI the Society shall be Iiled with
the Registrar oI Societies, Oelhi as
required under Sec.4 oI the Societies
Registration Act, 1860.
LegaI Proceedings (5ection 6 of
the Act)
24. Society may sue or be sued in the name
oI the Secretary General , as per
provision laid down under Section 6 oI
the Society Registration Act, 1860 as
applicable to the Union 1erritory oI
Oelhi.
Amendment
2S Any amendment in the Memorandum
oI Association or Rules will be carried
out in accordance with procedure laid
down under Sections 12 and 12-A oI
Societies Registration Act, 1860.
DissoIutionJ and Adjustment of
Affairs
26. lI the Society needs to be dissolved, it
shall be dissolved as per the provisions
laid down under Sections 13 and 14 oI
the Societies Registration Act, 1860, as
applicable to the Union 1erritory oI
Oelhi.
17
18
AppIication of the Act
27. All the provisions under all the Sections
oI the Societies Registration Act, 1860,
as applicable to the Union 1erritory oI
Oelhi, shall apply to this Society.
EssentiaIity of Certificate
28. CertiIied that this is the correct copy oI
the Rules and Regulations oI the Society.
5DJ- 5DJ- 5DJ-
President Vice President 5ecretary GeneraI