MEMORANDUM OF ASSOCIATION

GOVERNING BODY

The management of the Shimla ADC will be vested in the Executive Committee which shall function as the Governing Body of the Club. The Executive Committee shall consist of a President and 10 other Full members, i.e. five from the Army and five from the civilian members. In addition, the Hony Secy will also be a member of the Governing Body.
Eleven members of the Executive Committee shall be elected at the General Body Meeting from amongst the Full members only.
Only those civilian Full members ~~based in Shimla~~ who have been Full members of the Club for at least five years shall be eligible to contest the election to the Executive Committee.
The Executive Committee shall elect one of its members to be the President of the Club and another to be the Executive President.
The Executive Committee will nominate an Honorary Secretary who will be an Officer from HQ ARTRAC, and who is also a full member of the Club. The Hony Secy would enjoy the same status and powers as that of the elected members of the Executive Committee.
The Executive Committee shall also nominate one full member as Honorary Treasurer. However the Honorary Treasurer shall not be considered as a member of the Executive Committee.
The Executive Committee shall hold office until it is dissolved at a General Body meeting provided that whenever an Executive Committee is so dissolved, a new Executive Committee shall be elected before the conclusion of the same General Body Meeting.
Every member of an outgoing Executive Committee shall be eligible for election to the new Executive Committee.
The max continuous tenure of EC Members should be two years and that they should be entitled to contest elections to the Executive Committee after expiry of two years from the date of completion of earlier tenure of two years
The Executive Committee may appoint any number of sub-committees for specific purpose for smooth functioning of the Club. Five/three Full members of the club may be co-opted in the sub-committees in case deemed fit. The following sub-committee will normally be constituted:-

Screening Sub-Committee.
Finance Sub-Committee.
Bar and Catering Sub-Committee.
Entertainment Sub-Committee.
Tambola Sub-Committee.
Renovation and Restoration Sub-Committee.
Dramatics and Cultural Sub-Committee.
Card Sub-Committee.
Legal Sub-Committee.

Each sub-committee may formulate its own rules for the purpose of carrying out the duties assigned to it and compliance with these rules will be mandatory.
In case of member of the Executive Committee who either resigns or gets posted out or retires from service, the Executive Committee will be empowered to nominate any of the Full members in his place i.e. a civil full member in place of civil EC member & an Army Officer from HQ ARTRAC in case of Army member, for such period as the EC may specify.

CONDUCT OF EXECUTIVE COMMITTEE MEETING

The Executive Committee shall ordinarily meet under the directions of the President at least once in three months. They may meet more frequently also depending upon the business to be transacted. The number of members whose presence shall be necessary to form the quorum, shall be five.
Each meeting of the Executive Committee shall be presided over by a Chairman, who shall be the President, if present, or in his absence by the Executive President/senior most member.
All motions and propositions shall be carried or rejected by a majority vote. In case, there is no majority of votes, the Chairman shall have the casting vote, in addition to the vote which he is entitled to as a member of the Executive Committee.

POWERS OF THE EXECUTIVE COMMITTEE

The Executive Committee shall be empowered:-

To fill vacancies occurring in the Executive Committee.
To co - opt Full members as additional members of the Executive Committee, upto the maximum number provided by clauses 41 to 44 above.
To frame or alter the Bye-Laws, provided that no Bye-Laws shall be framed or any alteration made which is inconsistent with the Memorandum of Association . Each new bye law and each alteration to the bye-law , shall be laid before the next General Body Meeting for ratification, provided that if the General Body refuses to ratify, the bye law or alteration to the Bye-Laws shall be deemed valid only up to the time of such refusal.
To interpret and construe the Memorandum of Association and the Bye-Laws.
To employ and regulate the pay of staff such as the Executive Committee may deem necessary for the proper conduct of the business of the club.
To demand and sue, for the recovery of all amounts due to the club and to authorize the Hony Secy to initiate and defend all legal proceedings in any court of law or tribunal and to sign and execute documents, engage counsels and to do such other acts as may became necessary for the prosecution of the case and execution of documents.
To call upon any member of the Club to pay at any time, his due to the club by forwarding a statement of his account to his last known address. Any member, thereafter, whose dues have been outstanding for a period of one month or such shorter period as may be determined by the Executive Committee, in any individual case, shall be liable to be suspended from all privileges of membership and to have his name exhibited on the club notice boards. Any member, who has been so suspended and fails to clear the outstanding bill within thirty days from the date of suspension of membership, shall be liable to be expelled.
To call upon the ‘Proposer’ and ‘Seconder’ (in application form) of the member, to clear the liabilities of the member proposed/seconded by them.
To execute the lease of the club Premises or to authorize the Hony Secy for the same.
To purchase, sell, hire or loan any properties, furniture, sceneries and theatrical accessories.
To revise the rates for the hiring of any part of the club premises, catering, bar and other charges/prices.
To select the plays to be produced, and the casts thereof.
To give on hire, any premises of the Club to any person or persons, on such terms as the Executive Committee may decide and to authorize the Hony Secy to implement the decision of the Executive Committee.
To invest or otherwise to deal with, the surplus funds of the Club.
To call upon any member whose conduct is in the opinion of the Executive Committee injurious to the character, interest and harmony of the Club, to resign from membership and if such member fails to do so, to expel him or her from the Club, provided that no such member is called upon to do so unless he or she has been given an opportunity of tendering an explanation to the Executive Committee.
To perform any act for proper conduct of the business of the Club, consistent with the Memorandum of Association & Bye-Laws.
To revise rates of various subscriptions from time to time.

Club membership may also be terminated by the Executive Committee, under the following circumstances:-

A member whose name has been displayed on the Club notice board in the list of defaulters, three times in a year.
A member who has been suspended twice for non clearance of bills in time.