RULES AND REGULATIONS 1. SHORT TITLE These Rules and Regulations may be called the Rules and Regulations of the "Centre for Development of Stones" 2.THE NAME OF THE Centre The name of the Society is "Centre FOR DEVELOPMENT OF STONES". 3.OFFICE OF THE Centre The Registered Office of the Centre shall be in RIICO Wing, Udyog Bhavan, Tilak Marg, J aipur in the State of Rajasthan which can be shifted by the Governing Board of the Centre. 4.AREA OF OPERATION The area of operation of the organisation shall be all over Rajasthan and at any other place, as decided by the Governing Board of CDOS. 5.DEFINITION In these rules, unless there be anything in the subject or context, inconsistent therewith, following definitions shall apply :- a)The "Centre" means Centre for Development of Stones. b)"The Presents" means the Memorandum and/or the Rules and Regulations of the Centre. c)"Office" means the Registered Office of the Centre. d)"Official Year" means 1st April to 31st March. e)"The Governing Board" or "The Board" means the Governing Board of the Centre. f)"Member" means a member of the Centre, either an annual member or a life member or a Donor member or a Founder Donor or an Honorary Member. g)"General Meeting" means the General Body Meeting of the Centre. h)"The Chief Executive Officer" means the Chief Executive Officer of the Centre. i)"Presidents" mean the Presidents of the various divisions of the Centre. j)"The Secretaries" mean General and Joint Secretaries of the Centre and shall mean and include any one who is appointed to perform the duties of either secretaries. k)"Committee" means the Executive Committee or a Sub-Committee of the Centre for managing the affairs of the Centre under the supervision of the Governing Board. l)"Register" means the Register of the Centre containing record of all the members of various categories. 6.MEMBERS a)Eligibility : Following will be eligible to become the member of the Centre : i)Any person, firm, company, institution, association, other bodies registered or unregistered in India or abroad, engaged or involved directly or indirectly in Stone quarrying, processing, manufacturing, trading, buying, selling, dealing, exporting, importing, transporting/shipping, research and development work, teaching, publication, consultancy and literary work etc. ii)Any person, firm, company, institution, association, other bodies registered or unregistered in India or abroad, engaged or involved, directly or indirectly, in manufacture, fabrication, trading, buying, selling, importing or exporting of Stone Machinery, equipments, tools, consumables, spare parts, jigs, fixtures etc. iii)Nominees of State or Central Government or it's developmental agencies. iv)Honorary members co-opted by the Governing Board. b)Grant of Membership : All applications for membership shall be considered by the Governing Board at its meeting and on approval of membership, the Centre shall inform the applicants accordingly. The membership shall commence from the date of approval of membership by the Board. c)Privileges of Members : Every member of the Centre shall be entitled to the following privileges subject to the payment of annual membership fee in time : i) To receive gratis all the publications of the Centre. ii)To use the library facilities. iii)To attend, speak and vote in any general meeting of the Centre. iv) To propose or second or vote at any election held by the Centre. v)To stand for election as a member of the Governing Board or any Executive Committee or other Sub-Committee of the Centre. vi)To receive special privileges in the activities of the Centre as may be decided by the Governing Board from time to time in accordance with the kind of Membership. vii)To receive Balance Sheet and accounts of the Centre. d) Withdrawal of Privileges : Every member shall be liable to have all or any of the rights and privileges allowed by the Centre withdrawn from him for any of the following reasons by a resolution of the Governing Board passed at a meeting where the subject is specifically listed in the Agenda for consideration provided always that in the case of withdrawal of any or all the rights be given effect with 3/4 of the members present, who shall not be less than half of the total strength of the Governing Board. i)Neglecting or refusing to abide by or carry out any order of the Governing Board made in conformity with the Bye-laws of the Centre. ii)Any misconduct in his dealings with or in relation to the Centre or any committee thereof or any member/members thereof, of which complaint is made to the Governing Board by one or more members of the Centre and the Governing Board considers it to be good or sufficient reason for the purpose. iii)Knowingly violating or disregarding any of the Bye-laws of the Centre. iv)Failure to pay any difference or arbitration or appeal fee when due or any non-payment of any penalty imposed on him pursuant to the Bye-laws or failure to pay subscription or any other payment due from him under the Bye-laws. The member affected shall have the right to appeal to the General Body against the decision of the Governing Board. 7. KINDS OF MEMBER AND MEMBERSHIP FEES a) Annual Member : Anybody to be a member shall pay a sum of Rs. 5,000/- per annum. Overseas parties shall pay US $ 200 per annum. In case of fluctuation in exchange rates, the amount payable should not be less than Rs.5,000/- per annum. b) Life Member : Anybody qualified to be a member upon paying a sum of Rs. 25,000/- shall be eligible to be a life member of the Centre without further payment of any fees for the life time. Overseas parties shall pay US $ 1,000/-. In case of fluctuation of exchange rates, the amount payable should not be less than Rs. 25,000/-. c) Donor Member : Anybody qualified to be a member, donating a sum of Rs. 1,00,000/- shall be eligible to be a donor member of the Centre without further payment of any fees for the life time. Overseas parties shall pay US $ 3,000/-. In case of fluctuation of exchange rates, the amount payable should not be less than Rs. 1,00,000/-. Such member will receive special privileges in the Centre as may be decided by the Governing Board from time to time. d) Founder Donor : Anybody qualified to be a member, donating a sum of Rs. 10,00,000 towards corpus of the Centre shall be eligible to be founder donor. Overseas parties shall pay US $ 30,000/-. In case of fluctuation of exchange rates, the amount payable should not be less than Rs. 10,00,000/-. Such member will be a permanent member on the Governing Board and will include it's heirs and successors. e) Honorary Member : The Governing Board may confer honorary membership of the Centre to distinguished, eminent personalities from India and abroad & world renowned International agencies who have contributed to the growth and development of stone industry. Such members shall be accorded necessary courtesies as decided by the Governing Board. The total number of honorary members shall not exceed five. f) Refund of Membership fee : The membership fee shall not be refunded under any condition. 8. GENERAL BODY a) All persons/ bodies who are members as on date shall be eligible to attend the Annual, Special and Extraordinary General Body Meetings of the Centre provided they are not in arrears of payment of membership subscription to the Centre. b) Annual General Meeting shall be held once in a year to consider the following :- i) To receive and adopt the Annual Report of the Centre. ii) To receive and adopt the audited statement of accounts. iii) To appoint auditors and fix their remuneration. iv) To approve budget estimates for ensuing year. v)Any other matter for which a due notice has been received from members. c) The General Body at its Special General Meeting shall be qualified to amend, change, add or delete any Objects ,Rules and Regulations of this Centre and such other matters connected therewith by 2/3 majority of the members present. d) No amendments to the Memorandum of Centre & Rules and Regulations shall be made which may prove to be repugnant to the provision of Section 2(15), 11, 12, 13 & 80 G of the Income Tax Act, 1961. Further, no amendment, if so required shall be carried out without the prior approval of an appropriate authority under Income Tax Act. e) The Annual , Special and Extraordinary Meetings shall be presided normally by the Chairman of the Governing Board. In absence of the Chairman, the Vice-Chairman of the Governing Board shall preside as the Chairman of such meetings. In absence of the Vice-Chairman, any one of the members of the Governing Board will be elected as the Chairman. f) 21 days clear notice shall be given to all members to convene the Annual and Special General Body Meeting clearly stating the date, place and time of the meeting. g) 25% members on the Rolls of the Centre can requisition an extraordinary General Body Meeting by writing to the Chairman giving 15 days notice for calling such meeting. 9. QUORUM Quorum for the General Body Meeting shall be 1/3rd of the members on the Rolls of the Centre. Provided that the quorum shall not be deemed to be complete unless at least two members from State Government of Rajasthan, who are for the time being the members, are present. In the event, at a General Body Meeting, quorum is not complete, it shall be adjourned for 30 minutes and after expiry of this period, the General Body shall reassemble at the same place, when members present shall constitute the quorum. 10. VOTING a)Members whose names are entered in the Register of the Centre and who are not in arrears of payment of their dues are alone eligible to attend General Body Meeting and vote on any resolution. The voting rights of members in the general body meeting shall be according to the kind of membership, on the following basis: KIND OF MEMBERSHIP VOTES Founder Donor 3 Donor Member 2 Life Member 1 Annual Member 1 b)Each member of the Governing Board shall have right of one vote in the Governing Body meetings. c)In case there is an equality of voting either in the General Body or in the Governing Board on a resolution, the Chairman shall have a casting vote. 11. GOVERNING BOARD The management of the Centre will be entrusted under Societies Registration Act, 1958 to the Governing Board consisting of maximum 37 members, which will be constituted as under : a)Chairman of the Governing Board - to be nominated by RIICO. His/Her term will be for a maximum period of 3 years. Chairman, RIICO would be the first Chairman of the Governing Board. b) Following 7 nominees of the Government of Rajasthan : i) Principal Secretary Industries, Government of Rajasthan, Jaipur. ii)Chairman and Managing Director, RFC, Jaipur iii)Secretary Mines, Government of Rajasthan, Jaipur. iv)Managing Director, RIICO Ltd., Jaipur. v) Commissioner Industries, Rajasthan, Jaipur vi)Director, Mines & Geology, Government of Rajasthan, Udaipur. vii)One person to be nominated. c) The Governing Board will elect a Vice-Chairman from amongst its members from trade. His/Her term will be for a maximum period of 3 years. Managing Director, RIICO will be the first Vice-Chairman of the Governing Board till full Governing Board is in place. d) Chief Executive Officer (CEO) of the Centre. e) Not more than 7 Founder Members, who will contribute a sum of Rs. 10 lacs each as donation towards the corpus of the Centre. They will be permanent members on the Board and will include their heirs and successors. f) 16 members from trade, who will be elected by the members of the Centre for 3 years on the following basis: i) 10 members from the State of Rajasthan. ii) 1 member from the Eastern Zone comprising of following States and Union Territories Arunachal Pradesh, Assam, Manipur, Meghalaya, Mizoram, Nagaland, Orissa, Sikkim, Tripura, Bihar, West Bengal and Andaman & Nicobar Islands. iii) 1 member from the Northern Zone, comprising of the following States and Union Territories Delhi, Haryana, Punjab, Chandigarh, Himachal Pradesh, Jammu & Kashmir and Uttar Pradesh. iv) 1 member from the Western Zone comprising of the following States & Union Territories : Gujarat, Maharashtra, Madhya Pradesh, Goa, Daman & Diu and Dadra & Nagar Haveli. v) 3 members from the Southern Zone comprising of the following States and Union Territories : Andhra Pradesh, Karnataka, Tamil Nadu, Kerala, Lakshadweep and Pondicherry. In case no eligible nomination is received from any particular zone, the members from the remaining zone will be eligible to file their nominations for elections. g) 3 Honorary members, who will be co-opted by the Governing Board from the stone industry having eminence in the field of architecture, building construction, mining, processing, marketing, development, consultancy, publication, teaching, financing or any other allied field. Their term will be for a maximum period of two years. These members would be nominated by MD, RIICO till the project is fully implemented. h) 2 Honorary members, who will be co-opted by the Governing Board, from a reputed international agency/institution engaged in the field of dimension stones. His/her term will be for a maximum period of two years. These members would be nominated by MD, RIICO till the project is fully implemented 12. POWERS AND FUNCTIONS OF THE GOVERNING BOARD The Governing Board shall be the highest decision making body of the Centre. It shall have following powers and functions for the Centre. a)Approve the Annual Action Plan. b)Recommend Annual Budget and present it to the Annual General Meeting for final approval and authorise such expenditure, which have been prepared by the Chief Executive Officer. c)Consider and recommend for approval, the audited accounts. d)Consider and approve the programme report submitted by the Chief Executive Officer. e)Issue policy guidelines. f)Constitute an Executive Committee and other committees or sub-committees for various purposes. g)To frame the rules and regulations for governing of the Executive Committee and other committees or sub-committees. h)Review the working/functioning of each committee constituted by the Board. i)Make authorisation to the Chief Executive Officer or any of the office bearers of the Centre to sue or defend the Centre in legal affairs and sign documents to be submitted in courts on behalf of the Centre. j)Delegate appropriate powers to the Chief Executive Officer and to the various Presidents of the Centre for it's smooth functioning. k)Make, alter or modify rules and regulations or Bye-laws of the Centre for carrying out the objectives, subject to the approval of the General Body. l)Recommend appointment of the auditor for statutory audit of accounts. m)Take necessary steps to ensure proper execution of the plans/schemes approved by the General Body. n)Make, alter or modify the rules to regulate the services of the personnel employed, if any, for carrying out the objectives. 13. EXECUTIVE COMMITTEE a) An Executive Committee shall be constituted with delegation of powers relating to project implementation, finance, administration, construction, payments, maintenance, facilities management, legal affairs, matters relating to membership and other day to day matters for running of the Centre. The Executive Committee is constituted as follows: i) Managing Director, RIICO,Chairman of the committee ii)Vice- Chairman, CDOS,Member iii)Director, Deptt. Of Mines & Geology,Member iv)CEO, CDOS,Member v)Four persons to be elected by the governing board from amongst themselves of which two members should be founder donor members. vi)One of the Hon. members (preferably nominee member representing AIGSA) on the Governing Board b) CEO, CDOS shall be the convenor of the Executive Committee. c) The powers and functions of the Executive Committee will be as are delegated to it by the Governing Board from time to time d) Three members will constitute the quorum, one of them necessarily being either the MD, RIICO or the CEO, CDOS. e) The executive committee shall meet as often as considered necessary by the chairman, but not less than four times in an year. f) The Executive committee will function till such time a fresh committee is constituted. g) The Executive Committee may co-opt any person as deemed fit for transaction and disposal of any matter considered by it. Such co-opted member will not be entitled to vote. 14. COMMITTEES The Governing Board may constitute committees and sub-committees for performing such functions as it may deem necessary. Every committee shall have convenor and such other members as the Board may deem fit. The Board shall have power to issue such directions to any committee as it deems fit and the committee shall abide by such directions. 15. FUNCTIONS OF THE CHAIRMAN a) The Chairman shall generally supervise the management of the Centre and in addition, ensure adherence to the provisions of the Bye-laws. b) He shall preside over the General Body and Governing Board Meetings. c) The Chairman shall ensure that the meetings are conducted with dignity and decorum. d) The Chairman shall have superintendence over all the functions of the Centre. 16. FUNCTIONS OF THE VICE CHAIRMAN The Vice-Chairman , in the absence of the Chairman, shall have the power to perform the functions of the Chairman. 17. FUNCTIONS OF THE CHIEF EXECUTIVE OFFICER 1. The Chief Executive officer of the Centre will be a paid employee and will be appointed by the Governing Board. The term of the office and other conditions of his service shall be determined by the Governing Board. 2. It shall be the duty of the Chief Executive Officer to co-ordinate and exercise general supervision over all activities of the Centre. 3. The Chief Executive Officer shall be responsible for the day-to-day management of the affairs of the Centre and shall exercise his powers under the discretion, superintendence and control of the Governing Board. 4. He shall be Ex-Officio Member of the Governing Board and shall be responsible for implementing all the policies of the Governing Board. 18. FUNCTIONS OF THE PRESIDENT (ADMINISTRATION & FINANCE) The Centre will have a full time Finance Controller cum Secretary designated as President (Admn. & Fin.), who will be a paid employee. The term of the office and other conditions of his service shall be determined by the Governing Board. Till such time such a person is hired, the Governing Board shall elect amongst itself, the President (Admn. & Fin.) of the Centre. The functions of the President (Admn. & Fin.), broadly will be as under :- a) To look after all the administrative works of the Centre, such as convening of the Governing Body Meeting every quarter and the General Body Meeting once in a year in consultation with the Chairman and to circulate the notices, minutes etc. to the members. b) To prepare agenda for the meetings in consultation with the Chairman. c) To record the minutes of the Governing Body and General Body Meetings in the appropriate minutes book maintained for the purpose which shall be signed by the Chairman. d) To find ways and means to augment the resources of the Centre. e) To keep inventory of the Centre properties and arrange for their safe custody. f) To submit periodical returns to the Registrar of Societies as required under the Societies Registration Act, 1958. g) To operate Bank account as per the delegations. 19. TREASURER The Centre will have a full time Treasurer or Cashier, who will be a paid employee. Till such time such person is hired, the Governing Board shall elect amongst itself, the Treasurer of the Centre. He will function according to the delegated powers. 20. VACANCIES Casual vacancies arising in the Board on account of any reasons may be filled in by co-option made by the Board through a resolution in this regard. A co-opted person shall hold office for the unexpired portion of the period remaining of the member causing the vacancy. For the purpose of resignation one month notice will be required. 21. FREQUENCY OF MEETINGS OF GOVERNING BOARD i) The Chief Executive Officer of the Centre will arrange a minimum of one meeting every quarter. ii) Any two members of the Governing Board may ask Chief Executive Officer of the Centre to convene a meeting of the Governing Board, for which a minimum of 15 days notice should be given by the members calling the meeting. In case of an urgency, the Chairman can waive the period of notice to 7 days. 22. QUORUM FOR GOVERNING BOARD MEETING Quorum for the Governing Board Meeting shall be seven members. Provided that the quorum shall not be deemed to be complete unless at least two members from State Govt. Of Rajasthan, who are for the time being the members, are present. In the event, at a Governing Board Meeting, quorum is not complete, it shall be adjourned and held again at the same time and place on the next working day. In the event, quorum is not complete even in the adjourned meeting, a special General Body Meeting will be called to transact the business. 23. CREATION, ADMINISTRATION AND MANAGEMENT OF THE FUNDS OF THE Centre. i) There may be following sources for the creation of a fund of the Centre : a)Grants or contributions made by the Central Government. b)Grants and contributions made by the Rajasthan State Government. c)Grants, contributions or financial aid provided by any International agency. d)Grants, Donations or contributions made by any other State Government or Institution or Society within India. e)Donations received from members, trade and industry and foreign donors. f)Fees and charges levied by the Centre for the services rendered. g)Income from Investment and h)any other income or receipt received from any other source provided it is given or received for fulfilling any of the objectives of the Centre. ii) The Centre may accept donation for any building or fixed asset or any other property which directly or indirectly helps in the development of the Centre. iii) The Centre may name five divisions proposed to be established in the Centre in the name of person, who is willing to donate a sum of Rs. 50 lacs for construction of each division. iv) Any other part of the building may also be named after the donor. The amount of such donation may be decided by the Governing Board. v) The funds of the Centre shall be placed only in any scheduled bank of the Reserve Bank of India with the approval of the Governing Board. vi) The bank account/funds of the Centre will be operated by the Chief Executive Officer of the Centre or the President Finance. The powers may also be delegated to senior officers of the Centre by the Governing Board. vii) With the approval of the Governing Board ,the Chief Executive Officer may create reserve fund, sinking fund, insurance fund or any other fund for any specific purpose and maintain separate accounts of each fund. 24. CONSTITUTION OF THE RESERVE FUND The Governing Board may authorise constitution of a separate fund as Reserve Fund for long term growth and development of the Centre, keeping in view the provisions of the Income Tax Act, 1961 and other statutes. 25. MISCELLANEOUS PROVISIONS a)All acts done in good faith by the Centre or by the Governing Board shall not be vitiated for commission of any error. b)Any act done by any of the office bearers, for and on behalf of the Centre, in a bonafide manner, shall be protected by the Centre. c)The benefits of the Centre shall be open to all, irrespective of caste, creed or religion. d)The funds and the income of the Centre shall be solely utilised towards the achievements of the objects and no portion of it shall be utilised for payment to members by way of profit, interest and dividend etc. e)The membership fee shall fall due 3 months prior to the commencement of the official year i.e. by 31st December. f)Any member failing to pay the membership fee within 90 days when it becomes due shall cease to be a member and consequently will cease to hold the respective office for which he is elected. g)All communications and properties of the Centre shall be accessible to members at all reasonable time. No property of the Centre shall be taken out of the premises of the Centre without the consent of the President (Admn. & Fin.). h)The minutes of any General Body or Governing Board shall be open for perusal by any member at all reasonable times with previous intimation to the President (Admn. & Fin.). Similarly, the accounts of the Centre shall be open for perusal by any member at all reasonable times with the previous intimation and consent of the Governing Board. i)All donations of Rs. 10,000/- and above to the Centre shall be enumerated in the Annual Report of the General Body. j)The income of the Centre will not be distributed among the members but will be utilised only for promoting the objects of the Centre. 26. ACCOUNTS a)The Governing Board shall cause to be maintained such books of accounts and other records and in such form and in such manner as may be necessary and/or required by the law to properly account for all receipts and payments and other transactions of the Centre. b)The accounts of the Centre shall be audited by Chartered Accountant or Accountants qualified to audit the accounts of a company appointed for the purposes of audit by the General Body, provided however that the first auditors shall be appointed by the Board within 2 months of the registration of the Centre. Retiring Auditors shall be eligible for re-appointment. c)A copy of such Income and Expenditure account, Balance Sheet and reports duly approved by the Board shall be sent to every member of the Board entitled to receive notice of General Meeting in the manner in which notices are herein before directed to be served. d)The Income and Expenditure account and the Balance Sheet shall be signed on behalf of the Board by the Chairman, Vice-Chairman and the Chief Executive Officer and the Auditor's report shall be attached to the Income and Expenditure account and the Balance Sheet and the report shall be read at the General Body. e)Every Income and Expenditure account and Balance Sheet shall be accompanied by a report of the Board upon the general state of affairs of the Centre and replies to the auditors report. 27. ALTERNATION OF THE RULES a)These rules may be altered, amended, modified or abridged by a resolution passed by a two-third majority of the members present at the Special General Meeting convened for the purpose. b)No proposal for alteration, amendment, modification, abridgement of these rules shall be considered by the General Body unless, at least 30 days notice thereof, has been given to the Governing Board by not less than 25% members of the Centre, and unless at least 21 days clear notice thereof has been given by the Governing Board to the members. 28. POWER TO ALTER, EXTEND OR ABRIDGE OBJECTS Whenever it shall appear to the Board that it is advisable to alter, extend, or abridge the objects of the Centre, the Board may, subject to such approval as may be necessary, submit the proposition to the members of the Centre in a written report, and may convene a Special General Meeting for the consideration thereof, according to the regulations of the Centre. But no such proposition shall be carried into effect unless such report shall have been delivered or sent by post to every member of the Centre, 21 days prior to the Special General Meeting convened by the Board for the consideration thereof, or unless such proposition shall have been agreed to by the votes of three-fourth of the members present in the meeting. The amendment and changes in the Rules & Memorandum of the Centre will be as per provisions of section 12 of the Rajasthan Societies Registration Act, 1958 29. INSPECTION BY REGISTRAR The Registrar of Societies shall have all the powers to inspect and call for all the records of the Centre. The suggestions made by the registrar or his representative shall be binding on the Centre and shall be incorporated in the rules of the Centre 30. PROVISION FOR DISSOLUTION AND ADJUSTMENT OF THE AFFAIRS Not less than three fourth of the members on the rolls of the Centre may determine that the Centre shall be dissolved and thereupon it shall be dissolved forthwith or at the time then agreed upon and all necessary steps shall be taken for the disposal and settlement of the property of the Centre, its claims and liabilities, according to the provisions of the sections 13 and 14 of the Rajasthan Societies Registration Act, 1958 31. POWER TO CANCEL THE REGISTRATION The Registrar of Societies has the power to cancel the registration of the Centre as per provisions of the Rajasthan Societies Registration Act, 1958 We hereby certify that the above Memorandum and Rules of the Centre FOR DEVELOPMENT OF STONES is a true and correct copy