1. Name

The name of the Society (hereinafter called “the Society”) shall be “The Hong Kong Society of Child Neurology & Developmental Paediatrics”. (“香港兒童腦科及體智發展學會”)

2. Address

Please see latest update in the society website: www.hkcndp.org.

3. Objective

The objectives of the Society are as follows:

1. To advance the knowledge and practice of child neurology and developmental paediatrics as a science.

2. To create an awareness of the prevalence of neurological and developmental disorders and to improve the standard of neurological and developmental diagnosis and treatment.

3. To encourage, develop or assist in the development of research in child neurology, developmental paediatrics and related disciplines.

4. To provide an educational and consultative role in the field of child neurology and developmental paediatrics.

5. To do all such other lawful things as are incidental or conductive to the attainment of the object of the Society or all such other thing or things that the council may in its sole discretion deem fit or beneficial to the Society.

4. Membership

The Membership shall consist of:

1. Full Members
   Fellow of the HK Academy of Medicine (Paediatrics) with 3 years training in child neurology and developmental paediatrics.

   A Full Member shall enjoy all privileges including voting power and the right of office.

2. Associate Members
   Any medical doctor registered with the Hong Kong Medical Council, who has interest in the field of child neurology, developmental paediatrics and/or neurological sciences. Associate members shall enjoy all the privileges of full members except that they shall not have voting power or be eligible for any office.

3. Honorary Members
   Eminent personalities in the field of neurological sciences may be invited by the Council to be Honorary Members of the Society. Honorary Members shall enjoy all the priviledges of full members except that they shall have no voting power nor be eligible for any office.

4. Affiliate Members
   Any professional other than those listed in a, b, c above, who has interest in the field of child neurology, developmental paediatrics and/or neurological sciences. Affiliate members shall enjoy all the priviledges of full members except that they shall not have voting power or be eligible for any office.

Application for any type of membership shall be proposed by one Full Member and seconded by another Full Member and the application shall be submitted to the Honorary Secretary for approval at the regular meetings of the Council.

5. Funds and subscription

1. Annual subscription will be paid by Full members, provisional members and associate members and shall be paid on the first day of January each year.

   If the subscription is not paid by the next Annual General Meeting, the defaulter shall cease to be a member unless and until the subscription in arrear has been paid up in full.

2. Honorary members do not have to pay any subscription.

3. The funds and subscriptions of the Society shall be kept by the Honorary Treasurer and shall be used for the transaction of business of the Society and for the furtherance of its objects as stated in Articles 3 heretofore mentioned.

4. The income and property of the Society, wheresoever derived, shall be applied solely towards the promotion of the objects of the Society as set forth in this Constitution and no portion thereof shall be paid or transferred, directly or indirectly, by way of dividend, bonus, or otherwise howsoever by way of profit, to the members of the Society.

5. Notwithstanding the provisions of Article 5 of this Constitution, nothing herein contained shall prevent the payment, in good faith, of reasonable and proper remuneration to any officer or servant of the Society or to any member of the Society, in return for any service actually rendered to the Society, nor prevent the payment of interest at a rate not exceeding 12 per cent per annum or 2 per cent above the prime rate established by the Hong Kong Association of Banks, whichever is the higher, on money lent or reasonable and proper rent for premises demised or let, by any member of the Society, but so that no member of the Council of the Society shall be appointed to any salaried office of the Society or any office of the Society paid by fees and that no remuneration or other benefit in money or money's worth shall be given by the Society to any such person except repayment of out-of-pocket expenses and interest at the abovementioned rate on money lent or reasonable and proper rent for premises demised or let to the Society.

6. Organization

The Office Bearers, Council Members and the Council.

1. There shall be four Office Bearers, namely:

   1. The President
   2. The Vice-President
   3. The Honorary Secretary
   4. The Honorary Treasurer

2. The four Office Bearers and the following, namely:

   1. Council Members
   2. The Immediate Past-president or 1 member nominated by the outgoing Council

   shall constitute the Council. The number of Council Members shall be not more than five and not less than three.

3. The Council is the governing body of the Society, and shall be responsible for the organization of various activities of the Society and the management of the business between the Annual General Meetings.

4. The President shall represent the Society, supervise the work of the Council and preside over all business meetings of the Society.

5. The Vice-President shall assist the President in the conduct of the affairs of the Society and shall act for him in the absence of the President.

6. The Honorary Secretary shall be responsible for correspondence and circulars to members, and shall take minutes of all meetings of the Society including the proceedings of the Scientific Meeting.

7. The Honorary Treasurer shall attend to the Society's financial matters, receipts and payments. The Honorary Treasurer shall also prepare an Annual Statement of Accounts which, after audited by the Honorary Auditor, shall be posted in the Society's premises for members' information and later submitted to the Annual General Meeting for approval accordingly.

7. Election of Office-Bearers, Council Members and Tenure of Office

1. The four Office-Bearers (The President, the Vice-President, the Honorary Secretary and the Honorary Treasurer) and the Council Members shall be nominated and elected by majority votes of full members present at the Annual General Meeting.

2. The term of office for Office-Bearers and Council Members shall be 2 years and they are eligible for re-election to the same office.

3. Any vacancy occurring on the Council during the year's term shall be filled by a full member elected by a majority vote of the Council.

4. Any Council Member who is absent from three consecutive Council Meetings shall automatically cease to be a Council Member.

8. Meetings, Notices and Quorum

1. The Annual General Meeting

   1. The Annual General Meeting shall be held in the last quarter of every year for which at least twenty one clear days’ written notice shall have been given to all members, unless such Annual General Meeting shall be a re-convened meeting, in which case only three clear days written notice shall be required.
      
      The business of the Annual General Meeting shall include the followings:
      
      The adoption of the Honorary Secretary’s report. The examination and adoption of the Balance Sheet and income and Expenditure Account for the past year as prepared by the Honorary Treasurer and audited by the Honorary Auditor.
      
      The election of the four Office Bearers: President, Vice-President, Honorary Secretary, Honorary Treasurer and Council Members. The appointment of an Honorary Legal Advisor and an Honorary Auditor.

   2. No business shall be transacted at any Annual General Meeting unless a quorum of 8 full members is present at the time when the meeting proceeds to business. If a quorum cannot be formed within 30 minutes from the time appointed for the meeting, the meeting shall be re-convened within two weeks.

2. The Extraordinary General Meeting

   1. An Extraordinary General Meeting must be convened by the President at the request of the majority of the Office-Bearers and Members of the Council or upon receipt of a written request of one-third of full members. At least a twenty one clear days’ notice shall have been given to all members concerning the purpose of the Extraordinary Meeting.

   2. No business shall be transacted at an Extraordinary General Meeting unless a quorum of 8 full members is present at the time when the meeting proceeds to business. If the quorum cannot be formed, the meeting will not be re-convened unless another request is made in accordance with Article 8B(a) hereof.
      
      All discussion and resolution must be related to the specified business.

3. Council Meeting
   Council Meetings shall be held at least once every 2 months for which at least three days’ notice shall have been given and the quorum for such Meeting shall be four members of the Council personally present.
4. Scientific Meetings
   Scientific Meeting shall be held as arranged and approved by the Council and may be opened to the medical profession at the discretion of the Council.
5. At all meetings of the Society, the President, or during his absence, the Vice-President, shall be the Chairman and the person acting as Chairman shall be entitled to a second or casting vote.
   
   In the absence of the President and Vice-President, the full Members present shall elect an acting Chairman to conduct the Meeting.
   
   At the Meetings, motions shall be passed into resolutions by majority votes with the exception of a motion for the dissolution of the Society which shall be governed by Article 11(a) hereof.

9. Amendments to the Constitution

1. Any proposed amendments to the Constitution shall be proposed and seconded by two different Full Members then presented to the Council who shall submit them for discussion at the following Annual General Meeting or Extraordinary General Meeting convened for the purpose.

2. No resolution for any amendment shall be deemed to have been passed unless it be carried by a two-third majority of members present at the Annual General Meeting or Extraordinary General Meeting/ and approved by the Registrar of Societies (if required).

3. A twenty one days' notice in writing to all Members shall have been given of any proposed amendment.

10. The Seal

The Society shall have a seal in form as approved by the Council.

11. Dissolution of the Society

1. A proposal for the dissolution of the Society may be proposed and seconded by two Full Members and submitted to a debate at an Extraordinary General Meeting convened for that purpose.

   The proposal for the dissolution of the Society can only be passed with the approval of at least two thirds of the total number of Full Members who are either present in the Extraordinary General Meeting or who indicate their consent to the proposal by proxy.

2. If a resolution be reached for the dissolution of the Society, the Council shall thereupon, or at such future date as shall be specified in such resolution, proceed to realise the properties of the Society and after the discharge of all the liabilities and debts, shall donate the surplus, if any, to any charitable organization in Hong Kong to be approved by the majority of Members present at the meeting, referred to in Article 11(a) above.

12. Bye-Laws

Entrance fees and subscription fees shall be as follows:

Subscription can only be changed at the General Meeting:

1. The entrance fee for all members (except Honorary member) will be HK$200.00.

2. The annual subscription fee for a Full Member shall for the time being be HK$300.00.

3. The annual subscription fee for an Associate Member shall for the time being be HK$200.00.

4. The annual subscription for an Affiliate Member shall for the time being be HK$100.00.

5. Honorary Member does not need to pay any subscription.

Any changes to entrance fees and subscription fees shall be decided by members in General Meeting.

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