Article of Association

Founder members

Those who subscribed to and signed the Memorandum and Rules of the association.

Corporate members

A company, firm, or business entity engaged directly or indirectly in manufacture, distribution, or sale of foods, ingredients, supplies, or machinery used by the food industries.

Institute members

A department, college, university, research institute, or organisation engaged in teaching, training, research, or related activities.

Professional members

A person who is a qualified food professional or who is, or has been, actively engaged in, or interested in, food business, food technology, nutrition, hospitality, or related fields.

Student members

A person pursuing a degree, foundation programme, apprenticeship, or equivalent in food science, culinary arts, or related disciplines.

Enrolment

• Applications (other than founder members) are made on the prescribed form and become effective when approved by the Executive Committee, with voting and membership benefits from that date.
• If an application is refused, the applicant may appeal to the General Body at the next Annual General Meeting.
• Annual or lifetime fees are set by the Executive Committee.

Formation

Not fewer than fifteen professional members within a territory may apply to organise a chapter. Formation requires approval of the Executive Council/Committee as provided in these rules.

Governance

Chapters operate under bylaws consistent with this Article of Association and regulations set by AFSA. The association may recall a chapter charter; a revoked chapter may appeal to the next AGM.

Designation & membership

• Chapters shall be designated as AFSA [Country/Territory] Chapter.
• Chapter members must also be members of AFSA.

Chapter officers

Typical chapter officers include President, Vice-President, Secretary, Finance Secretary, Information Secretary, and committee members, elected or appointed as provided in chapter bylaws and society rules.

• President — professional member; executive head of the chapter; presides over meetings; co-operates chapter accounts with the Finance Secretary; term as defined (commonly two years).
• Vice-President — assists the President and acts in their absence.
• Secretary — keeps records, minutes, and membership rolls; supports committee formation.
• Finance Secretary — oversees chapter funds and presents audited statements as required.
• Information Secretary — communications and publicity of chapter activities.

Duties & reporting

• Elect and install officers after society-level elections as applicable.
• Maintain bylaws conforming to the association constitution; amendments require central approval before adoption.
• Keep proper records and file annual reports (typically by 30 November) for presentation to the AGM.
• Chapter dues, if any, are set by central leadership and approved by members as provided; chapter membership dues may be a defined proportion of central dues.

General chapter rules

• Requests for speakers or assistance from outside a chapter’s jurisdiction should be coordinated through central leadership.
• AFSA is not responsible for debts or obligations incurred solely by a chapter.
• Chapter records are open to inspection by association officers on request.

Voting

• Each individual and institutional/corporate member has one vote, exercised in person; proxy voting is not allowed for individuals.
• An institutional/corporate member may appoint a representative to attend and vote.
• Voting is by secret ballot; the chair of the meeting holds a casting vote when required.

Notice & quorum

• General and special general meetings require not less than twenty-one days’ notice stating agenda, place, date, and time.
• Quorum is fifty percent of members eligible to vote, subject to a minimum of four, unless otherwise amended.
• If quorum is not present, the meeting may adjourn as provided; adjourned meetings discuss only the notified agenda, without the prior quorum requirement as set out in these rules.

Annual General Meeting

An AGM of members with voting rights (who have been members for at least three months prior) is held within six months after the close of the financial year, among other items to:

• Consider and approve reports of the association’s activities for the preceding year.
• Consider audited accounts and the auditor’s report.
• Consider the budget for the current year.
• Elect Executive Committee members when due.
• Appoint auditors.

Special General Meeting

A special or extraordinary general meeting may be convened by the President/Chairman or Secretary under instruction from the President, on Executive Committee decision, or on written request of one-third of the members stating the agenda.

Composition (illustrative roles)

• Chairman
• Vice-Chairman (Industry)
• Vice-Chairman (Academia)
• President
• Vice-President
• Secretary General
• Joint Secretary
• Finance Secretary / Treasurer
• Information Secretary
• Committee members, including presidents of country chapters as provided

Election, meetings & tenure

• Members of the Executive Committee are elected by members at the AGM as provided.
• The Committee meets at least twice a year; half of the members form a quorum, subject to a minimum of three.
• Chairman may be elected for multi-year terms as defined (e.g. four-year cycles, with term limits as stated in the instrument).
• Country chapter presidents may serve as committee members.
• Vacancies are filled from membership until the next AGM as decided by the Committee.
• Members must follow the code of conduct; non-performance may lead to removal by two-thirds of the General Body after due process.

Powers

• Control, administer, and manage association affairs and assets.
• Implement the objectives of the association; appoint or remove staff and consultants; raise and invest funds prudently.
• Regulate income and expenditure; maintain accounts.
• Open and operate bank accounts and related financial instruments as authorised.
• Recommend budgets, audited accounts, and activity reports to the AGM.
• Frame working procedures/manuals for administration and finance.
• Do all acts necessary under the direction of the General Body in the interest of AFSA.

President / Chairman

• Chief functionary; presides over Executive Committee and General Body meetings.
• Convenes meetings as provided; oversees proper functioning subject to the Committee and General Body.
• Approves payments and is responsible for collection of dues as provided.
• Operates bank accounts jointly with authorised signatories.
• May appoint staff and advisors subject to rules and Committee decisions.
• Represents the association in legal proceedings; authenticates official papers as provided.

Secretary

• Maintains minutes and records of meetings.
• Prepares activity reports for the Committee and General Body.
• Performs duties assigned by the President and Executive Committee.

Treasurer

• Maintains accounts of funds and assets; custody of relevant books and records.
• Supports audit and furnishes explanations required by auditors or competent authority.
• Prepares periodic accounts; oversees related financial administration.

Auditor and audit

• An auditor is appointed as provided (Executive Committee for the first year; thereafter by the General Meeting).
• Accounts are audited by a qualified auditor/chartered accountant with full access to books and records.

Association funds

• The Executive Committee may accept donations, gifts, grants, fees, and property in cash or kind for corpus, programmes, or running expenses, consistent with the objectives.
• Funds must not be used for personal benefit of members or Committee members.
• The Committee may decline donations contrary to AFSA’s interests or character.

Property

• Property is held in the name of AFSA as represented by authorised officers.
• Sale or disposal of property requires prior approval of two-thirds of Executive Committee members present at a duly convened meeting.

Benefits & utilisation

• Association benefits are open without discrimination on grounds of citizenship, caste, community, creed, colour, sex, or religion, subject to membership rules.
• Income and property are applied solely toward promoting the aims of the association; no dividend, bonus, or profit is distributed to members.

Dissolution

On dissolution or winding up, after meeting liabilities, net assets shall not be distributed among members or the Executive Committee. They shall be transferred to another nonprofit body with similar objectives.

Indemnity

Members of the Executive Committee and persons duly authorised by them are indemnified out of AFSA funds against losses and expenses incurred in good faith in the discharge of duties and approved instructions, except where acts exceed authority or are taken without the required approvals.