THE BOARD OF MANAGEMENT

1. The management and administration of the Society shall be entrusted to a board of management the “Board of Management”Board" consisting of:
i. the President;
ii. the Vice-President;
iii. the Founder Member; and
iv. not more than ten (10) other Board members
The total number of Board members at any time shall not be less than four (4) and shall not be more than thirteen (13). Not more than thirty percent (30%) of the Board shall be family members related by blood/marriage. Employees who receive remuneration (including those who are employed in an executive capacity but shall exclude persons engaged for remuneration as (i) part-timers or (ii) consultants/advisors on a short-term assignment) should not comprise more than thirty percent (30%) of the Board.

2. The name of every candidate for membership of the Board shall be proposed and seconded by two (2) members of the Society. Such proposals shall be forwarded to the Honorary Secretary in writing not less than ten (10) days before the General Meeting and the name of every such candidate shall be posted in the Society not less than five (5) days before the General Meeting. For the avoidance of doubt, the Founder Member need not be nominated by the method as hereabove stated.

3. Any member of the Board may be removed by resolution of an EGM, which may then proceed to fill the vacancy.

4. The Board of Management shall have the power to invite any person, whether members of the Society or not, to sit on any meeting of the Board, without any right to vote at such meeting. Whenever a member of the Board has in any way, directly or indirectly, an interest in a transaction or project or other matter to be discussed at a meeting, such member shall disclose the nature of his interest before the discussion on the matter begins. The Board member concerned should not participate in the discussion or vote on the matter, and should also offer to withdraw from the meeting of the Board and the Board shall decide if this should be accepted.

5. At the first meeting after the AGM electing the Board members, the Board members will among themselves appoint the following office bearers:


i. President
ii. Vice President
iii. Honorary Secretary
iv. Honorary Treasurer

A paid staff of the Society cannot be appointed as the President. The Board may at any time remove from office any such officers and may appoint another Board member in place of any officer so removed or who has resigned or ceased to be a member of the Society.

6. Members of the Board shall hold office from his / her election for the term of one (1) year, provided always that any member of the Board may at any time retire or resign therefrom by giving to the Honorary Secretary (or in his / her absence, the remaining body of the Board in general) notice in writing of his /her wish to do so. In the event that at any one time the number of Board members holding office should fall below four (4) members, the Board shall convene within one (1) month an EGM to elect new members of the Board to bring the number of Board members back within the provisions stipulated by this Constitution. Changes in the Board shall be notified to the Registrar of Societies and Commissioner of Charities within two (2) weeks of the change.


6A. Casual vacancy: (a) In the event that any Board member retires or resigns from his / her term of office, or is duly removed from office according to the provisions of this Constitution or the provisions of the laws of India, or is otherwise unable to serve his / her office for any reason whatsoever, the Board shall appoint any other current member of the Board to fill the vacated position until the next election of members of the Board. The Board shall have the power to remove any member of the Board so appointed before the expiration of such member’s period of office.

(b) In the event that any Board member retires or resigns from his / her position as a member of the Board, or is duly removed from membership of the Board according to the provisions of this Constitution or the provisions of the laws India, or is otherwise unable to serve on the Board as a member for any reason whatsoever, the Board may appoint an ordinary member of the Society to fill the vacated position until the next election of members of the Board. The Board shall have the power to remove any member of the Board so appointed before the expiration of such member’s period of office.

7. All Board members are eligible for re-election for subsequent terms of office, provided that:

i. the President shall be entitled to hold the same office for four (4) consecutive years only; and
ii. the Honorary Treasurer shall be entitled to hold the same office for four (4) consecutive years only. Re-appointment to the office of Honorary Treasurer may be considered after a lapse of at least one (1) year.

For the avoidance of doubt, the immediate-past President and the immediate past Honorary Treasurer may be elected to hold any other office in the Board.