Memorandum of Association

First: The name of the Company is “HONG KONG SOCIETY OF ECONOMISTS LIMITED”

Second: The registered office of the Society will be situated in Hong Kong.

Third: The objects for which the Society is established are;

1. To promote the profession of the economic study and research in Hong Kong.
2. To foster communication among professional economists
3. To provide a local organization for persons resident in Hong Kong who have received their designation as Professional Economists or as graduates or associates of the Society.
4. To further the interest of the Society in Hong Kong.
5. To maintain and promote the professional knowledge, skill and competency of members, graduates and associates and to promote and protect the welfare and interest of members, graduates and associates in Hong Kong and of the economic profession.
6. To promote and encourage members, graduates and associate to achieve and maintain professional status and maximum competence and provide the highest level of service to the public.
7. To set, establish and maintain high educational, competency and ethical standards for members, graduates and associates of the Society.
8. To publicize the Society and assist in the recruitment of the members of the Society.
9. To foster fraternity among members of the Society and to arrange social and recreational activities for the members, graduates and associates of the Society and their guest.
10. To promote education and training programs to professional economists and executives, either on its own or in conjunction with other institution in Hong Kong or elsewhere.
11. To enter into any agreement, affiliation agreement or contract with any institution or other professional organization for any of the objects of the Society.
12. To provide for the delivery and holding of lectures, exhibitions, meeting, classes, performances and conferences calculated directly or indirectly to promote the objects of the Society.
13. To prepare, print and publish programs, brochures, posters, magazines, periodicals, circulars, leaflets, books, video tapes, compact discs, films and other works of every description which may be thought desirable for the promotion of the objects of the Society and to distribute among its members and others information on all matters affecting the said objects and in these activities undertake the duties of printers, publishers, advertising and publicity agents.
14. To liaise with other professional bodied with similar objects, whether on Hong Kong or elsewhere.
15. For the purposes of the Society, to plan, provide, establish and maintain libraries, study rooms, collections of literature, films and practices and to afford other facilities for the use of the same.
16. To maintain and enforce code of professional conduct for the members, graduates and associated to observe.
17. To undertake and execute any charitable or educational trusts which may lawfully be undertake by the Society and may be conducive to its objects.
18. To promote and enhance public understanding of the urgency and need for any or all the objects of the Society.
19. To accept and receive subscriptions, gifts, bequests, donations and endowments and to take any gift or assignment of property whether subject to any special trust or not for all or any of the objects herein provided and to establish, undertake, superintend, administer, and contribute to any charitable fund for the achievement of the purposes, aims and objects of the Society.
20. To raise money by subscription and other awful means and to solicit, receive and enlist financial and other aid from individuals, trust, associations, society, institutions and other organizations or authorities, for the purpose of the object of the Society or any of them.
21. To endeavor to obtain, manage and invest funds for the development and proper maintenance of the Society not immediately required in or upon such investments securities, bonds, obligations or properties or otherwise in such manner which may, from time to time, be determined.
22. To purchase, take on lease or in exchange, hire or otherwise acquire any real or personal property and any rights or privileges in any part of the world which the Society may think necessary or convenient for the promotion of its objects and to construct, administer ad manage properties and funds necessary for the achievement of the purposes, aims and objects of the Society.
23. To borrow or raise or secure the payment of money on such manner as the Society may think fit and to secure the same or the repayment or performance of any debt, liability, contract, guarantee or other engagement incurred or to be entered into by the Society in any way.
24. To give guarantees and to give and receive undertaking.
25. To sell, manage, lase, mortgage, dispose of, or otherwise deal with all or any part of the property of the Society as may be thought expedient with a view to the promotion of its objects.
26. To construct, maintain and alter any house, buildings, or works necessary or convenient for the purposes of the Society.
27. To cooperate or affiliate with any other agency, group, institution, company, society, association or body having objects altogether or in part similar to those of the Society and not formed for profit provided that any step so taken shall not be inconsistent with the objects of the Society or involve any activity or disbursement of funds not conducive to such objects.
28. To liaise and cooperate with and advise and assist governmental agencies in any matter which concerns any one more of the objects of the Society.
29. To enter into any arrangements with any Government or authority, supreme, municipal, local or otherwise, that may seem conducive to the Society’s objectives, or any of them and to obtain from any such Government or authority and rights, privileges, and concessions which the Society may think it desirable to obtain; and to carry out, exercise, and comply with any such arrangements, rights privileges and concessions.
30. To undertake and administer any trust for charitable purposes which may be lawfully undertaken by the Society and may be a means to attain the objects.
31. To retain and employ all such officers, employees and professional or technical advisers and workers in connection with the objects of the Society and to pay such reasonable and proper fees, salaries, wages, gratuities and pensions in returns for services rendered to the Society as may be thought expedient.
32. To subscribe to any local and other charities, and to grant donations for any charitable purpose, and to provide superannuation fund, provident fund or retirement fund for the employees of the Society or otherwise to assist any such employees, their widows and children.
33. To screen, examine, choose, admit or reject person or persons to participate, subscribe to or join the scheme or activities provided by the Society on such terms and conditions as the Society may determine and subject to such limitations and regulations as the Society may impose from time to time.
34. To open and to operate a banking account or accounts with any bank and banks for the purpose of the Society and for such purposes to make, accept, endorse, transfer, discount and negotiate bills of the exchange, promissory notes, checks or other similar instruments.
35. To amalgamate with any companies, institutions, societies or associations having the main objects similar to those of the Society.
36. To apply for, promote, and obtain any statute, order, regulation, or other authorization or enactment which may seem calculated directly or indirectly to benefit the Society; and to oppose any bills, proceeding, or applications which may seem calculated directly or indirectly to prejudice the Society’s interests.
37. To ensure that the Society is registered or recognized in any country or place outside Hong Kong where its activities require such registration.
38. Generally to do all such other lawful acts matters and things and to enter into and make such arrangements as are incidental or conductive to the attainment of the above objects or any of them.

Provided that:

1. The Society shall not support with its funds any association, institution or undertaking which pays or transfers directly or indirectly any part of its income or property by way of dividend, bonus, or otherwise whatsoever by way of profit to its members.
2. In case the Society shall take or hold any property which may be subject to any trusts, the Society will only deal with or invest the same in such manner as allowed by law, having regard to such trust.
3. The objects of the Society shall not extend to the regulation of the relations between workers and employers or organization of the employers.
4. The powers set forth in the Seventh Schedule of the Companies Ordinance are hereby excluded.

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

Provided that nothing herein shall prevent the payment of the interest at a rate not exceeding 12 percent per annum or 2 percent above the prime rate established by The Hong Kong and Shanghai Banking Corporation Limited whichever is the lower on money lent or reasonable and proper rent for premises demised or let by any member of the Society or 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 but so that no director or member of the governing body 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 director or member of such governing body except repayment of out-of-pocket expenses and interest at the rate aforesaid on money lent.

Fifth: The liability of the members is limited.

Sixth: Every member of the Society undertakes to contribute to the assets of the Society in the event of its being wound up while he is a member, or within a year afterwards, for payment of the debts and liabilities of the Society contracted before he ceases to be a member, and the costs, charges and expenses of winding up ,and for the adjustment of the rights of the contributories among themselves, such amount as may be required not exceeding Ten Hong Kong Dollars.

Seventh: If upon the winding up or dissolution of the Society there remains, after the satisfaction of all debts and liabilities, any property whatsoever, the same shall not be paid to or distributed among the members of the Society but shall be given or transferred to some other institution or institutions having objects similar to the objects of the Society, and which shall prohibit the distribution of its or their income or property amongst its or their members to an extent at least as great as what is imposed on the society by virtue of clause 4 hereof, such institution or institutions to be determined by the members of the Society at or before the time of dissolution or in default thereof by a Judge of the High Court of the Hong Kong which may have or acquired jurisdiction in the matter, and in so fat as effect cannot be given to the aforesaid provisions, then to some charitable objects.

Eighth: True accounts shall be kept of the sums of money received and expended by the Society, and the matter in respect of which such receipts and expenditure take place, and of the property, credits, and liabilities of the Society; and subjects to any reasonable restrictions as to the time and manner of inspecting the same that may be imposed in accordance with the regulations of the Society for the time being in force, shall be examined and the correctness of the balance sheet ascertained by one or more authorized auditor(s).