We the several persons, whose names and addresses are given below having associated ourselves for the object and purpose described in the Memorandum of Association and set our hands hereunto and form ourselves into a Society under Act XXI of 1860 (Punjab Amendment Act 1957) as extended to the Union Territory of Delhi, in pursuance of this memorandum of Association.

I hereby witness the signature of the above persons from S.No. 1 to S.No.7.

Sd/- (V.K. Malhotra)
S/o V.P. Malhotra
B.R. Kapoor & Co.
Chartered Accountants
6, Tilak Marg
New Delhi

INDIAN ASSOCIATION OF TOUR OPERATORS

RULES AND REGULATIONS

1. NAME

The name of the Association shall be Indian Association of Tour Operators hereinafter referred to as Society/Association/ IATO.
 

2. INTERPRETATION

In these Rules and regulations unless thereby anything in the context repugnant thereto or inconsistent therewith:

1. IATO shall mean the "INDIAN ASSOCIATION OF TOUR OPERATORS"

2. Association shall mean the "INDIAN ASSOCIATION OF TOUR OPERATORS"
3. Executive Committee shall mean the members of the Executive Committee of IATO constituted as provided by these rules.

4. Words imparting the singular number shall be deemed to include the plural and words imparting the masculine gender shall be deemed to include the feminine gender and vice versa.

 

3. MEMBERSHIP

1. The membership of the association shall be open to organizations of good professional reputation and standing who have been connected with tourism and / or travel industry for at least one year.
   
   
2. All applications for membership must be made on the prescribed form and must be proposed and seconded by two members of the association, of which one must be an active member and both the proposer and seconder should not be members of the executive Committee.
   
   
3. The applications for membership shall be considered by the Executive Committee in a duly convened meeting and approved by a majority of two third of the members present.

 
4. CATEGORIES OF THE MEMBERSHIP

1. Active Members: A firm or company having established place of business in India and recognized by the Department of Tourism as Tour Operator / Travel Agent for a minimum period of two year and its major substantial part of activity of promotion of tourism and foreign exchange earnings in a year is minimum Rs.20,00,000/- shall be eligible for membership as an active member of the association provided an application is made and accepted by the Executive Committee. However only one office of a firm or company shall be admitted as an Active Member of the Association.
   
   
2. Associate Members: Any other office including overseas offices of an active or allied member shall be eligible for associate membership of the association. They shall have no right to vote in the proceedings of the association.
   
   
3. Allied Members: Any firm or company, which is regularly engaged or associated with Tourism and travel industry such as carrier companies, hoteliers, restaurants, excursion agents, transport contractors, forwarding and clearing agents, shipping companies, state tourist corporations / organizations, hotel marketing representatives/ agencies, trade publications and any overseas firm / company /corporation / organization shall be eligible for membership as an allied member. The allied members shall have the right to participate in the activities of the association except to vote. The allied members will be represented on the Executive Committee by nomination of office bearers of various national trade associations who reciprocate membership to IATO executive members on their association.
   
   
4. International Members: Any international firm or company which is engaged or associated with tourism and travel industry shall be eligible for membership as allied members of the association. The members shall have the right to participate in the activities of the association except to vote.
   
   
5. Honorary members: The Executive Committee may invite persons who are Hall of Fame Awardees and distinguished society members and / or who have distinguished themselves by the services to the services to the tourism and Travel Industry in the National or International field to become Honorary Members of the Association. Such members will be invited to the association by the unanimous vote of all the members of the Executive Committee.

1. MEMBERSHIP FEE

Admission fee Annual Subscription

(a) Active Members: 3000.00 2000.00

(b) Associate Members: 3000.00 1500.00

(c) Allied Members: 3000.00 1500.00

(d) International Same as allied Same as allied
 

2. TERMINATION OF MEMBERSHIP

1. A member may resign from membership of the IATO and upon acceptance of his resignation by the Executive Committee, he shall cease to be a member.
   
2. The annual subscription of member shall become due on 1^st April of each year. If the subscription is not paid within 60 days from the 1^st April of each year, the member will be deemed to be a defaulter. If any member fails to pay his subscription beyond the period of 60 days from 1^st April of each year, the Secretary shall issue a notice calling for payment through certified post of such dues within 30 days and if payment is not made within the said 30 days from the date of receipts of the notice, the member shall cease to be a member of the Association.
3. A member who causes damage or prejudice to the Association or who does not comply with the rules and regulations of the Association may be expelled from membership of the Association by a resolution of the Executive Committee, Passed at a duly convened meeting and supported by atleast ¾ of members present. The voting on the resolution shall be by Secret Ballot. The President shall have a casting vote.

 
3. RE-ADMISSION

Upon full payment of the dues of an earlier member of the association whose membership was terminated, the Executive Committee shall have the discretion to restore the membership / re-admit the earlier member, on conditions as the Executive Committee may deem and proper.
 

4. RIGHTS OF MEMBERS

Members whose subscriptions have been fully paid shall have the following rights:-

1. To receive notices of all meetings of the Association and attend the same.
2. The right to vote at the Annual General Meeting of the Association will rest with active members only and each organization will have one vote. The right to vote by proxy/Postal Ballot is permitted.
3. The member who has defaulted in the payment of his subscription, shall not be entitled to the rights stipulated in clauses (a) & (b) above

 

5. REGISTER OF MEMBERS

1. The Secretary of the Association shall keep a register of all members of IATO in which the following particulars shall be entered in separate columns:

1. Name of the Member
2. Address of the Member
3. Date when the member became a member of the Association
4. If and when the member ceases to be a member, dates of such occasions:

1. The register of members shall remain frozen i.e. no. person shall be enrolled as new member(s) of the Association during the period beginning with the announcement of elections and ending with the holding of elections.

1. EXECUTIVE COMMITTEE

The Executive Committee shall comprise of members of the Association constituted as provided by these rules. The executive committee be entrusted with the Management of the affairs of the Association. The minimum members of the Executive Committee shall be 15 and maximum shall be 17 and would consist of the following:-

1. Seven office bearers from amongst the active members namely:

President

Senior Vice President

Vice President

Hony. Secretary

Hony. Joint. Secretary

Hony. Treasurer

Immediate Past President

2. Active members to be elected by the Active members of the Association.

3. 3 Allied members to be elected by the Active members of the Association from amongst the various categories of Allied members.

4. Allied Members, who are nominated office bearers of National trade associations which have reciprocated executive membership of IATO on the executive Committee of their Association.
 

2. ELECTION
1. The election of the Executive Committee of the association shall take place at every alternate year.
2. The Executive Committee shall announce the election, holding of elections of office bearers and members of the Executive Committee at least 45 days prior to the date to be fixed for the elections by the Executive Committee. The Executive Committee shall also announce the dates for filing of nominations and withdrawals of nominations, which shall be within 10 days and 15 days respectively from the date of announcement of holding of elections, thereby leaving at least 30 days for the Returning Officer to complete the election process by conducting and holding the same.
3. A person, who has been a member of the Association for a minimum period of two years shall be eligible to offer himself / herself for the election to the Executive Committee.
4. The office bearers of the Executive Committee shall be eligible for election to the same post for two consecutive terms only. However, the outgoing office bearers of the Executive Committee are entitled to contest for a different post (i.e. for a post other than the one that was being held) at the elections but for the same post they can contest only after a break of one term.
5. The Election shall be conducted by the returning Officer, who, shall be appointed / nominated by the outgoing Executive Committee simultaneously with the announcement of the elections. The Returning Officer upon being appointed / nominated by the Executive Committee shall begin the conduct and holding of elections by notifying the Active members about the same
6. The Election of the Committee / office bearers shall be strictly by secret ballot, including postal ballot and proxies. The Returning Officer shall ensure that postal ballots will be available only for out station members. The returning Officer shall also ensure that members availing the facility of proxy shall send their letters authorizing their proxy to vote on their behalf in sealed covers/envelopes a minimum of 2 days before the election date. The Executive committee with the requisite quorum and the Returning Officer shall open the sealed proxies and after proper identification/ verification declare them valid at least 24 hours prior to the election date.



3. THE TERMS OF OFFICE:

1. Any member of the Executive Committee including its office bearers, who without leave of absence being granted, does not attend three consecutive committee meetings, is considered to have resigned.

   12.2(a) In a situation where the President resigns or the office of the President otherwise falls vacant, the Sr. Vice President shall take over and officiate till the next AGM, when elections can be/are conducted.

   12.2(b) In a situation where the Sr. Vice-President resigns or the office of the Sr. Vice President falls vacant, the Vice President shall take over and officiate till the next AGM, when election can be/are conducted.

   12.2(c) In a situation where the Vice-President resigns or the office of the Vice President otherwise falls vacant, the Sr. Vice President shall take over and officiate till the next AGM, when election can be/are conducted.

   12.2(d) In situation where the Secretary resigns or the office of the Secretary otherwise falls vacant, the Joint Secretary shall take over and officiate till the next AGM, when elections can be/are conducted.

   12.2(c) In a situation where the Joint Secretary resigns or the office of the Joint Secretary otherwise falls vacant, the secretary shall take over and officiate till AGM, when elections can be/are conducted.

   12.2(f) In a situation where the Treasurer resigns or the office of the Treasurer otherwise falls vacant, the Vice President shall take over and officiate till the next AGM, when elections can be/are conducted.

2. If along with the President, the Sr. Vice President or the Secretary resign, or the said posts otherwise fall vacant, an EGM shall be called for electing the office bearers to the said posts having fallen vacant within 30 days from the date of resignation of the second office bearer.
3. If an Executive Committee member resigns or the post otherwise falls vacant, the other members including the office bearers of the executive Committee may co-opt by 3/4^th majority of the Executive Committee a member to fill in the vacancy having so arisen.

12.5(a) In a situation where every member including the office bearers of the Executive Committee simultaneously resign, the executive Committee members while resigning will can an EGM to consider the resignations of the executive committee members, which if accepted, the EGM will constitute an ad-hoc Executive Committee.

12.5(b) The ad-hoc Executive Committee upon being constituted will conduct fresh elections to all the posts of the executive Committee within a period of 60 days from the date of which it is constituted. The ad-hoc Executive Committee at the EGM shall not take any policy decision but carry on only day to day affairs of the association.

12.5(c) During the period following the resignation of the Executive Committee and constitution of the Ad-hoc Executive Committee at the EGM to be called for the said purpose, the President shall look after and conduct the day to day affairs of the Association and shall not take any policy decision in respect of the affairs of the Association.

12.5(d) In situation where every member including the office bearers of the Executive Committee simultaneously resign and the Executive Committee members while resigning fall to call an EGM as specified in clauses 12.5(a) above, a quorum of 15% of the members of the association may requisition an EGM by appointing a chairperson.

12.5(e) The Executive Committee elected at the election to be conducted by the adhoc Executive Committee in terms of clauses 12.5(b) above, shall hold the full term of office, i.e. the subsequent election of the Executive Committee shall take place in terms of clause 11(a).

1. POWERS OF THE EXECUTIVE COMMITTEE

The executive Committee shall be entrusted with the management of the affairs of the Association.

1. At any meeting of the Executive Committee. 50% of the elected executive Committee present in person shall constitute of a quorum.
2. The decision of the committee shall be taken in the form of a resolution passed by a majority of the members present. In case of an equality of votes on any resolution, the President shall have a casting or second vote.
3. Any member of the Executive Committee present at the meeting may demand a secret ballot.
4. To appoint Chairmen of various Sub-committees and the Chairmen of the respective Sub-committees shall have the power to form and constitute his committee.
5. To consider the application of defaulter member of the Association for re-admission as member of the Association.
6. To rationalize and /or vary and /or increase from time to time the membership fees of the various categories of members of the Association.
7. To consider the application of prospective/new members.
8. To decide upon the membership of the member who may have violated the rules and regulations of this association and /or directive of the Executive Committee of the Association
9. To suspend the membership of a member, but only upon and after ¾ majority of the total strength of the Executive Committee decide to do so and also to recommend to the General Body the expulsion of a member whose membership has been suspended.
10. The Executive Committee shall create regions and appoint Regional/ State Chairman, who will be chosen by 3/4^th majority of the Executive Committee.
11. The Executive Committee shall have the power to appoint the Editor of the various publications of the Association.
12. The Executive Committee shall announce the holding of elections of office bearers and members of the executive Committee at least 45 days prior to the date to be fixed for the elections by the Executive Committee. The Executive Committee shall also announce the dates for filling of nominations and withdrawal of nominations, which shall be within 10 days and 15 days respectively from the date of announcement of holding of elections, thereby leaving atleast 30 days for the Returning Officer to complete the election process by conducting and holding the same.
13. Simultaneously with the announcement for the holding of elections, the executive Committee shall nominate/ appoint a Returning Officer for the conduct and holding of the elections and also prepare and release the final list of active member (as on the date of announcement of elections) which shall also be circulated by the Secretary amongst the active members of the Association.

1. The committee shall have full control over the funds of the Association and may exercise all such powers and do all such acts and things as may be exercised or done by the Association and in particular may from time to time raise or borrow or secure the repayment of any sums of money in all respects as they think fit.
2. The Committee shall have power to invest and deal with any of the monies of the Association not immediately required for the purposes thereof in such manner and in such assets, properties, securities, share deposits or in investments of any kind whatsoever including immovable property of any tenure or otherwise as they may determine from time to time as per the Income Tax Act and Rules framed there under and from time to time to sell, vary or realize all or any of such assets, properties, securities, shares, deposits and investments in the interest of the association.
3. All expenditure shall be sanctioned by the Committee.

   POWERS / RESPONSIBILITIES OF THE PRESIDENT :

   1. To attend and represent the association at various for a, occasions, seminars, conferences, etc. individually or advisably with any one of the office bearers. This power, in the absence of the President shall devolve upon the Senior Vice-President, and in the absence of both the President and the Sr. Vice-President it shall devote upon the Vice-President.
   2. The President shall have the power to carry on the day to day office administration of the Association.
   3. With regard to the financial and /or other matters of policy in connection with the affairs of the association, the President shall have the powers in this respect only with the consent of the office bearers of the Association and / or the Executive Committee.
   4. To function as the Bursar and accordingly sign cheques with either the Sr. Vice-President. Vice – President, Gen. Secretary and / or the Treasurer.

1. In the absence of the President, the Senior Vice-President shall have the power to exercise all the rights of the President including looking after the general administration of the office of the association, supervision of the functioning of the various Sub-Committees as well as act as one of the authorized signatories for operation of the bank account (s) of the Association.
2. The Senior Vice-President shall have the power to supervise the functioning of the regional / State Committees and the Chairman of the Regional / State Committees shall report to the Senior Vice-President.
3. The Senior Vice-President shall have the power to supervise the functioning of the sub-committees and the Chairman of the Sub-Committees shall report to the Sr. Vice-President.

RESPONSIBILITIES OF THE VICE – PRESIDENT

1. The Vice-President shall generally look after the general development of the Association including the development of various categories of membership of the association as well as act as one of the authorized signatories for operation of the Bank account of the Association.
2. The Vice-President shall have the power to conduct and supervise conventions, seminars, overseas promotional activities etc.
3. To function as the Bursar and accordingly sign cheques jointly with either the Secretary or Treasurer.

1. The Secretary shall use his discretion and to take any steps under conditions of emergency, but provided that all such steps taken by him are within the frame work of these rules and shall be subject to the confirmation of the Executive Committee.
2. The Secretary shall be responsible to disseminate and circulate to the Executive Committee members the minutes of the proceedings of all meetings attended by the President and of all other office bearers / representatives.
3. Preparing the Agenda of all meetings in consultations with the President.
4. Producing an Annual Report on the activities of the Association which shall be considered by the committees and submitted to the Annual General Meetings.
5. To sign cheques jointly with either the Senior Vice-President, Vice-President or the Treasurer.
6. Maintaining a Membership Register of Members.
7. Preparing the Minutes of the Committee Meeting and / or the Annual General Meeting.
8. Preparing and dispatching notices of the Meetings.
9. Maintaining the attendance register of members of meetings.
10. Receiving, preparing and dispatching all correspondence.
11. Presenting applications from candidates for membership

RESPONSIBILITIES OF JOINT SECRETARY:

The Joint Secretary shall work in consultation with the Secretary and Assist him with regard to the following:

1. Maintaining a Membership Register of Members.
2. Preparing the minutes of Committee Meeting and / or the Annual General Meeting.
3. Preparing and dispatching notices of the meetings.
4. Maintaining the attendance register of members of meetings.
5. Receiving, preparing and dispatching all correspondence.
6. Presenting applications from candidates for membership.

DUTIES OF THE TREASURER:

The treasurer is empowered to receive or pay on behalf of the Association all income arising from:

1. Admission fee as approved by the Executive Committee.
2. Budgeting & Providing revenue from organized events.
3. Revenue from organized events.
4. Donations etc. approved by the Executive Committee.
5. To sign cheques jointly with either the Senior Vice-President, Vice-President or the Secretary.

The treasurer shall maintain the accounts of Association and place it before the Executive Committee. He shall receive and deposit with a Bank all the funds of the association in accordance with the rule. He shall present an annual report and Audited Balance Sheet to the Committee latest by 30 September, who shall consider it and submit it to the Annual General Meeting. All payments on account of association shall be subject to the approval of the Committee.

RESPONSIBILITIES OF CHAIRMAN OF THE REGIONAL / STATE COMMITTEES:

1. The Regional /State Chairman (appointed by the Executive Committee) of the respective Regional / State Committee will have the right to form the regional / State Committee of his region comprising of a minimum of 5 members and a maximum of 10 members.

2. The Regional/State Chairman of the respective Regional / State Committee shall conduct meetings of the Committee of his region, hold discussions on the subject matter of the Committee, prepare reports in respect thereof and submit the same to the Executive Committee through the Senior Vice-President, the reports of the regional/State Committees shall have only persuasive and recommendatory value. The Executive Committee shall not be bound to accept and/or implement the reports submitted by the regional/State Committees but shall be guided by the same.

BANK ACCOUNT

The President

The Senior Vice President

The Vice President

The Secretary

The Treasurer

15 FINANCIAL YEAR :

The Financial year of the Association shall be from 1^st April to 31^st March every year.

AUDITORS

POWER AND DUTIES OF THE GENERAL BODY :

(Meetings of the Association)

The General Body shall constitute of all members of IATO as provided by these:

16 ANNUAL GENERAL MEETING:

1. To receive, consider and pass the accounts of the Association and the report of the executive Committee and Auditors Report thereof which shall be submitted to the meeting.
2. To review the work of and discuss the policy of the Association.

3. To appoint an Auditor for the ensuing year.

4. To transact any other business or matters which members of the Association may wish to place before the General Meeting. The exact date shall be fixed by the Committee and the Secretary shall advise the members by notice at least twenty one days before hand.

5. To consider, if necessary, the cases of expulsion of members whose membership may have been suspended by the Executive Committee may have also recommended the expulsion of the member whose membership has been suspended.

1. The General Body shall be the Supreme Authority to deliberate upon and decide about all matters relating to the Association. The General Body shall have the powers to change, repeal, add to and /or amend the Aims and Objectives and / or the rules & Regulations of the Association as provided for hereunder and further to override any decision and / or action that may have been taken by the Executive Committee.

1. An Extra-Ordinary General Meeting may be called by Secretary either on request in written by a two third majority of the members of the Executive Committee or on request by one third of the total members of the Association. An Extra-Ordinary General Meeting shall be one third of the total number of members. All resolutions at the Extra-ordinary General meeting shall be passed by a majority of the members present. The Secretary shall inform in writing to the members about the date of the Extra-ordinary Meeting atleast twenty one days in advance and shall state in the notice the details of the matters for discussion at the meeting.
2. The quorum of an Extra-Ordinary General Meeting shall be one third of the total number of active members of the Association. If an Extra-ordinary General Meeting can not proceed with the business due to lack of quorum it shall automatically be postponed to reconvene within 30 minutes of the adjournment and at the adjourned Extra-ordinary General Meeting, the members present shall form the quorum.
3. An Extra – ordinary General Meeting being a meeting of the General Body of the Association shall also be considered as a General Body Meeting and consequently the Supreme Authority to deliberate upon and decide about all matters relating to the Association. Accordingly, at an Extra-ordinary General Meeting resolutions can be passed to change, repeal add to and / or amend the Aims and Objectives and / or the Rules & regulations of the Association as provided for hereunder and further to override any decision and / or action that may have been taken by the Executive Committee.

FILING OF ANNUAL LIST OF THE EXECUTIVE MEMBERS OF THE ASSOCIATION AS PER SECTION 4 OF THE ACT :

Once in every year as required under Section 4 of the Societies Registration Act, 1860, a list be filed with the Registrar of Societies of the names and addresses and occupations of the members of the Executive Committee then entrusted with the management of the affairs of the Association.

THE AMENDMENT OR EXTENSION OF THE PURPOSE OF THE ASSOCIATION AND AMENDMENT OF THE RULES IS TO BE MADE AS PER SECTION 12 AND 12A OF THE SOCIETIES REGISTRATION ACT 1860

The Memorandum of the Association and Rules and Regulations shall be not be amended except at an Annual General Meeting or at an Extra-Ordinary General Meeting called specially for the purpose and no new rule shall be made except on motion considered at an Extra-ordinary General Meeting / Annual General Meeting of the association. But no such proposition shall be carried out into effect unless such reports shall have been delivered or sent by post to every member of the Association 10 days before to the Extra-ordinary Meeting convened for the consideration thereof nor unless such proposition shall have been agreed to by the votes of 3/5 of the members delivered in person or by proxy, and in the case of amendment or extension of the purpose of the Association confirmed by the votes of 3/5 of the members present at Second Extra – ordinary Meeting convened at an interval of one month after the former meeting.

SUE AND BE SUED AS PER SECTION 6 OF THE ACT

The Association may sue or be sued as per Section 6 of the societies Registration Act, 1860 in the name of President, Vice-President, Secretary at the Association or any other person appointed by the Executive Committee.

JURISDICTION

That if any disputes arise between the members of the Association, such dispute be referred to the Courts of Original Jurisdiction of Delhi.

DISSOLUTION AS PER SECTION 13 AND 14 OF THE ACT

The Association shall not be wound up or dissolved as per section 13 and 14 of the Societies Registration Act, 1860 except by a Resolution to wind up or dissolve the Association passed by a majority of not less than 3/5^th of the voting members of the Association who vote personally at an Extra-ordinary General Meeting of which notice shall have been given to every member twenty one clear days before the date of meeting setting out full particulars of the resolution proposed by the reason therefore. If upon winding up or dissolution of the association there remains after the satisfaction of all its debts and liabilities any money or property whatsoever, the same shall be given or transferred to some other institution or institutions or Charitable Organisations having objects similar to that of the Association to be determined by the votes of not less than 3/5 of the members present personally or by proxy at the dissolution or in default thereof by the Court of the District Judge of Delhi.

All the provisions of the Societies Registration Act XXI of 1860 (Punjab Amendment Act of 1957) as extended to the Union Territory of Delhi shall apply to this Association.

We the undersigned members of the Association, certify that this is a correct copy of the Rules & Regulations of the Association.