Article 1: Name. This Society shall be known as “The Asian Society of Labour Law (hereinafter referred to as “the Society”). Its abbreviated name shall be AsianSLL.
Article 2: Objectives. The Society is an international non-partisan, non-profit and non-governmental organization with the following objectives:
a. to promote and engage in research, education, policy reform, and practice of labour law by serving as a centre of activities among labour law scholars and practitioners in Asia and elsewhere, in a spirit of partnership, and to develop linkages with other relevant international, regional, national, and local societies, organizations, and networks; and
b. to promote international labour standards, to promote the ratification of International Labour Organization conventions among Asian jurisdictions, to promote and enhance awareness of and respect for labour law in Asia, and to promote the scope of labour law to cover all those in the world of work.
Article 3: Functions. The Society shall endeavour to achieve its objectives by inter alia:
a. organizing conferences, regional and subregional seminars, workshops, trainings, and other meetings, and similar activities;
b. undertaking publication for the society, including the proceedings of the conference organized by the Society;
c. collecting and disseminating information relating to research, academic activities, and other developments relevant to Asia in the field of labour law; and
d. Collaborating with other relevant international, regional, national, and local societies, organizations, and networks in the performance of the functions listed above.
Article 4: Membership
1. Who May Join. Any person who has an interest in and respect for labour law and supports the objectives of the Society may be eligible for membership of the Society.
2. Categories of Members. The Society has individual members, honorary members, and institutional members.
a. An individual member is a natural person who meets the criteria of paragraph 1 and has been admitted by the Executive Council.
b. An honorary member is a natural person who has rendered distinguished service to the cause which the Society is formed to promote and, upon nomination of the Executive Council, has been elected for life by the Society. Honorary members shall have all the privileges of individual members.
c. An institutional member is a corporation, partnership, association, or other organization which meets the criteria of paragraph 1 and has been admitted by the Executive Council for institutional membership.
Each institutional member shall be represented by one natural person, who shall participate as an individual member. Institutional members which are trade union centers, worker-oriented organizations, and similar national societies/associations of labour law may be represented by at most two (2) natural persons who shall participate as individual members.
d. The Executive Council may establish additional categories of membership upon such terms as it shall determine.
3. The Secretariat shall maintain a register in which the names and addresses of all members shall be listed.
Article 5. Patrons of the Society.
Any individual or institutional member donating to the Society an amount to be determined by the Executive Council, and such funds are accepted by the Executive Council, may be named as a patron of the society. Where the Executive Council is of the view that the funds received is for funding a particular activity or programme of the society, such a funder will not be considered a patron of the society.
Article 6. Admission.
Upon the submission of an application for membership to the Society, the Executive Council shall decide on the admission of the applicant by a vote of a majority of the Executive Council members present and voting, in accordance with article 8(6) of this Constitution.
Article 7: Suspension and Termination of Membership. Membership shall terminate as a result of:
a. death or dissolution of the member;
b. resignation;
c. disqualification by the Executive Council on the ground that the member has acted in a manner contrary to the objectives of the Society.
Article 8: Executive Council
1. Powers. The Executive Council shall have power to take necessary steps in furtherance of the objectives of the society and be responsible for the management and activities of the Society except as otherwise specifically provided in this Constitution.
2. Composition. The Executive Council shall consist of not less than nine (9) and not more than fifteen (15) members, ensuring the wide and equitable geographical representation at the Executive Council, but no more than three (3) of whom may be from the same jurisdiction. However, the Executive Council may increase the number of Executive Council members as they may deem necessary. Members of the newly increased Executive Council shall be elected by the General Membership in accordance with article 8 (4) of this constitution.
3. Term. The term of the Executive Council shall be for two (2) years and no member may serve on the Executive Council for more than three (3) consecutive terms of two (2) years.
4. Election. The members of the Council shall be elected by a vote of the majority of the General Membership.
Elections shall be done online or face-to-face.
The election process shall be conducted in three stages:
a. Nominations by the general membership;
b. Acceptance by the nominees;
c. Voting by the general membership.
The Secretariat shall determine the election mode and timeframe.
5. Vacancies. Whenever the Executive Council deems it necessary, vacancies in the Executive Council due to death, resignation, or incapacity may be filled by a vote of the majority of the General Membership. The person elected shall serve the unexpired term of the predecessor.
6. Meetings. The Executive Council shall meet quarterly or on the call of the President. In the former case, a thirty (30)-day notice shall be given to members of the Executive Council. The last quarter meeting shall be simultaneous with the General Meeting. The Executive Council may meet face-to-face, virtually, or by a combination of both.
7. Quorum. The quorum for the Executive Council shall be one-third of its members. Decisions of the Executive Council shall be taken by a majority of the members present and voting.
7. Minutes. The minutes of each Executive Council meeting shall be drawn up by the Secretary General, assisted by the Secretariat, and be approved and signed by the Chair and the Secretary General of the meeting.
8. By-Laws. The Council may adopt by-laws to implement the Constitution of the Society or to regulate matters not specifically provided in this Constitution, subject to ratification by the General Membership.
9. Fees. The Executive Council may determine reasonable membership fees and such other reasonable fees for activities of the Society.
Article 9: Advisory Committee
1. Members. The Advisory Committee shall consist of all former Executive Council members who have served their maximum terms as EC members pursuant to Article 8 (2) of this Constitution and who signify their willingness to remain active in the Society.
Members of the Advisory Committee shall be non-voting participants during the Executive Council meetings.
2. Function. The Advisory Committee shall advise the Executive Council on matters pertaining to policies, plans, programs, and such other matters whenever necessary.
Article 10: General Membership
1. Powers. The General Membership shall have, inter alia, the following tasks and functions:
a. to adopt and make amendments to the Constitution of the Society having due regard to the opinion and advice of the Executive Council;
b. to receive and consider reports from the Executive Council on the activities of the Society;
c. to discuss general policy direction and activities of the Society in general; and
d. to receive and consider the balance sheet and explanatory notes thereto from the Treasurer.
2. General Meeting. The General Membership shall meet at least once a year and at other times as determined by the Executive Council. General Meetings may be held face-to-face or virtually, or by a combination of both. The General Meetings shall be chaired by the President of the Executive Council or any of the Vice-Presidents or such other person designated by the President.
3. Date and Location of Meeting. The date and the location of the General Meeting shall be determined by the Executive Council.
4. Who are Entitled. All individual and honorary members shall be entitled to attend the General Meeting.
5. Casting of Vote. Each and every individual and honorary member of the Society whose membership is in good standing shall have the right to cast only one vote.
6. Proxy. Individual and honorary members may cast a vote by a written proxy, which shall be submitted to the Secretary General any time before the general meeting. A member may act as proxy on behalf of a maximum of three (3) other members.
Members who did not submit a written proxy before the General Meeting shall be deemed to have waived their right to vote. These members shall not be counted for purposes of determining the quorum of a General Meeting.
7. Quorum. Where the Constitution does not provide otherwise, decisions of the General Meeting shall be taken by the General Meeting only when a majority of the individual and honorary members are present or represented at the meeting.
8. The minutes of each General Meeting shall be drawn up by the Secretary General, assisted by the secretariat, and be approved by the next General Meeting and signed by the Chair and Secretary General of the meeting.
Article 11: Officers of the Society.
1. Election. A President, two Vice-Presidents, Secretary General, and a Treasurer of the Society shall be elected by a vote of the Executive Council from among its members. The President, the Vice-Presidents, the Secretary, the Treasurer, and other members of the Executive Council to be designated by the President shall form the Steering Committee of the Society.
2. One Officer Position Only. No member of the Executive Council shall be nominated to two or more positions during the same term. For this purpose, there shall be nomination and acceptance of nomination before the election.
3. Steering Committee. The President, the Vice-Presidents, the Secretary, the Treasurer, and such other members of the Executive Council to be designated by the President shall form the Steering Committee of the Society.
4. Term. All elected positions shall be for a two (2)-year term. No member may serve as President for more than a single two (2)-year term.
5. Chair. The President shall chair the Executive Council and the General Meeting of the Society. In the absence of the President, these duties shall devolve upon one of the Vice-Presidents.
Article 12: Corporate Secretariat.
1. Location. The Secretariat shall be located at the University of the Philippines College of Law. However, the Executive Council shall have the power to change the location of the Secretariat of the Society when the Executive Council deems it appropriate.
2. The Secretariat shall be headed by the Secretary General of the Society.
3. In keeping with directions of the Executive Council, the Secretariat shall:
a. manage the day-to-day affairs of the Society;
b. keep the records and conduct the correspondence of the Society;
c. prepare the General Meetings and the meetings of the Executive Council; and
d. perform such other duties as may be assigned to the Secretary General by the Executive Council.
Article 13: Treasurer.
The Treasurer shall:
a. keep updated financial records;
b. receive and have the custody of the funds of the Society; and
c. prepare a balance sheet of revenues and expenses and explanatory notes thereto under the direction of the Executive Council.
Article 14: Financial Resources
1. List of Financial Resources. The Society’s financial resources shall consist of:
a. membership fees;
b. the net balance of conferences;
c. the proceeds from the use of the Society’s resources, if any;
d. resources obtained in public tenders or offered directly for certain projects or programmes within the mandate of the Society;
e. donations;
f. subsidies;
g. testamentary dispositions under universal title and legacies; and
h. other fees and revenues obtained by the Society.
Testamentary dispositions under universal title may solely be accepted under the benefit of inventory.
2. Compatibility. Donations, subsidies, testamentary dispositions, legacies, and any other financial support to the Society must be compatible with the objectives of the Society. The Executive Council shall determine the compatibility of the financial support with the objectives of the Society.
Article 15: Budget
1. Fiscal Year. The Society’s fiscal year shall run from the first day of January through the thirty-first day of December.
2. Balance Sheet. The Executive Council shall draw up a balance sheet of revenues and expenses together with explanatory notes and submit the balance sheet and those notes to the General Meeting. Those documents shall be signed by the President and the Treasurer.
3. Audit Committee. The General Meeting shall, at each regular session, appoint a committee for the purpose of auditing the financial documents as referred to in paragraph 2. That committee shall report on its findings to the General Meeting. The Executive Council shall be bound to cooperate with the committee by, inter alia, furnishing all the information the committee requests for its review.
Article 16: Language. The working language of the Society shall be English.
Article 17: Amendments.
1. Proposals for Amendment. Proposals for the amendment of this Constitution may be submitted by any member of the Society.
2. Adoption Process. The proposal to amend the Constitution shall be submitted at least three (3) months prior to the convening of the General Meeting. A decision to amend the Constitution shall be adopted by a majority of the votes cast at the General Meeting.
Article 18: Dissolution.
The Society may be dissolved by a decision reached by two-thirds (2/3) of the General Membership.
Article 19: Interpretation.
Any and all disputes as to the interpretation to be given to the text of this Constitution or matters which are not provided for herein or not sufficiently provided for herein shall be settled by the General Meeting.
In the event disputes are not settled, the appropriate courts in Metro Manila, Philippines alone shall have jurisdiction.