and Removal of Trustees
(a) The number of Trustees shall be eight (8). (b) The Trustees shall
be the following-
The Principal of the College (ex-Officio);
President of the Colombo Branch of the Hartley College Past Pupils’
Association (ex-officio) provided he has been duly elected or re-elected
during the periods of at least eighteen (18) months; (iii)The President
of Point Pedro Past Pupils’
(ex-officio) provided he has been duly elected or re-elected during
the periods of at least eighteen (18) months) and
Five (5) other Trustees including three (3) past pupils who are residents
in Colombo Administrative District and two (2) past pupils who are
residents in Jaffna Administrative District, elected as provided for
in the paragraph (d) below of this Clause;
Each of the Trustees elected as stated in paragraph (b) (iv) above
shall hold office for a period of three (3) years unless the respective
Trustee is removed from the Office of Trustee or is incapacitated
from acting as a Trustee or resigns or dies. The remaining Trustees
shall make nominations to fill such causal vacancies with the written
approval of all the Branches as may be evidenced by the certified
copies of the relevant minutes of the executive committee of the respective
branches. and those so nominated shall hold office only for the unexpired
term of his predecessor.
(i) The Trustees referred to in paragraph (b) (iv)
of this Clause shall be elected at a joint meeting of
the Delegates of all the six branches of the HCPPA or
by electronic communication received from Presidents
of the six branches. every three (3) years PROVIDED
however no person shall be elected as a Trustee
unless he is a member of one of the said six
branches of the HCPPA.
Notwithstanding the other provisions contained herein the following
persons elected at a joint meeting held on 28th July 2002 shall be
deemed to have been duly elected as five (5) of the Trustees in terms
of the provisions in paragraph (b) (iv) above for all the purposes
of this instrument:-
Trustees as aforesaid a person through residence, occupation, employment
or otherwise has special knowledge, or by virtue of personal or professional
qualification able to make a substantial contribution to the pursuit
of the Trust shall, normally
be preferred. However, this provision is without prejudice to the
democratic process of election.
In the case of any person holding office as one of such Trustees ex-officio
as provided for in (b) (i), (ii) and (iii) above is unable to act
or abroad any other person holding the respective office in acting
capacity in the respective offices shall be entitle to act as such
The Board shall elect (i) the Chairman, and (ii) the Secretary of
the Board (hereinafter referred to as “the said two Office
Bearers”) once in every thirty six (36) months and they shall
hold office only for thirty six (36) months unless the election
is postponed by an unanimous decision of the Board. Duties and power
of the Office-Bearers may be decided by the Board of Trustees from
time to time. If any Office-Bearer is unable to act the Board of
Trustees can make an acting appointment in his place. PROVIDED however
Sandrasegaram Shanmuganathan and Chelliah Padmanathan (the parties
hereto) shall be deemed to have been elected as the Chairman and
the Secretary respectively (as decided at the said joint meeting
on 28th July, 2002) for the first period of thirty six (36) months
from the 28th July, 2002.
A trustee shall cease to hold office if he
is disqualified from acting as a trustee by virtue of any statutory
provisions in Sri Lanka or country where the respective branch of
HCPPA of which he is a member is situated; or
Remove any of the trustees elected [as stated in Clause (b) (iv) above]
if it was found that the said members has acted in violation of the
provisions of the Trust or inactive for a period of one year; or
Dies or resigns the trusteeship
and Proceedings of Board of Trustees
All decisions relating to the Trust and its administration and rules
of conduct of its affairs may be made by the Trustees by the majority
subject to the restrictions if any applicable PROVIDED however the
Principal of the College shall have no right to vote at any meeting
but he is entitled to attend all the meetings of the Board and express
The Trustees shall meet for the despatch of business as they may consider
necessary and in terms of the rules for conduct of meetings as may
be framed by the Board of Trustees and amended from time to time.
A Minute Book shall be provided and kept by the Trustees and the proceedings
and resolutions of any meeting shall be evidenced by a minute thereof
under the hand of the Chairman and the Secretary of the Board of Trustees
and such minutes shall be conclusive evidence of any resolution therein
expressed to have been passed at that meeting duly convened and held.
If requested by any Branch, certified copies of any of the said minutes
shall be promptly furnished to such branch.
The Trustees shall hold at least four ordinary meetings in each year
and at least 10 days written notice thereof shall be given by the
Secretary to all the Trustees.
Quorum for a Board meeting shall be four (04)
Chairman shall always have a casting vote.
person who has been the Secretary of the Board shall be invited and
entitled to attend the meetings of the Board for three (3) months
from the date of his ceasing to be the Secretary (as his attendance
will ensure smooth transition and continuation of the management of
And Proceedings of Delegates
(a) (i) Each branch of HCPPA shall be entitled to appoint one (1)
delegate (as decided by its executive committee) and each branch is
entitled to one (1) vote at the joint meeting of delegates for any
decision. For any meeting of delegates at least four (4) branches
must be represented by their own delegates. For such a meeting a maximum
of two (2) branches are allowed to be represented by a proxy each.
Before the expiry of thirty six (36) months, if the Trust Office Bearers
finding that at least four (4) branches are unable to send delegates
from their branches, they shall call for nomination and election by
electronic method as stipulated for other affairs in section 11.
Observers without voting rights may attend the delegates meeting but
their number should note exceed two (2) for each branch.
Any Branch of the HCPPA situated in Sri Lanka or overseas may recognize
a branch for the purposes of this Trust only by a resolution passed
by the Majority of the delegates of the Branches namely the said six
branches and any other branches who have then been recognized
a Minute book shall e provided and kept by the Trustees for the purpose
of recording the proceedings sand rules of the meting of the delegates
and the Chairman and Secretary of the Board of Trustees shall act
as the Chairman and Secretary respectively of such meetings.
The quorum for a delegates meeting shall be two thirds (2/3rds) of
the delegates entitled to attend the meeting.
The Chairman shall always have a casting vote.
Account and Keeping & auditing of Books
Notwithstanding any other provision to the contrary contained herein
the Trustees or the Delegates may by a resolution in writing (including
those sent by facsimile), or other method of communication which has
the unanimous approval of the Trustees or the delegates (as the case
may be) signed by all the Trustees shall be valid and as effectual
as if it had been passed at a meeting of the Trustees or Delegates
(as the case may be) duly convened and held. Any such resolution may
consist of several documents to the same effect each signed by one
or more Trustees.
further the Trustees or the Delegates (as the case may be) may meet
together either in person or by telephone, radio, conference television
or similar communication equivalent or any other form of audio or
audio-visual instantaneous communication by which all persons participating
in the meeting are able to hear and be heard by all other participants
(collectively referred to as “teleconference meetings”)
for the despatch of business and adjourn and otherwise regulate their
meetings as they think fit and that the quorum for such teleconference
meetings shall be a minimum of two-thirds of the Trustees or Delegates
(as the case may be). A resolution passed by way of a teleconference
meeting shall, notwithstanding that the Trustees or the Delegates
(as the case may be) are not present together at one place at the
time of the conference, be deemed to have been passed at a meeting
of the Trustees or the Delegates (as the case may be) held on the
day and at the time at which the teleconference meeting was held and
shall be deemed to have been held at Colombo unless otherwise agreed,
and all Trustees or the Delegates (as the case may be) participating
at the teleconference meeting shall be deemed for all purposes to
have been present at the same
(a) The Trustees may from time to time open and maintain in the name
of the Trust a Bank Account or Bank Accounts at such Bank or Banks
as shall from time to time be decided by the Trustees and the said
account or accounts shall be operated by the Secretary (or in his
absence the Chairman and another) the Board of Trustees shall decide.
No payment in excess of Sri Lanka Rupees Thirty Thousand (SL Rs. 30,000.00)
shall be made without the prior approval of the Board of Trustees
(b) All monies received for the benefit of the Trust shall be credited
to the Bank Account of the Trust and all payments shall be made by
cheques drawn on the Bank Account or by cash where circumstances so
make it necessary but receipts must be obtained for all cash payments
at the time of making such payments.
The Trustees shall provide and maintain or cause to be maintained
proper books of account showing the Trust property and the Trust income
and expenditure and all assets and liabilities and there shall be
entered all transactions relation to the Trust in respect of its finances
and entries shall be made of all monies received or paid out by or
on behalf of Trustees for the purposes of the Trust. The Audited Accounts
of the Trust shall be furnished to all the Branches within ninety
(90) days of the end of the Financial Year.
The Trustees may for the purposes hereof employ any suitable person
or persons to keep and maintain the Accounts of the Trust upon such
terms as to remuneration as may be deemed proper by the Trustees.
The Trustees shall appoint Auditors (with the approval of all the
Branches) to examine and audit at least once a year all books and
accounts of the Trust.
The financial year of the Board shall end on the 31st March every
of Trust property and Income
(a) Subject to the provisions of the Clause 7 the Trustees may apply
all or any or any part or the assets of the Trust and any income there
from for any of the objects of the Trust and in particular (without
prejudice to the generality of the foregoing
for the maintenance renovation and repair of all buildings and structures
and Sports facilities of the College.
for acquisition of such property whether freehold or leasehold as
may be required for the use of the College.
for the purpose of buying furniture and furnishings for the College.
for the purpose of having vehicles equipment plants books food and
other things whatsoever necessary for or which are incidental to the
carrying out of the objects of the Trust and generally for achieving
all or any of the objects of the Trust
The Trustees may invest any money not immediately required for carrying
out the objects of the Trust to any savings fixed deposit or any other
investment being and investment for the time being authorized by law
or by this Instrument for the investment of Trust Funds.
In the event of the Trust herein established not being capable of
being implemented and carried on for the realisation of the objects
stated or it is otherwise necessary to wind-up the Trust then the
Trust shall be dissolved and all the assets including the monies in
Bank shall be utilized by the said six branches of the Past Pupils’
Association in the manner to be decided by them .
Any of the terms and conditions or provisions of these presents (including
the enlargement of the scope of the objects) for better achievement
of the objects and purposes for which this Trust is being created
may be amended or varied by 2/3rd majority of those present and voting
at a joint meeting of the delegates referred to in Clause 8 (d) (i).