BYE-LAWS OF The Indian Tourism Cooperative Limited

BYE-LAWS
OF
The Indian Tourism Cooperative Limited

Name, Address and Area of Operation

1. (a) The Society shall be called ‘Indian Tourism Cooperative Ltd., and shall be referred to hereinafter as ‘COOPTOUR’

(b) The registered address of COOPTOUR shall be at New Delhi, Any change in address shall be notified within 14 days of such change, to the Registrar, Cooperative Societies.

(c) The area of operation of COOPTOUR shall extend to the whole of Indian Union.

Definitions

2. (A) In these Byelaws unless the context otherwise requires:


(i) ‘COOPTOUR’ means the ‘Indian Tourism Cooperative Ltd.’

(ii) ‘Act’ means the Cooperative Societies Act as is applicable in the State/Union Territory in which the Head Office of ‘COOPTOUR’ is located.

(a) ‘State’ means territory defined as State in the Constitution of India.

(b) ‘Union Territory’ means a territory defined as Union Territory in the Constitution of India.

(c) ‘Society’ means a Cooperative Society registered under the Cooperative Societies Act applicable to a State or a Union Territory in India in which it is established.

(d) ‘Regional Society’ means a Society the area of operation of which extends to more than one State or a Union Territory.

(e) ‘National Society’ means a Society the area of operation of which extends to the whole of Indian Union and is classified as such.

(f) ‘Member’ means a Society/Institution/Central Government State Government/NCDC who is a member of the COOPTOUR.

(g) ‘Nominal/Associate Member’ means an individual or Society or Company or Association or any other organisation who has been admitted as such on payment of admission fees as prescribed in these Byelaws. Such nominal/associate members shall not have any right or obligation applicable to regular members of the COOPTOUR.

(h) ‘Representative’ means a person who is duly appointed by a member society in accordance with these byelaws or representatives of NCDC, Govt. of India or other organisations who are qualified to attend the meetings of the General Body in accordance with these Byelaws.

(i) ‘Share Capital’ means capital invested by members as provided in these byelaws by purchasing shares of the COOPTOUR.

(j) ‘General Body’ means a body of representatives of members and representatives of other organisations constituted in accordance with these byelaws.

(a) ‘Board’ means the Board of Directors of COOPTOUR constituted in terms of these byelaws.

(b) ‘Executive Committee’ means the Executive Committee constituted by the Board of Directors in terms of these byelaws.

(c) ‘Chairman’ means a member of the Board of Directors who has been elected by the Board as the Chairman of the COOPTOUR.

(d) ‘Vice Chairman’ means a member of the Board of Directors who has been elected by the Board as the Vice Chairman of the COOPTOUR.

(e) ‘Managing Director’ means a person appointed by the Board of Directors as the Chief Executive Officer of the COOPTOUR in terms of these byelaws.

(f) ‘Registrar’ means the Central Registrar appointed by the Government of India.

(g) ‘Rules of Notified Rules’ means rules framed under the Cooperative Societies Act as applicable to COOPTOUR.

(h) ‘Officer’ means officer of COOPTOUR as defined in the act.

Objects:

3. The objects of the COOPTOUR shall be to organise, promote and develop facilities for travel by land, sea and air of functionaries and members of cooperative, Government and public sector and others, to undertake transportation of goods, tourism activities and render assistance in one or all of the above activities in India. In furtherance of these objectives the COOPTOUR may undertake one or more of the following activities:

1) To facilitate and promote travel for business, tourism and educational purposes,

2) To act as travel agents and cargo carriers in respect of air, land and sea.

3) Establish on its own or in collaboration with any other organisation, Hotels, Motels, Guest Houses, Restaurants Holiday Homes in India and abroad,

4) Acting as clearing, forwarding and shipping agents.

5) Enter into collaboration with other organisations for providing travel, transportation, shipping, clearing, forwarding, storage, warehousing etc., facilities.

6) Organising group and individual travel among members and employees of cooperatives and other organisations, youth, students, agricultural and industrial workers etc.

7) Entering into such contracts and affiliations with organisations in the fold of cooperatives, air and surface transport and associations of transporters, travel agencies hoteliers, holding resorts, including voluntary agencies and Govt. organisations.

8) To act as an Insurance agent and undertake all such work as is, incidental thereto.

9) To acquire and maintain transport units, warehouses, yards etc.

10) To open branches, offices in various parts of the country and abroad.

11) To undertake any other activity conducive to attainment of any or all of the objective indicated above.

Membership

4. (a) The membership of COOPTOUR shall consist of the following categories:

(i) National level and State level cooperative organisations and Multi-Unit Cooperative Societies.

(ii) Other Cooperative Institutions not included in the category indicated in 4(a) (i).

(iii) Any other organisation/Public Sector/Undertaking/Institute which proposes to utilise the services of the COOPTOUR.

(i) Government of India.

(ii) National Cooperative Development Corporation.

4. (b) Associate/Nominal Membership:

Persons/Societies/Institutions not covered by Byelaw 4(a) above may be admitted as Associate or Nominal Members of COOPTOUR.

(i) Associate Membership;
Open to persons interested in giving patronage to COOPTOUR by regularly utilizing its services to the extent prescribed by the Board from time to time.

(ii) Nominal Membership:

Open to persons with whom COOPTOUR is likely to do business or enter into collaboration for its business activities.

The Associate and Nominal Members will not have any right to vote or participate in the Management of COOPTOUR or in the sharing of its profits or liabilities. Applications for admission as Associate and Nominal members shall be made to the managing Director in the prescribed forms along with non-refundable admission fee of Rs.500/- which will be disposed of by the Board of Directors. The Associate membership shall automatically cease in cases where such members fail to utilise the services of COOPTOUR for a continuous period of 18 calendar months,

4. (c) The COOPTOUR may retire the shares held by the Government of India, Government Organisations,the National Cooperative Development Corporation and Cooperative Banks at such time and in such manner as may be agreed upon between it and the Government of India/Government Organisations/ National Cooperative Development Corporation/ Cooperative Banks as the case may be.

5. Application for admission as members shall be made to the Managing Director in the form, if any, prescribed by COOPTOUR for the purpose. Every such application shall be disposed of by the Board of Directors, who shall have power to grant admission or to refuse it after recording reasons for such refusal provided, however, that person whose application has been refused by the Board of Directors, may appeal to the General Body and if the General Body so directs, it shall be admitted as a member by COOPTOUR. The decision of the General Body shall be final.

6. Every member other than on nominal/Associate member shall pay Rs.25/- as admission fee which shall not be refunded in any case.

7. When an applicant has been admitted to membership by the Board of Directors, it shall be deemed to have acquired all the rights and incurred all the obligations and liabilities of a member of COOPTOUR as laid down in the Act, the Rules and these Byelaws.

8. The membership shall cease :

(i) On redemption/withdrawal/transfer on the share capital;

(ii) On expulsion from membership under Byelaw 9.

9. (a) A member including a nominal/Associate member of COOPTOUR may be expelled by two thirds of the members present at a General Body or Special General Body Meeting called for the purpose.

(i) If it intentional is does act likels to injure the credit of COOPTOUR or fails to observe proper discipline in regard to work of COOPOUT.

(ii) If it does any act which may be held by the Board of Directors or General Bodo of COOPTOUR to be dishonest or contrary to the objects or interest of COOPTOUR.

(iii) If it persistently defaults or fails to carry out its obligations to the COOPTOUR.

(b) Before expulsion, the member to be expelled will be given an opportunity to explain its position. After the explanation has been considered the member may be suspended by the Board of Directors which shall then call a General Meeting within one month from the date of suspension. Termination of membership shall take effect from the date of expulsion or such date as may be specified in the resolution of expulsion.

10. COOPTOUR shall have a charge upon the share of contribution or interest in the capital and on the deposits of a member or a part member or deceased member and upon any dividend, bonus or profits payable to a member in respect of any debt due from such member or past member or the estate of such deceased member to the COOPTOUR and may set-off any sum credited or payable to a member or past member or the estate of deceased member in or towards payment of any such debt.

11. Subject to the provisions of the Act, notified rules and these Byelaws, a member or an ex-member may transfer its shares to another member of applicant qualified under these Byelaws and approved by the Board or to a share transfer fund.

Capital

12. (a) COOPTOUR may raise funds from one or more of the following sources:-

(i) Admission fees
(ii) Share Capital
(iii) Loans and Deposits
(iv) Grants in-aid and donations, and
(v) Surpluses

Provided that the acceptance of loans and deposits from non-members shall be subjects to such restrictions as the Registrar may impose.

(b) Authorised share capital of COOPTOUR shall be Rs.1 crore (Rupees one crore) consisting of 2000 shares of the value of Rs.5000/- each to be subscribed by members admitted under Byelaw 4 (a).

13. In the event of liquidation, the liability of the members for any deficits in the assets of COOPTOUR shall be limited to the share capital subscribed by them.

14. The General Body of COOPTOUR shall consist of representatives of the member organisations admitted under byelaw 4(a) subject to discharging financial obligations as indicated below:

One representative from each organisation which has contributed the minimum share capital of Rs.5000/- and an additional representative for every Rs.50,000/- of share capital contribution subject to the provision of the Act and to the condition that the total number of representatives from any single member does not exceed two.

15. Every member organisation eligible to send representatives as per byelaw 14 shall nominate their representatives on the General Body of COOPTOUR and certified copies of the resolutions of the competent authorities or copies of the instrument of nomination shall be sent to the Managing Director. Such resolutions/instruments should specify the period for which such nominees will continue to represent them.

16. (a) The Annual General meeting of the members shall be called within a period of six months after the date fixed for making up its accounts for the year under the notified rules for the time being in force. A special General Body meeting may be called at any time by the Board of Directors and shall be called by the Managing Director on receipt of a requisition from 1/5th of the total number of members or from the Registrar of Cooperatives Societies or any person authorised by him within one month from the date of receipt of such requisition.

(b) In case of the Annual General Body meeting, the date, time and place of the meeting shall be announced at least 15 days clearly in advance and in the case of special General Body meeting at least 7 days in advance by a written notice. The notice for the meeting of the General Body shall be deemed to have been given after expiry of 24 hours after the meeting notices are sent to the representatives of member institutions provided the proof of such posting is retained in the office.

(c) The presence of at least one third of the total number of representatives of member on the roll subject to a minimum of ten members shall be necessary for disposal of any business at a General Body meeting. In the absence of a quorum, the meeting shall be adjourned to take place on the same date of next month at such hour as may be specified in the notice. No quorum shall be necessary in the adjourned meeting. Additional subjects, other than those circulated as agenda, shall not be discussed in the adjourned meeting each delegate shall have one vote. The Chairman shall have a casting vote in the event of equality of votes in all matters. No proxies shall be allowed, No representative of member organisations shall be allowed to vote if he/the organisations represented by him is in arrears of its share money demanded by the Board of Directors.

(d) The Chairman or in his absence, Vice Chairman or in their absence one of the other members elected for the purpose shall preside over the General Body meetings.

(e) Unless otherwise provided in these byelaws, the ultimate authority in all matters relating to the administration of COOPTOUR shall vest in the General Body.

17. Without prejudice to the General provisions of the preceding byelaws, the duties and powers of the General Body shall be:

(i) To elect suspend or remove the members of the Board of Directors.

(ii) To consider and adopt the Annual Report of COOPTOUR, its Audit Report and audited Balance sheet and profit and loss account and its programme of activities prepared by the Board of Directors for the ensuing year.

(iii) To dispose of profits in accordance with the Act, notified rules and these byelaws.

(iv) To fix the maximum borrowing limit which shall be subject to the approval of the Registrar.

(v) To amend the byelaws.

18. The record of the decisions of the General Body duly signed by the Chairman and the Managing Director shall be maintained.

19. The amendments of these byelaws shall only be passed by a resolution of the meeting of the General Body in which a quorum is present by a vote of not less than two thirds of the members present thereat and due notice of considering such amendment has been previously given.

Board of Directors

20. (1) Except in the case of directors elected within three years after registration of the COOPTOUR the Board of Directors of the ‘COOPTOUR’ shall be elected only from among user member who transact a minimum volume of business with ‘COOPTOUR’ during the three years period preceding the election as under:

(a) Trading Members Minimum business
Admitted under byelaw 4 (a) (i) Rs.50,000/-
Admitted under byelaw 4 (a) (ii) & (iii) Rs.15,000/-
(b) Non-Business Members
Admitted under byelaw 4 (a) (i) Rs.15,000/-
Admitted under byelaw 4 (a) (ii) & (iii) Rs. 5,000/-
(c) Provided further that the scale of business indicated above will not be applicable to members whose place of business is not covered by the offices/authorised agents of the COOPTOUR.

(2) Subject to the provisions of byelaw 20(1), the composition of the Board of Directors elected by the General Body once in three years shall be as under:

i) Five directors elected by representatives of members admitted under byelaw 4(a) (i) from amongst themselves.

ii) One director elected by representatives of members admitted under byelaw 4(a) (ii) from amongst themselves.

iii) One director elected by representatives of members admitted under byelaw 4(a) (iii) from amongst themselves.

iv) Three nominees of the Government of India.

v) One representative of the National Cooperative Development Corporation.

vi) The Managing Director of the COOPTOUR.

Term of Office

21. The term of the Board shall be for three years and members shall be eligible for re-election subject to the provisions of the Act provided if for any unavoidable reasons the General Meeting could not be held at a suitable time before the expiry of the term the existing Board of Directors shall continue to hold office till the election of the new Board.

Election of Chairman and Vice-Chairman

22. The members of the Board of Directors shall elect from amongst themselves a Chairman and a Vice-Chairman. The terms of the Chairman and Vice-Chairman shall be co-terminus with the term for which the Board has been elected. In case of any vacancy within this period, the Board may fill up the vacancy through re-election for the unexpired term of the Board provided that the Chairman and the Vice-Chairman shall be elected only from amongst the representatives of the Cooperative Societies.

23. The Chairman and the Vice-Chairman once elected shall continue to hold office for the term of the Board except when the Board of Directors resolve to remove them by the 2/3rd majority of the Board with due notice.

Meeting and Quorum

24. Meeting of the Board of Directors shall ordinarily be held once in quarter. In case of urgency, the orders of the Board of Directors may also be obtained by circulation and placed before the next meeting of the Board for confirmation. Such decisions shall have the same binding force as any other decision of the Board.

25. The Board of Directors shall maintain a list of representatives of member organisations on the roll of COOPTOUR who are qualified to vote at the General Meeting of COOPTOUR and bring such list up-to-date a month before each meeting.

26. A list of representatives of members shall be drawn up with reference to the resolutions of the competent authority of the member institutions, which shall specify in the resolution the name of the representative and the period for which he is deputed as its representative.

27. A member of the Board of Directors shall cease to hold office if he:

i) resigns and his resignation is accepted by the Board; or

ii) holds any office of profit under COOPTOUR or received any honorarium from COOPTOUR except in the case of the Managing Director; or

iii) fails without showing satisfactory reasons to the Board to attend three consecutive Board meetings; or

iv) ceases to represent the affiliated cooperative institution on the General Bods of COOPTOUR; or

v) ceases to be nominees of the institution nominating him

28. The Board of Directors shall exercise all the powers of COOPTOUR except those reserved for the General Body subject to any resolution or restrictions laid down by COOPTOUR in a General Body Meeting or in the byelaws. In particular, the Board has the following powers:

i) to observe in all their transactions the Act the notified Rules and these Byelaws;

ii) to place before the General Body, the Annual Report and the Audit Report;

iii) to consider and approve the Annual Budget (including supplementary budget) of COOPTOUR.

iv) to consider the inspection notices of the Registrar and of any other person authorised on his behalf to inspect by him and take necessary action.

v) to admit and suspend members and issue new shares and transfer of old shares;

vi) to decide matters relating to withdrawals, transfer, refund and forfeiture of shares;

vii) to summon General Bony meeting in accordance with these byelaws;

viii) to appoint, suspend or remove the Managing Director who shall be ex-officio member of the Board of Directors;

ix) to decide an investment in the share capital of other cooperative and institutions/bodies;

x) to purchase, sell or otherwise acquire and dispose of immovable property of COOPTOUR above Rs.5 lakhs.

xi) to accept or reject the resignation from the member of the Board of Directors and in the case of acceptance of resignation or vacancy falling for other reasons, to coopt Directors from among the representative to the General Body;

xii) to frame rules regarding recruitment, appointment, conditions of service, suspension and punishment in respect of the Managing Director;

xiii) to grant business incentive with the object of promoting travel and tourism in the country in general and that of the members in particular;

xiv) to recommend to the General Body distribution of profits;

xv) to elect an Executive Committee from amongst its members;

xvi) the Board of Directors may delegate any of its powers to the Executive Committee constituted out of its members or to the Chairman/Vice Chairman or to the Chief Executive or to any other officers of COOPTOUR subject to the ultimate control being retained by the Board.

29. All business discussed or decided at a meeting of the Board of Directors shall be recorded in proceedings book, which shall be signed by the Chairman and the Managing Director.

Executive Committee

30. An Executive Committee shall consist of the following members:

i) Chairman
ii) Vice-Chairman
iii) Two members of the Board of Directors; and
iv) Managing Director

31. The Executive Committee shall have the following powers and functions:

i) to arrange for internal checking of the accounts;

ii) to hire or take on lease land, yards, godowns, buildings, machinery etc.

iii) to purchase, sell or otherwise acquire or dispose of movable property of the COOPTOUR and immovable property valuing between one and five lakhs;

iv) to fix the limits of cash balance to be kept by various officers and branches and authorise offices to sign or execute receipts and other documents on behalf of COOPTOUR.

v) to arrange for ralsing funds for carrying on the business of COOPTOUR and to determine the terms and conditions therefore;

vi) to decide terms, period for and the rate of interest at which deposits are to be received and to arrange for payment of such deposits;

vii) to approve and sanction the staff required, from time to time, for carrying on the business of COOPTOUR and to prescribe the scales of pay and other allowances and perquisites within the approved budget etc., in respect of the employees of COOPTOUR other than the Managing Director.

viii) to sanction expenditure on purchase of headstocks, furniture and fixtures, stationery, vehicles and other items required by COOPTOUR and also sanction other contingent expenditure, Executive Committee may delegate these powers to the Managing Director and other officers of COOPTOUR subject to such restrictions as it may deem fit;

ix) through any member or officer or employee of COOPTOUR or any other person, specially authorised, to institute, conduct, defend, compromise, refer to arbitration or abandon legal proceedings by or against COOPTOUR or its officers/employees concerning the affairs of COOPTOUR.

x) to appoint trustee or trustees, attorney or attorneys, agent or agents for the business of COOPTOUR;

xi) to refer any claim or demands for arbitration and to observe and perform the awards;

xii) any other powers delegated by the Board of Directors from time to time;

xiii) to delegate its powers to such officers of the COOPTOUR as it may deem fit.

32. The Executive Committee may meet as often as necessary but normally once in a quarter.

Chairman

33. i) The Chairman and the Vice-Chairman elected by the Board of Directors shall act as the Chairman and Vice-Chairman of the General Body also;

ii) The Chairman shall preside over the meetings of the Board of Directors, General Body and Executive Committee. In his absence the Vice Chairman shall preside and in the absence of the two the members present shall elect one from amongst themselves as the Chairman of the Meeting;

iii) The Chairman shall be competent to take decisions as are of an urgent nature affecting the policy of the COOPTOUR on behalf of the Board of Directors Executive Committee, and any other committee, which may be deemed urgent on the advice of the Managing Director. The matter will be placed before the next meeting, concerned for ratification.

Managing Director

34. The Board of Directors shall appoint the Managing Director on such terms and conditions and for such period as it may decide.

35. i) The Managing Director shall act as the Chief Executive Officer of COOPTOUR and shall conduct the business and exercise over the administration of COOPTOUR subject to the overall control of the Chairman.

ii) He shall advise the Board of Directors and Executive Committee in framing the policies and programmes of the COOPTOUR and implement these after approval.

36. (a) The following shall be duties of the Managing Director:

i) to summon the meeting of the General Body, Board of Directors, Executive Committee and participate in them but shall have no right to vote in matters pertaining to elections;

ii) to be responsible for the general conduct, supervision and management of the day-to-day business and affairs of COOPTOUR.

iii) to ensure proper maintenance or accounts of the COOPTOUR in the prescribed manner;

iv) to receive all moneys and securities on behalf of the COOPTOUR and to arrange for the safe custody of cash, records, properties and other securities of COOPTOUR.

v) to assist in the inspection of books and records by various authorities empowered to do so under the Act Rules and Byelaws;

vi) to institute, conduct, defend, compound or abandon any legal proceeding by or against COOPTOUR or its employees or otherwise concerning the affairs of COOPTOUR and also to compound and allow time for payment or satisfaction of any claims or demand by or against COOPTOUR;

vii) to certify copies of entries in the books registered under the Act;

viii) to incur expenditure in accordance with the approved budget estimates;

ix) to keep in safe custody all the registers and other papers in use of COOPTOUR and other property of COOPTOUR.

x) to arrange for the safe custody of all moneys received by COOPTOUR and all other properties of COOPTOUR, and for proper maintenance of accounts thereof and for investment of funds of COOPTOUR subject to the provisions of the Act, Rules and directions of the Board of Directors/Executive Committee;

xi) to sign all deposit receipt and operate on the accounts of COOPTOUR with the Banks. He may delegate all or any of the powers authorities and discretions vested in him, to any employee/ employees of COOPTOUR subject to the ultimate control and authority being retained by him;

xii) to sign receipt of moneys received by COOPTOUR and to operate on the accounts of COOPTOUR in the Banks;

xiii) to be the officer or COOPTOUR, to sue or to be sued on behalf of the COOPTOUR and sign execute bonds, agreement and other documents for and on behalf of COOPTOUR;

xiv) to determine the powers, duties and responsibilities of the employees of COOPTOUR for ensuring proper conduct of the day-to-day business of COOPTOUR.

37. (b) The Managing Director shall exercise control and supervision over the administration or the COOPTOUR and to conduct the business of the COOPTOUR in conformity with the Act and Rules; these byelaws and the decisions of the General Body, Board of Directors and the Executive Committee.

He shall have, in addition, the following powers;

i) Subject to these Byelaws and such other rules framed from time to time and decisions of the Board of Directors and the Executive Committee, appointment suspension and punishment of employees of the COOPTORU and to grant them leave, normal increments and perquisites’

ii) to create temporary posts of casual nature for a period not exceeding six months to meet any emergent situation in respect of such categories of subordinate staff;

iii) to initiate and carry on the business of the COOPTOUR and to take such steps as may be necessary for carrying on the day-to-day business of the COOPTOUR;

iv) subject to such general or specific orders as the Board of Directors and or the Executive Committee may issue from time to time, to enter into negotiations and contracts and rescind and very such contracts and execute and do all such acts, deeds, and things in the name of and on behalf of COOPTOUR, in relation to any of the matter aforesaid or otherwise for the purpose of COOPTOUR;

v) to incur contingent expenditure not exceeding Rs.5000/- in each cash;

vi) to purchase, sale or otherwise acquire or dispose of movable/ immovable property upto Rs.1 lakh;

vii) to delegate all or any of the powers, authorities and discretions vested in him to an employee or employees of COOPTOUR subject to the ultimate control and authority being retained by him.

37. The following registers and papers shall be maintained and shall be open to the inspection of any member interested in the funds except that no one shall be allowed to see the deposit account of any person without that person’s consent in writing:

i) List of member, showing the name, address, the number of shares held by it, the date of its admission of membership and the date of termination of its membership, if any;

ii) cash book, showing the income expenditure and balance on each day on which business is done.

iii) ledger account for each member, depositor, creditor, miscellaneous income expenditure etc.;

iv) share allotment register;

v) share instalment register;

vi) stock register;

vii) purchase and sale register;

viii) separate minute book for the proceedings of the meetings of the General Body, Board of Directors and the Executive Committee;

ix) any other register prescribed by the Registrar or required by COOPTOUR for its business.

38. The Accounts of the COOPTOUR shall be audited atleast once a year by an auditor appointed by the Registrar of Cooperative Societies. COOPTOUR shall pay such contributions as audit fee and in such manner as may from time to time be fixed by the Registrar of Cooperative Societies.

39. After making provisions for depreciation on building machinery and other stock is decided upon by the Board of Directors, net profit of COOPTOUR shall be disposed of in the following manner;

(i) (a) Not less than 25% of the net profit shall be carried to the Reserve Fund.

(b) Contribution to Cooperative Education Fund as prescribed in Rules.

(ii) The remainder may be utilised for one or more of the following purpose;

a) Distribution of dividend amongst members in accordance with the provisions of Act and Rules;

b) Distribution of rebate to members as decided by the Board of Directors;
c) Contribution to;

i) Building Fund;

ii) Loss Adjustment Fund;

iii) Any other fund created by COOPTOUR.

40. It shall be competent for COOPTOUR to incur expenditure on such measure as are conducive to the imparting of knowledge of cooperative principles and practice.

41. Members of the Board of Directors shall be paid sitting fees for attending meetings and traveling and daily allowance on a scale approved by the Board of Directors.

Disputes

42. If any dispute touching the constitution or business of COOPTOUR arising between members or past members of COOPTOUR or persons claiming through a member or past member or between members or past members or person so claiming and any officer, agent or servant of the society (past or present) or between COOPTOUR or its committee, and any officer, agent member or servant of COOPTOUR (past or present) it shall be referred to the Central Registrar whose decision shall be final and binding. The members shall include the nominal members also.

General

43. All matters not specially provided for are to be decided in accordance with Cooperative Societies Act and Rules notified thereunder.

44. The Board of Directors may frame rules of business not inconsistent with the Cooperative Societies Act, the Rules and these Byelaws for carrying on the work of COOPTOUR and make conditions or alterations in them from time to time.

45. In case of any dispute about the meaning or interpretation of any provisions of the Cooperative Societies Act, Rules and these Byelaws, the decision of the Registrar shall be final.

46. In the event of conflict between the Byelaws of COOPTOUR and the affiliated societies, the Byelaws of COOPTOUR shall prevail.

47. No act of the General Body, Board of Directors or the Executive Committee shall be deemed invalid by reasons of any defect in the election of the members thereof or by reason of any vacancy therein not having been filled in accordance with these byelaws.

Liquidation

48. The COOPTOUR shall be wound-up and dissolved only by the order of the Registrar in accordance with the provision of the Act.