Articles of Hong Kong Furniture Association

Chapter one: General Provisions

Article 1: The name of the Organization (in Chinese)

English Name: Hong Kong Furniture Association

Abbreviation: HKFA

Article 2: The nature of the Association: Persons and material and machine traders

voluntarily join the Association, a non-profit social industry organization.

Article 3: The Association aims at the following principles and tasks:

1.Its basic principle is that as a voluntary non-profit organization, the Association shall assemble excellent enterprises in the furniture industry, to promote the development of the industry.

2.It shall carry out democratic and standardized management, and a system of non-political, and non-individualized democratic centralism, so as to guarantee the uniform benefit of the organization.

3.It shall lead its members and adhere to the marketing idea of taking the design as the lead and the brand as the guide, and promote technology renovation, contact customers, promote the trade and develop the market.

4.It shall provide industry information, hold exhibitions, workshops and lectures, conduct business activities and business training, and organize domestic and foreign visits and investigations.

5.It shall contact domestic and foreign enterprises in the field to promote inter-industrial information exchange and that between members, to standardize and push forward production, improve market competitiveness and attain the goal of mutual success.

6.It shall develop organizational entertainment activities beneficial to both the body and the spirit, promote communications between members and help solve disputes within the industry and resolve difficulties.

7.It shall contact the government to improve the relationship, print books and magazines of the Association and recommend and promote the Association and its members and set a good image.

8.It shall guarantee its members’ welfare.

Article 4: Registration: Hong Kong Furniture Association

Article 5: Address of the Association: Unit 609 on 6/F, Harbour Crystal Centre, No. 100 Granville Road, Tsimshatsui, Kowloon, Hong Kong.

Chapter Two: Scope of Business

1.Collect and provide information on the developments of the industry and edit and publish relevant books and magazines.

2.Organize members to participate in various furniture exhibitions held by the Association and participate in other exhibitions selected by the Association.

3.Organize members to make related investigations, visits, discussions, business activities and manufacturing technology exchanges.

4.Conduct training.

5.Explore the market, standardize the market and improve the relationship with the industrial and commercial authorities and with the production and sales authorities.

Chapter Three: Members

Article 1: All the members who apply to join the Association must satisfy the following conditions:

1.Abide by the Articles of Association of the FKHA, voluntarily join the Association, attend activities held by the Association and accept the supervision of the Association.

2.Be an enterprise of a certain scale (which needs to be strictly checked by the Standing Director of the Association according to the “Admittance Conditions and the Related System”)

3.Have the status of an independent legal person registered in Hong Kong, without any record of bad behavior.

Article 2: Admittance Procedure

1. Present the application form with correct data and be recommended by two valid members.

2. The Office of the Secretary shall conduct a preliminary check of the documents for admittance and the Standing Director’s Meeting twice a year will examine and approve the applications.

3.After the approval, pay the membership fee and become a probationary member of the Association. Should it violate the regulations of the Association and should any objections be presented by a member within three months, following discussion by the Standing Directors’ Meeting, the Association will return the fee and cancel the probationary membership. Should no objection be presented, it will become a formal member after approval by the Standing Directors’ Meeting.

4.After it becomes the formal member, the member will be granted a certificate by the Office of the Secretary to confirm the membership status.

Article 3: Members shall enjoy the following rights:

1.the right of election, the right to be elected and the right to vote;

2.the right to participate in the activities of the Association;

3. the right of criticism, suggestion and supervision of the work of the Association;

Article 4: A member should fulfill the following obligations:

1.Fulfill the resolutions of the Association and participate in the activities of the Association.

2.Maintain the legal rights and interests of the Association.

3. Pay the membership fee on time, inform the Association of relevant events and provide related documentation.

Article 5: Should a member give up its membership, it should inform the Association in written form and return the membership card. Should it not pay the membership fee within one year, it will be deemed to have quitted its membership automatically and all the fees have already been paid will not be returned.

Article 6: Should the Articles of Association be severely violated by a member, its name will be removed from the rolls by the member’s mobilization and the approval of the Standing Directors’ Meeting. In such a case, the act would be published in a suitable form. The right to investigate and affix the responsibility for a violation will be retained.

Chapter Four: Organizational Institution

Article 1: The Members’ Meeting shall be the highest authority of the Association and its rights shall include:

1.Formulate, examine, approve and modify the Articles of Association.

2.Hear and examine the Yearly Work Report presented by the Directors’ Meeting.

3.Examine and determine the work principles of the Association and the tasks of each session, and get a resolution of the Meeting.

4.Elect the standing directors in the Members’ Meeting, and the president and the vice-president from the standing directors for a term of two years.

5.Examine and circulate the Yearly Financial Report of the Association.

Article 2: Members’ Meeting shall be convened as follows:

1.The Members’ Meeting shall be held at least twice a year. A notice should be issued to the members seven days in advance. It can not be convened until more than half of the member representatives are present at the Meeting.

2.A resolution shall not be valid until it is passed by more than half of the representatives.

3.The resolutions that are not passed in the Meeting shall be re-discussed in the Standing Directors’ Meeting and presented to the next Members’ Meeting for further discussion and a vote for approval.

4.All the resolutions passed in the Meeting must be followed and implemented. Should there be any changes, the Standing Directors’ approved by the next Members’ Meeting.

5. A secretary shall be arranged to record the minutes of the Members’ Meeting for examination and implementation.

Article 3: The Method of Election by the Standing Directors’ Meeting:

1.The candidate can be nominated by members or be self-recommended.

2.The standing directors at the current session will automatically be enrolled in the list of candidates.

3.After the Office of the Secretary collects and finalizes the list, the nominating vote shall be conducted at the Members’ Meeting.

4.The thirteen candidates with the most votes will be elected as the new session’s standing directors.

5.The president of the new session shall be elected by the Standing Directors’ Meeting by a secret ballot.

1.Three vice-presidents shall be elected from the standing directors by the president and the standing directors shall discuss their related duties and work.

2:Directors shall be nominated by the Office of the Secretary and appointed by the Standing Directors’ Meeting.

3.Material suppliers shall account for less than one third of the members of the Standing Directors’ Meeting.

Article 4: The Directors’ Meeting shall be an implementation institution of the Association and it shall lead the Association in conducting the daily work during the period of the close of the Meeting. It must be responsible for the Members’ Meeting. The Directors’ Meeting shall be held at least twice a year.

Article 5: The rights and duties of the Directors’ Meeting shall be:

1.to implement the resolutions of the Members’ Meeting;

2.to consult on the work plan and regulations of the Association;

3.to consult on the plan of key activities of the Association;

4.to consult on other important matters.

Article 6: The Standing Directors’ Council shall be established and all the directors shall be elected by the Members’ Meeting. The standing director must have a permanent Hong Kong residence ID card, who can not hold a post as key decision maker in other institutions in the field, and must actively participate in the Standing Directors’ Meeting with an attendance rate of not less than 70%. During the period when the Directors’ Meeting is closed, and he or she shall fulfill the duties and rights stipulated in Article 5, Chapter Four and be responsible for the Directors’ Meeting during the period of the close of the Directors’ Meeting.

Article 7: The standing directors shall convene a meeting once a month. Besides the duties and rights stipulated in Article 5, Chapter Four, they shall fulfill the following duties and rights:

1.Examine and approve the key activities plan of the Association and finalize it by means of discussion, common understanding and voting.

2 Supervise and comment on the work of the Office of the Secretary and the Secretary-General. Decide on appointments in the Office of the Secretary.

3.Audit the financial status of the Association and the financial accounts and bills.

4 Examine and verify the enrollment of a new member and a member’s resignation from the Association.

5.Act for the Association to attend relevant activities, receive related social institutions and delegates, and promote the image of Association.

6.The Standing Directors’ Association shall establish the Department of Finance, the Department of Conferences, the Department of Public Relations and the Department of Health and Development.

Article 8: The president of the current session shall be the legal representative of the Association, and may not be the legal representative of other institutions in the field.

Article 9: The president shall have the right to implement the democratically resolved decisions for the Association. The president can be re-appointed for, at most, two continuous sessions, but can be re-appointed after leaving his or her post. The president can be promoted to chairman of the Association after leaving his or her post. The chairman of the current session can participate in the next election.

The president and vice-presidents shall be the executive leaders of the session according to the division of work. They shall be responsible for the detailed work that the Association carries out according to its resolutions.

Article 10: The office of the Secretary of the Association shall take charge of the daily work of the Association and conduct various items of work of the Association under the leadership and supervision of the Standing Directors’ Meeting. The detailed work of the Office of the Secretary shall be arranged by the General Secretary for implementation, In case that the Standing Directors’ Meeting has not been convened when something urgent is encountered, the Office should ask for the Standing Directors’ instructions by telephone with subsequent document confirmation.

Chapter Five: Assets Management & Principles of Use

Article 1; The financial resources come from:

1.membership fees;

2.donations by the members;

3.revenue from conducting service activities;

4.interests and gains from the rental of the property and other legal revenues.

Article 2: The membership fees shall be classified into two types, that from senior members and from common members. All the member enterprises apply for senior membership, need to pay the enrollment fee ofRMB 30000and the membership fee of RMB5000 each year. All those applying for common membership, need to pay the enrollment fee of RMB10000 and the membership fee of RMB5000each year. All the common members who have been enrolled for three years will be automatically promoted to be a senior member.

Article 3: The elected president and directors may donate an amount above the membership fee at will:

1.President: above RMB30000.

2.Vice-president: above RMB 20000.

3.Standing Directors: above RMB 10000.

4.Directors: above RMB5000.

Article 4: The outlays of the Association shall be:

1.Conference fees: for the Members’ Meeting, the Spring Festival Tea Dinner Party, the Directors’ Meeting and other meetings convened in the name of the Association.

2.Fees for industry activities held by the Association.

3.Salaries, bonuses and double time for the staff of the Association.

4.Property and other fixed assets purchased by the Association. Other single item expenditures require application and approval of the Standing Directors’ Meeting by the Office of the Secretary, and daily expenditures need to be checked and approved by the appointed standing director.

Article 5: The Association shall handle the financial matters and the bank account exclusively. The appointed standing directors will check and approve the monthly expenditure. The financial report must be presented according to Hong Kong laws and regulations each year, and be examined by legally registered CPAs, and published for the members.

Article 6: The revenue of the Association must be used to promote the business of the Association and its members’ welfare. In any case, it must not be distributed to members for bonuses or other purposes.

Chapter Six: Members’ Regulations

Members must abide by the Articles of Association and fulfill the Members’ Regulations:

1.Pay the membership fee and special activity fee according to regulations and on time.

2.All the members’ products, except when acting as an authorized agent, must be developed by themselves. They are not allowed to copy others in style. In such a case, the Association shall assist the infringed party by giving a written notice to the infringing party. The membership of those who do not correct their behavior or who cause serious violations will be canceled.

3.The membership of those whose actions violate the laws and regulations of the People’s Republic of China and/or Hong Kong Special Administrative Region or who do harm to the reputation of the Association shall be canceled.

4.Those who do not pay the membership fee or activity fee before the time limit and do not pay after receiving written notice from the Association, shall be deemed as giving up its membership automatically. They must re-apply if they want to join the Association in the future.

5.Bankrupt enterprises shall be deemed to be quit the Association and give up the membership automatically. The membership fee shall not be returned.

6.The cases of automatic membership termination or dismissal shall not be valid unless approved by the Standing Directors’ Meeting. Any fees that have bee paid shall not be refunded.

Chapter Seven: Supplementary Articles

1The right of modification of the Articles of Association shall be subject to the Members’ Meeting, and that of implementation to be Standing Directors’ Meeting.

2.The Articles of Association shall be examined and registered with the Hong Kong government and enter into effect from the date of November 20th, 2002.