Women’s Cultural & Social Society
Articles of Incorporation
Registered with the Ministry of Social Affairs
Under No. 5 on 3/2/1963

Chapter 1
Foundation of the Society

Article 1
A Women’s Society was established in Kuwait, under the name (Women’s Cultural & Social Society), and it is located in the State of Kuwait.

Membership Terms

Article 2
Membership is restricted to females only, not males, and the following conditions must be met
1.The minimum age of member must not be less than twenty years old.
2. To be of good reputation.
3. To be able to read and write.
4. It is required in all types of membership that the member has not been convicted of a crime involving dishonesty or dishonorable unless he has been rehabilitated, and that he agrees to the system of the board of directors *
* The item was added in accordance with Ministerial Resolution No. 49/2009

Membership types

Article 3
1- Active member: an active member who enjoys all rights and abides by all duties stipulated in this system, except for the right to be nominated for membership in the board of directors, which is limited to Kuwaiti women, while non-Kuwaiti women have the right to vote only.
2- A visiting member: she benefits from the society’s facilities without having any right to participate in its management in any way, and its acceptance is for a limited or indefinite period by a decision of the board of directors, and she pays the prescribed fee for that use.

Article 4
All members of the society are equal in their rights and duties within the limits of the provisions of this system and the regulations issued by the Society, except for the right to attend general assemblies or to be nominated for membership in the board of directors, which is only enjoyed by working members.

Membership procedures

Article 5
1. The membership application shall be submitted to the society’s secretariat on the form designated for that after paying the prescribed fee, and shall be returned to those whose request is rejected.
2. Applications for admission are listed in a special register with serial numbers according to the dates they were submitted.
3.The secretariat of the society presents the membership application within one week from the date of its submission to the board of directors for a decision.
4. The board of directors does not consider a membership application unless it is recommended by at least two of its members.
5. Acceptance of the request shall be by a majority vote of the attending members of the Board of Directors, and in case of equality, the side on which the chairman is present shall prevail.
6.The Board of Directors has the right to reject the membership application without giving reasons.
7. The applicant shall be notified of the council’s decision and it shall be posted on the Society’s bulletin board within two weeks from the date of its issuance.
8. In the case the application is accepted, she must pay the prescribed contribution on the date specified, otherwise her application will be considered, she is not entitled in this case to recover the enrollment fee. She has the right to  review her registration after paying the subscription.
9. The rejected applications may not be reconsidered before the lapse of one year from the date of rejection.

Article 6
Membership is conceded cancelled in the following cases:
1. By death or resignation.
2. If they lack one of  membership conditions .
3. If the member is late in paying the subscription after being notified of the due date by ten days, according to the terms and conditions mentioned in the financial regulations.

Article 7
Membership may be reinstated if it has been terminated due to non-payment of the subscription in a year, once all the due amounts are paid.

Article 8
-The member whose membership has been revoked for any reason or her heir in the event of the death is not entitled to recover the enrollment or subscription fee, or the donations or gifts she had made to the Society during her membership.

Chapter Two
Society’s  Finance

Article 10
The financial year of the Society begins on the first of September and ends at the end of August of the following year. *
* The amendment was made in the Extraordinary General Assembly on May 31, 1976

Chapter Three
Society ‘s Goals

Article 9
1. Creating ways for its members to practice aspects of cultural, social and sports activities.
2. The Society may not interfere in political and religious matters.
Society’s Finance

Article 10
-The financial year of the Society begins at the beginning of September and ends at the end of August of the following year. *
* The amendment was made in the Extraordinary General Assembly on May 31, 1976

Article 11
1. Finance and subscriptions are made up according to the categories specified in Article 12.
2. Donations and gifts that the Board of Directors agree to accept.
3. Government subsidies.
4. What can be obtained from other aspects of revenue that are approved by the Board of Directors and do not conflict with the laws in force in the country.

Article 12
-The enrollment fee is 2 dinars to be paid upon submitting the application, and the annual subscription is 20 dinars to be paid during the first month of the financial year.

Article 13
-The Society deposits its funds in its name (the Women’s Cultural Social Society) with the National Bank of Kuwait and notifies the Ministry of Social Affairs accordingly.

Article 14
-The Society may not spend its funds for purposes other than those for which it was established.

Article 15
The accounts of the Society shall be audited by the auditor, who shall be elected by the general assembly from among its members, provided that he is not a member of the board of directors, or delegated by him from outside its members, in order to carry out the following functions:
1.Review Society’s accounts regularly .
2. Reviewing the implementation of the budget item and raising any comments it deems appropriate.
3. Review the final account before submitting it to the Board of Directors.
4. Submitting an adequate report to the General Assembly on the status of the Financial Assembly, with comments on the affairs of the “Financial Assembly” in general.

Article 16
-A remuneration may be granted to the Financial Auditor, provided that it is determined by a decision of the general assembly.

Article 17
-If the Financial auditor’s position becomes vacant, the board of directors chooses his replacement, provided that this is presented to the first general assembly for approval or choose an alternative (according to Article 15).

Article 18
-The members of the Board of Directors shall not be given any salary or remuneration for the work entrusted to them in their capacity.

Article 19
-Society’s funds, including subscriptions, immovable and movable property, donations, gifts and subsidies are considered the property of the Society, and its members have no right to it. The withdrawing or dismissed member has no right to the Society’s funds.

Chapter Four
General Assembly

Article 20
-The general assembly of the Society consists of all the working members, provided that they have paid their subscription.
-They must have been members for at least six months.

Article 21
-The General Assembly (for the Society) holds a regular session once a year on a date set by the Board of Directors within a month from the end of the financial year. Members are invited to attend the meeting no less than two weeks before the specified date. The agenda must be attached to the invitation and must include:
1. The Board of Directors’ report on the state of the Society from the administrative, financial, cultural and other aspects of its activities.
2. The final account for the ended financial year approved by the financial auditor and the draft budget for the next year.
3. A list of the suggestions made by the members.

Article 22
-The board of directors of the Society shall display on the notice board at the Society’s headquarters, at least eight days before the convening of the ordinary general assembly, a list of the names of the members who are entitled to attend the meeting, signed by the secretary and treasurer, as well as a  copy of the attachments that was sent with the invitation letter and a list of the names of the members who They want to nominate themselves for the Board of Directors.

Article 23
The Ordinary General Assembly is specialized in:
1. Report of the Board of Directors.
2. Approval of the final account for the ended financial year and the draft budget for the next year .
3. Research suggestions submitted by members.
4. Electing the members of the Board of Directors and filling the vacant positions.
5. Selecting the financial auditor and determining his remuneration.

Article 24
– The meeting of the ordinary general assembly is valid if attended by more than half of the members who have the right to attend the meeting. If the quorum is not complete on the specified date, the meeting will be postponed to another date to be held within two weeks of the date of the first meeting. The meeting will be valid regardless of the number of members present, provided that this is mentioned in the invitation letter.

Article 25
-Resolutions of the Ordinary General Assembly shall be valid by an absolute majority of the votes of those present.

Article 26
A person who nominates herself for membership in the board of directors must submit an application to the Society’s secretariat at least one day before the meeting of the general assembly, and every request that reaches the Society’s secretariat after this date is considered cancelled  If the number of female candidates is less than the required number, the nomination window will be opened at the same meeting of the General Assembly.
*Article 26 has been amended

Article 27
The Board of Directors may invite the General Assembly to an extraordinary meeting if the need arises.  Also the Board must invite it if requested by one-third of the members who are entitled to attend the General Assembly, Indicating the purpose of the meeting.

Article 28
The Extraordinary General Assembly is concerned with the following issues:
-Important and urgent issues that the board of directors or members consider to be presented.
1. Deciding on the resignation of the president (the Society) or members of the board of directors, some or all of them, for any reason, and holding elections to fill these positions.
2. Revocation of membership from all or some of the members of the Board of Directors.
3. Amending the Society’s articles in accordance with the provisions of this bylaw.
4. Dissolution of the Society, its union or its merging with others.
An invitation is sent to the members for the meeting, accompanied by the agenda and a copy of the issues presented to it, within a period of no less than ten days from the date of the meeting.

Article 29
The ordinary or extraordinary general assembly may not consider issues that are not included in the agenda. It is not permissible to hold an extraordinary general assembly to consider a subject in which a decision has already been taken, until one year has passed since the issuance of this decision.

Article 30
The decision of the extraordinary general assembly is valid if:
-A two-thirds majority of the members who are entitled to attend in connection with the introduction of an amendment to the statute (the Society) related to its purposes or the dismissal of members of the board of directors, or in connection with the union of the Society with others.
-A majority of three-fourths of all members regarding the voluntary dissolution of the Society.
-An absolute majority of all members present.

Article 31
-If compelling circumstances prevented the meeting of the general assembly on the specified date, The board of directors must notify the members of this, specifying the date of the new meeting and the reasons for the postponement, provided that in no case may any amendment be made to the agenda or the names of female candidates for membership in the board of directors and the members who have The right to attend, and a copy of the letter sent to the members is placed on the notice board in the Society.

Article 32
-If the General Assembly actually meets and compelling circumstances prevent the completion of the agenda, the meeting is considered valid, and the session is extended to another date set by the General Assembly to consider the remaining topics on the agenda – provided that the Board of Directors informs all members of the meeting date – and the decisions taken are also considered in the previous meeting valid and effective.

Article 33
– The general assembly is chaired by the president (the Society) or the general director, who acts on behalf of the president. If none of them is present, the meeting is chaired by the eldest member of the board of directors, and the secretary of the society performs secretarial work. If she is absent, the board of directors chooses a person to take her place from among its members.

Chapter Five
Board of directors and its functions

Article 34
The affairs of the Society are managed by a board of directors consisting of seven members elected by the general assembly.

Article 35
A person who nominates herself for membership in the Board of Directors requires to be an active member who has the right to attend the general assembly, and that her age is not less than twenty years.

Article 36
-As soon as it is formed, the board of directors elects from among its members a chairperson, general director, and treasurer, and they do not receive remuneration for that.

Article 37
The Board of Directors undertakes the following functions:
1. Managing the affairs of the society in all respects.
2. Laying down the foundations and programs that help to advance the level of the society’s activity.
3. Examining membership applications and deciding what they deems appropriate in respect of them.
4. Examining and adjudicating members’ complaints or those submitted against them.
5. Laying down the various regulations to organize the society’s administrative, technical and financial affairs, and issuing instructions and decisions.
6. Forming permanent and temporary committees to organize the affairs of the society.
7. Concluding contracts and agreements in the name of the society, representing it, and speaking on its behalf with various official and non-official bodies.
8. Calling for ordinary and extraordinary general assemblies and implementing their decisions.
9. Preparing the annual report on the aspects of the Society’s activities and presenting it to the general assembly.
10. Preparing the closing account for the ended financial year and setting the next draft budget in preparation for submission to the auditor and the general assembly.
11. Discuss suggestions made by members.
12. Appointing employees and determining their remuneration.

Article 38
The term of the board of directors is two years.

Article 39
The Board of Directors meets regularly every two weeks, and the invitation is sent by the chairperson at least four days before the date of the meeting, indicating in the invitation the date of the meeting, the agenda and the relevant notes. The meeting is not considered valid until attended by the absolute majority of board members, if the number is not reached, the meeting will be postponed for a week at most, and the meeting becomes valid with the attendance of one-third of the members, decisions of the Council are issued by an absolute majority. If the votes are equal, the side on which the president is on shall prevail.

Article 40
-The position of a member who fails to attend the meetings of the Board of Directors for three consecutive sessions without a written excuse accepted by the Board is considered vacant.

Article 41
-If the position of a member of the Board of Directors becomes vacant for any reason, the position shall be occupied by the member who, in the last elections held, received the most votes after the elected members. If this is not possible, the board of directors may appoint, provided that the number does not exceed three. If the number exceeds that, an extraordinary general assembly meeting shall be called to hold elections for the remaining period, provided that this takes place within a maximum period of one month from the date of the vacancy. In the event that the chairperson’s position becomes vacant for any reason, the number of members of the board of directors is completed first in the manner indicated in the article, and then the board of directors chooses from among its members a person to replace the chairperson.

Article 42
The president of the “Society” performs the following functions:
1. Presiding over the sessions of the general assemblies and the board of directors.
2. Representing the “Society” before the various authorities and speaking on its behalf.
3. Sign contracts and agreements on behalf of the Society.
4. Signing with the treasurer of exchange vouchers and checks.
5. Signing the correspondences of the Society.
6. The General director shall assume the functions of the Chairperson in her absence. The General Assembly may entrust some of the functions of the President to the General director.

Article 43
The General Director performs the following duties:
1. Sending the invitation and making the necessary arrangements for the meetings of the general assemblies and the board of directors, editing the minutes and recording them in the books.
2. Editing the agenda and adding topics that the chairperson deems to be included in the agenda of the Board of Directors and topics that the Board of Directors deems to be included in the agenda of the General Assembly.
3. Implementation of all regulations and decisions of the Board of Directors.
4. Supervising all the work of the administrative and technical committees.
5. Submit an annual report to the Board of Directors.
6. Presenting membership applications to the Board of Directors.
7. Keeping records, seals and contracts in her custody.
8. Preparing the draft budget for the next fiscal year in cooperation with the treasurer.
9. Signing all correspondences of the Society, except for the president’s.

Article 44
The treasurer shall perform the following duties:
1. Collect all the income and money of everyone and deposit them in the specified bank.
2. Executing the decisions of the Board of Directors from a financial point of view.
3. To sign with the President the exchange and check permissions.
4. Supervising all the Society’s accounts.
5. Preparing the final account for the ended financial year and participating with the secretary in drawing up a draft budget for the next fiscal year and submitting it to the Board of Directors.
6. Keeping financial records, books, documents and everything related to the financial aspect at the Society’s headquarters.
7. Pay salaries and bills of various purchases.

Article 45
The board of directors sets what it sees as special regulations to organize the work of the Society.

Chapter Six
Assembly dissolution and liquidation

Article 46
The assembly is dissolved in the following cases:
1. The issuance of a decision by the Minister of Social Affairs in accordance with the provisions of Article 27 of Law No. 24 of 1962 regarding clubs and Societies of public interest.
2. Issuance of a decision to dissolve by the extraordinary general assembly, provided that the Ministry of Social Affairs is notified of the date and place of the meeting of this assembly within fifteen days at least.

Article 47
The funds of the Society upon its dissolution, regardless of the reason for dissolution, shall be transferred to:
1. Charitable work
2. Charitable societies appointed by the Ministry of Social Affairs.