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Haryana Dairy Development Co-Operative Federation Ltd.

Bay No. 21-22, Sector-2,
Sahkarita Bhawan, Panchkula.
Haryana, India
Email id: vitaindia@gmail.com, hddcfl@hry.nic.in

THE HARYANA DAIRY DEVELOPMENT CO-OPERATIVE FEDERATION LIMITED.

BYE-LAWS

1. NAME, ADDRESS AND AREA OF OPERATION.

The name of the Cooperative Society shall be the Haryana Dairy Development Cooperative Federation Limited (hereinafter called Federation). Its short name shall be '"DAIRY FED".
Its Registered address shall be at Ambala with Headquarter at Chandigarh. Any change in the address shall be notified to the Registrar within 30 days.
The area of operation of the Federation shall extend to the whole of Haryana State.

2. DEFINITION:-

2.1 In these Bye-Laws, unless there is anything repugnant in the subject or context:-

a. "Act" means the Haryana Cooperative Societies Act,1984.
b. "Board"means the Board of Directors of the Federation as prescribed in these bye-laws.
c. "Chairman" means a member of the Board who has been elected/nominated as Chairman of the Federation as per the provisions of the Act, Rules and bye-laws.
d. "Commodities" means Milk, Milk Products, Cattle Feed, raw or processed Agriculture products, dairy and food packaging material, equipment, machinery etc.
e. "Federation" means the Haryana Dairy Development Cooperative Federation Limited.
f. "Member" means the member of the Federation enrolled as prescribed in these bye-laws.
g "Milk Unions" means the District Cooperative Milk Producers Union in Haryana State affiliated with the Federation.
h. "Managing Director" means the Managing Director of the Federation appointed as such by the Government under the provisions of Haryana Cooperative Societies Act.1984 but where no such Managing Director is appointed by the personnel Committee of the federation as per provisions of the bye laws.
i "Registrar" means a person appointed as Registrar Cooperative Societies under Haryana Cooperative Societies Act,1984 and includes any person appointed to assist him when exercising all or any of the powers of the Registrar
j "Rules" means the Rules made under the Haryana Cooperative Societies Act,1984.
k "General Meeting" includes Annual and Special General Meeting.
l "Milk Society" means a Primary Milk Producers Cooperative society registered under the Act
m "Personnel Committee" means the committee constituted under the provisions of these bye-laws.
n "Government " means Government of Haryana State.
o "Cooperative Year" means accounting year ending with 31st day of March.

3. OBJECTS

3.1 The objects of the Federation shall be to promote economic interest of milk producers of Haryana State particularly belonging to economically weaker section thereof. by purchase and processing of milk into milk products and marketing thereof by itself and/or through Milk Unions and by undertaking allied activities as are conducive for the promotion of Dairy Industry such as improvement of milch cattle and promotion of milk production.

3.2 In furtherance of the above objects. the Federation may undertake one or more of the following activities.

a) To purchase and/or erect buildings, plants, machinery and other ancillary equipment to carry out its business and to advise and assist the Milk Unions on the above matters wherever necessary.
b) To acquire, establish, construct provide, maintain and administer factories, transport, estates, build vards wells, water resources. channels, pumping installation, purification plants, pipelines, carriage, storage sheds and accommodation of all description for facilitating the business of Federation and to assist and guide the Milk Unions on above matters wherever necessary.
c) To manufacture, store, maintain, sell, buy, repair, alter exchange, let on hire, export, import and deal in all kinds of articles and things which may be required for the purpose of any of the business of the Federation as are commonly supplied or dealt in connection with any of the business of the Federation and to advise or assist the Milk Unions on the above matter wherever necessary.
d) To purchase commodities from members and deal with non-members for marketing of their products subject to such conditions as may be decided by the Board from time to time.
e) To study problems of mutual interests, related to production, procurement and marketing of dairy and allied products.
f) To make necessary arrangements for transport of milk and milk products.
g) To advise, guide and assist the Milk Unions in all aspects of management, supervision and audit.
h) To purchase or assist in purchasing of raw material packaging material etc. or to collaborate with someone if need arises.
i) To arrange to impart training to staff of all Milk Unions and milk societies.
j) To market its products under its own trade mark/brand name or with Milk Unions trade mark/brand name:
k) To promote the organization of Milk Societies through the Milk Unions.
l) To establish research, development and quality control laboratories; and to assist the milk union in such programme;
m) To plan development ,strategies and programme to increase the volume of production, procurement of raw material for the Federation and the Milk Union and for effective marketing of the same.
n) To render technical ,administrative , financial help to Milk Unions and to enter into collaboration with them, if need arises.
o) To advise the member unions on price fixation, public relations and allied matters.
p) To create trusts and funds for the welfare of the employees.
q) To undertake periodical inspections of the Milk Unions.
r) To establish independent Research and Development Associations, to contribute to its funds and to raise funds for the same from Milk Unions.
s) To organize and encourage saving schemes and propagate the concept and benefits of the Cooperative Movement.
t) To work as an Administrator of Milk Unions, if so required by the Registrar or to take over the management of any Milk Unions partially or fully, if so permitted under the provisions of the Act, Rules and bye-laws.
u) To assist the Milk Unions to own and rear herd of cattle as may be required to undertake the breeding programme in the areas.
v) To encourage fodder production through Milk Union for the members of the Milk Societies.
w) To assist in purchase of milch animals by the Milk Unions for milk producers.
x) To prescribe and enforce standards of quality of dairy and allied products to be marketed by the Milk Union and/or the Federation.
y) To carry out negotiations with Government and /or other organizations.
z) To suggest measure for increasing the productivity of the Milk Unions and to assist them in implementing the same.
aa) To undertake market research.
bb) To plan overall production programme of the Federation and Milk Unions keeping in view the market strategy.
cc) To insure against risk to movable and immovable property of the Federation.
dd) To undertake export of dairy and allied products.
ee) To undertake consultative services in the field of marketing.
ff) To run a dairy wherever necessary outside the area of operation of the Milk Unions.
gg) To undertake such other activities as are conducive or incidental to attainment of the main objects of the Federation.

4. MEMBERSHIP

4.1 The membership of the Federation shall be open to:-

a) Milk Unions
b) Government

Each member shall have to deposit admission fee of Rs.100.00 value of atleast one share, provided that Govt. may not pay any amount by way of admission fee.

4.2 The person having financial and business dealings with the union such as suppliers, contractors, selling agents, their sureties etc. may be admitted by the Board as associate members of the Federation. Such associate members shall not be required to hold any share but shall have to pay admission fee of Rs.100/- each. They shall have no right to vote or to participate in the management of the Federation or in the distribution of profits. They shall confine to be members so long as they have business relations with the Federation. They shall incur no l iability in any event including winding up of the Federation.

4.3 Applications for admission as a member shall be made to the Managing Director in the form, if any, specified by the Federation for the purpose.

4.4 Every application for membership shall be disposed off by the Board who shall have power to grant or refuse admission. In case of refusal, reasons thereof shall be recorded and communicated to the applicant.

4.5 Milk Unions having signed the application for registration of the Federation shall be considered as members of the Federation.

4.6 A member shall pay the entire amount of subscribed share capital at the time of allotment of shares.

4.7 The Federation shall have the right to call upon members to subscribe share capital and/or purchase debentures in proportion to the business transacted through the Federation.

4.8 A share certificate shall be issued every time when a share is paid by a member.

4.9 A duplicate share certificate shall be issued in the event of loss or damage of the share certificate(s) by a member with the written approval of the Board of Directors on payment of Rs.10/- per share, against an indemnity bond to be furnished by the members.

4.10 A member may with the approval of the Board transfer its share(s) after holding for at least one year to another member or to a non-member who is eligible for membership of the Federation and is enrolled as a member of the Federation. A transfer shall not be considered as complete, untill the name of the transfree has been entered into the share Transfer Register and a fee of Rs.10/- per share has been paid.

5. FUNDS:-

5.1 The Federation may raise funds from one or more of the following sources:-

a) Shares
b) Debentures
c) Deposits
d) Loans
e) Grants, Aids and Subsidies
f) Donations
g) Admission fees

5.2 The Federation may accept loans, advances, grant-in-aid and subsidies from any development agency, any financial institution or Government as per the terms and conditions mutually agreed upon between the Federation and the Development Agency, Financial Institution or Government as the case may be.

5.3 The authorized share capital of the Federation, shall be Rs.40/- crores divided into 4 lakh shares of Rs.1000/- each.

6. MAXIMUM BORROWING LIMITS:-

6.1 The funds of the kinds specified in 5 b,5 c, and 5d, i.e. debentures, deposits and loans to be raised, shall not exceed twelve times of the paid up share capital of the Federation.

7. LIABILITIES

7.1 The liability of members of the Federation for meeting any deficit in the assets of the Federation in the vent of its being wound up, shall be limited to the paid up share capital only.

8. INVESTMENT OF FUNDS

8.1 The properties and funds of the Federation shall be invested in accordance with the provisions of Act and Rules.

9 EXPULSION FROM MEMBERSHIP

9.1 Subject to the provisions of the Act, any member may be expelled after providing an opportunity of being heard by a resolution of 2/3rd majority of members present at a General Meeting and voting for any of the following reasons:-

a) If the member is a persistent defaulter and habitually fails to carry out its obligations to the Federation. b) If the member willfully deceives the Federation by false statements. c) If the member does any act likely to injure the reputation of the Federation.

10. CESSATION FROM MEMBERSHIP

10.1 A member of the Federation shall cease to be a member if:-

a) its registration is cancelled, or
b) its resignation is accepted by the board, or
c) it transfers all its shares to another Milk Union, or
d) it is expelled by the General Body, or
e) it fails to fulfil the obligations mentioned in the bye-laws No.11,or
f) it fails to pay shares and/or debentures as called upon by the board.

10.2 Board of Directors shall be competent to cease a member from membership of the Federation after providing of an opportunity of being heard.

10.3 Any Milk Union ceasing to be a member shall be entitled to receive back the amount of Share Capital paid by it, by way of transfer of its shares to any other member within a period of one year from the date of ceasing.

11.   OBLIGATIONS OF  MEMBERS

11.1  Every  member  of the Federation shall:-

  a)    Plan  the procurement  schedule as per the  directives of the  Federation.

  b)    process, manufacture and market all of the dairy and allied products  as per direction of the     Federation,   undertake marketing  of milk and  milk products outside the jurisdiction of  the union only through the Federation.

  c)    adhere to the  programme, schemes  and plans  provided by the  Federation in respect of all  activities, such as    procurement of  milk and  other raw  material ,production under different  brands  and trade marks, quality of     milk  products  and prices thereof  and organization of milk societies.

  d)    adhere to the  standard of quality and pricing  suggested  by the Federation

11.2  Failures  on the part of  the members  to fulfill the above  and other such  obligations shall make  them liable  for  consequential losses to the  Federation as may be  decided  by the Board.

 

12.   ORGANIZATION AND  MANAGEMENT

12.1 The management  of the Federation shall comprise of:-

                    a. General Body

                    b. Board of Directors

                    c. Personnel committee

                    d. Chairman

                    e.  Managing Director

 

13    GENERAL BODY

13.1 There shall be a  General Body consisting  of::-

        a.  Chairman of each Milk Union.

        b.  Government  nominees.

 

14.   POWER OF  GENERAL BODY

14.1 The supreme  authority of the Federation shall be  vested  with the General Body subject to powers and functions    assigned in the Act, Rules or bye-laws.

14.2 The following  among other  matters shall be  dealt  with by the  General Body:-

         a.  Consideration and  adoption  of Annual Report, Statement of  Accounts of  last year, Review of activities of current  year  and approval of  programme  of activities for  ensuing year presented by the Board.

         b.   Consideration of audit report

         c.   Distribution of profits

         d.   Approval of budget estimates  for the ensuing year.

          e.   Expulsion of members

          f.   Amendment  and repeal of any existing  bye-laws or the enactment  of new bye-laws provided that all such  amendments  shall require  their  registration by the Registrar Cooperative Societies, Haryana.

          g.   Approval of  expenditure  incurred  over and above the sanctioned  budget of the Federation.

          h.   Allowance to be paid to  the members  of the Board  for attending  Board or other  meetings.

           i.   Any other  matter  laid before  it by the Board.

 

15     MEETING  OF THE GENERAL BODY

15.1  Meeting of the  General Body of the Federation shall be held   at least once in  every accounting year  under a  resolution of the  Board.

15.2  A special  meeting of the  General Body  shall be called  by the  Managing Director  of the Federation within one   month of the written requisition from atleast one third  of the member of the board or from  Registrar, Cooperative  Societies, Haryana, The  requisition shall be sent  to the  Managing Director of the  Federation and shall  state the        object for which  special meeting  of the General Body is to be called.

15.3 Atleast 15 days  clear  notice  along with  agenda  note shall  be given for the  meeting of the  General Body  to all          members  who constitute  the General Body.

15.4 The  quorum for the meeting of the General Body  shall be  one-third  of strength of the General Body. If there  is     no  quorum  for a meeting, it  shall be adjourned to such date  and time as the Chairman  of the meeting  may         decide. If there is  no quorum at the  adjourned meeting, the business of the meeting  shall be  proceeded with or        without  a quorum.

15.5  The  Chairman  of the Board shall preside  over the meetings of  the General Body. In the absence of the Chairman, the members present  in the meeting  shall  elect a Chairman for the meeting  from amongst themselves.

15.6  All matters of  the meeting  of General body, other than  amendment  in the bye-laws  shall be  decided  by majority    of votes. In case of  equality of votes, the Chairman  of the meeting  shall have a  casting  or second vote.

         For amendment  of bye-laws procedure  prescribed in the Rules shall be followed.

15.7  Every member shall  have  one vote. Proxies shall not be  allowed.

15.8  It shall not be necessary for a member  participating  in the General Body  Meeting  to give  prior notice in case of    the following:-

         a.    A motion for a change  in  the  order of  the business of the agenda.

         b.    A motion for adjournment  or dissolution of the meeting.

         c.    A motion that a particular agenda  be  postponed for the next meeting.

         d.    A motion to  refer a particular agenda for  consideration of Board and for  report to the General Body in  the  next meeting.

 

16.   BOARD OF   DIRECTORS

16.1 The Board of  Directors of the Federation  shall consist of:

         a.  Chairman  of a  Milk Union provided it has  procured on an average  a minimum  of ten  thousand  kilogrames  of milk per day  during the  last three  cooperative  years.

         b.    Government  nominees as per  provisions  of the Act.

         c.    One nominee of the National  Dairy  Development Board  so long as  loan or  interest of the above  Board is  not  fully repaid.

         d.    Registrar, Cooperative Societies, Haryana or his nominee.

         e.    Managing Director  as per provisions of the Act.

         f.    one nominee of the financing institution notified  as such by Government.

         g.    Co-opted members  belonging  to weaker sections as per  provisions of the Act.

16.2  There shall not be  any election  for the membership of the board of Directors of the Federation.

16.3  Where a person  becomes a  member of the  Board of  the Federation by reason  of the office of Chairman, he holds     in a Milk Union, he shall continue  to be a member of the Board till he is  the Chairman  of the Milk Union, but his    membership of the Board of  the Board of  Federation Shall  terminate when he  ceases to hold that office in  his  Union and his  successor shall automatically replace him  on the Board.   In case the  representative of  the Milk Union  is placed under suspension pending action  for his removal from the membership of the board of  Directors  of the Milk Union, he shall not be competent  to represent  the union  in the Board of the Federation till the orders   placing him  under suspension are withdrawn or modified.

16.4 The term  of office of the members of the board who are nominees of the Government, institution shall be as  indicated from time to time  by the Government  or the concerned institutions.

16.5 A person  co-opted against the vacancy meant for a member belonging to weaker  sections  or scheduled castes,  shall hold office  till such  person is  available on the Board out of  representatives of Milk Unions or three years  whichever is earlier.

16.6  All the  members of  the board including  the elected Chairman  of the Federation  shall be honorary and shall not raw any honorarium from the Federation.

16.7  There shall be no post of Vice-Chairman on the  Board of the  Federation.

16.8  No member  of the board shall be  present  in a meeting  where any matter  of his own  personal interest is being  discussed, nor shall  he vote on  such matter.

16.9  A member of the Board may  at any time, resign  from his office  by sending  his resignation to the  Managing  Director of the  Federation. Such resignation shall take  effect from  the day it is  accepted  by the Board.

 

17.   DISQUALIFICATION FOR MEMBERSHIP OF THE BOARD.

 

17.1 A Milk Union shall not be eligible to depute its  Chairman on the board of the Federation if:-

         a)    the Union is in  default  in respect of any sum due from it  to the Federation.

         b)    the Union  has not  procured on an  average  a minimum of ten  thousand  kilograms of milk per day during  the  last three cooperative  years.

         c)    the Union has remained  inactive and has  failed to fulfil the obligations for  members as laid down in these bye-laws.

         d)    the Union is brought under winding up process or is classified  as D by Audit.

          e)   the Union has been a member  of the Federation for a minimum  period of twelve months.

 

17.2  A person  shall not be  eligible  for membership of the board if:-

            a)  he is  in default to any  cooperative  society in respect of any sum due from him to the society.

            b)  he has  directly  or indirectly any interest in any contract to which the Federation is a party.

            c)  he is engaged  in any  private business, trade or  profession of  any description which is carried on by the  Federation.

            d)  he has committed any  offence involving dishonesty or moral turpttued or has  been   convicted  of an offence under Haryana Cooperative Societies  Act,1984 during a period of four  years prior to  the date of   letter/resolution deputing him on the  Board of the Federation.

             e)  he has been adjudged by a competent  court to be insolvent of unsound mind.

             f)  he holds  any office of profit under the Federation, a Milk Union or a Milk Society or any other  Cooperative  Society in Haryana State. However, this disqualification shall not apply to the  Managing Director.

             g)  he is retained  or employed as a legal  practioner on behalf of or against the Federation.

             h)  he has any interest directly or indirectly in the lease, sale or  purchase of any  property of the Federationduring  a period of  four years prior to the  date of election.

 

18.    CESSATION FROM MEMBERSHIP OF THE BOARD

18.1   A member of the board shall cease to hold office as such if:-

            a)  the Union  he represents is in  default in respect of any  sum due  from the  Union to the Federation.

            b) the Union he represents is brought under winding up process or  is classified as D Class by  Audit.

            c) the Union he represents  ceases to be member of the Federation.

            d) the Union he represents is declared insolvent.

            e) the Union he represents has failed to procure on an average a minimum of ten thousand  kilograms of day during the last three cooperative years.

             f)  he becomes of unsound mind.

             g) he is convicted of an offence involving moral turpilude or an  offence under Haryana Cooperative Societies  Act,1984.

             h)  he is absent at more than three consecutive meetings of the Board without leave of  absence.

              i) he becomes subject to any disqualification which would have prevented him from  attaining membership of Board had he incurred this disqualification before attaining membership.

 

19.   BOARD MEETING

 

19.1 The meeting of the  Board  shall be called by the  Managing  Director  with 15 days clear notice  but can be called on a short  notice with the prior  permission of Registrar. The  presence of 50% of the members of the board shall  from  quorum for the Board meeting.

 

19.2  The Board may  meet as often  as it considers necessary but it shall meet once in every quarter.

19.3  The Chairman  of the board shall preside  over the meetings of the Board. In the  absence of the Chairman, the members present in the  meeting  shall elect a Chairman for the meeting from amongst themselves.

19.4  All matters shall be decided by majority of votes. In case of  equality of votes, the Chairman of the meeting shall  have a casting or second vote  but no such votes shall be exercised in the matters relating to election of office bearers.

 

20.   POWERS, RESPONSIBILITIES AND FUNCTIONS OF THE BOARD

 

20.1 The Board of Directors shall decide the policies  of the   Federation. It shall have and  exercise  all such powers and enter into all such agreements, make all such agreements, take  all such proceedings and do all  acts  and things, as may be  necessary or proper, for the management of  the Federation and for carrying out the objectives for which   the  Federation is established and for securing  and furthering its interest subject to  the provisions of the Act or such Act as shall hereafter take  its place, and to any Rules which may be passed by the  state Government  in pursuance  of the  said rules and subject to these bye-laws and/or any bye-laws which may be duly made by the  federation. Without prejudice to the general powers conferred by these bye-laws, the following  powers and authorities are given to and conferred upon the Board:-

       a) To confirm the proceedings of the  previous  meeting.

       b) To purchase  or take  on lease  or otherwise  acquire land and/or buildings and/or construct buildings(s) for  value exceeding  Rs.1.00 lakh with the  prior approval of the Registrar.

       c) To borrow funds acquired from time to time  to carry on the business of the Federation in accordance with and   subject to the  provisions of these bye-laws.

       d) To apply to Government  for exemption from holding the license required for undertaking processing of dairy  product, to generate electricity for plants etc.

        e) To apply for the licence required under the  rules of the  State.

        f) To apply for outright purchase or  otherwise  by way of the  licence or otherwise, any patent rights inventions,   trade rights, copy rights of secret process of  technical aid or  Know-how which may be  useful to achieve the  objectives of Federation and to grant license to use the same.

        g) To approve the administrative set up which shall also  include  the staff  requirements, qualifications,    experience, job requirements, pay scales etc.

        h) To  create funds and trusts for the welfare of the employees or ex-employees of the Federation or dependants  of such  persons.

         i) To institute, conduct, defend, compound or abondon any legal proceedings by or  against the Federation or its officers or otherwise concerning the  affairs of the Federation an also to  allow  time for  payment or   satisfaction of any  debts due and to settle any  claims and/or demands by/or against the Federation by   arbitration or otherwise.

         j)  To recommend to the General Body, expulsion of any member, as per the provisions of Bye-laws No.9.

         k) To admit members and allot share and/or debentures.

         l)  To call upon the  members to subscribe to share capital and/or debentures as prescribed in these bye-laws in  proportion to their dealings in terms of unit, with the Federation

         m)  To consider  Audit  Memo and approve its rectification Report  for placing  before the next General Meeting.

         n)   To approve the  Annual Accounts, Annual Reports and to re-commend distribution of profits earned by the Federation to the General Body.

         o)   To fix the  rate of service  charges  for procuring, manufacturing  processing and marketing  of raw material   and allied  products  through the Federation.

          p)  To decide  pricing  policy for  the dairy  and allied  produce  supplied by the members.

          q)  To fix the  charges  for use of its trade mark/brand name.

           r)  To approve  the purchase  and erection of plant ,machinery   and other fixed  assets required for the   business of the Federation.

           s)   To approve  sale of any  land, immoveable  property  or fixed  assets if not      required  for the business of                          the Federation.

 

21.   SUBSIDIARY  RULES  AND DELEGATION OF POWERS

21.1 In  order  to keep  uniformity  in service  conditions and to maintain  intimate  relationship between  Federation  and     Milk  Unions, the Board  may frame  Staff Service  Rules  regarding  the service  conditions of  its employees    and/or of Milk Unions. Provided  that where  the above  rules  regulate  the service conditions of employees  of Milk    Unions as well,  the same  shall  also be  approved  by the concerned  Milk Unions.

     Provided  further  that where  common rules  have been  adopted  by the Federation and Milk Unions, the Board  of   the Federation may make  amendment, deletions and additions where at least two-third of the concerned Milk     Unions  have also  approved  the proposed amendment.

21.2  The Board may  frame  Business Rules   or any other Rules  consistent  with the  provisions of the Act, Rules and    bye-laws for the proper  conduct of business  of the Federation.

21.3 The Board may   delegate  ant of its  powers to the  managing Director or a smaller  Committee constituted  for the  specific  purpose

21.4  There shall be  no permanent  sub-committee from within  or outside  the Board except the  Personnel Committee  constituted  under Bye-law23.

 

22. COMMON SEAL

22.1  The Board shall have  power to issue  a common seal   for the  business  of the Federation and it shall  not be used   except by the authority  of the Board  of the Managing Director. Every  deed pr documents  to  which the  seal is    affixed, shall be  countersigned  by the Managing Director  and/or  the Chairman  as may be  decided by the Board.

 

23   PERSONNEL  COMMITTEE

23.1There shall be a Personal  Committee comprised as under:-

         a) Chairman of the Board.

         b) one non-official  elected  Director nominated by the Board of Directors.

        c) one Director to be nominated by Government  out of Government  nominees  and Registrar, Cooperative Societies.

         d) one Director  representing  National Dairy Development Board.

         e) Managing Director of the Federation.

23.2 Presence of three  members  shall form  quorum  for the meetings  of the Personnel  Committee.

 

24   POWERS AND FUNCTIONS OF PERSONNEL COMMITTEE

24.1 The Personnel Committee shall perform  functions and exercise  powers as under:-

        a) To  exercise  powers  and perform  functions as per  Staff Service  Rules   framed  for the employees  of the   Federation.

        b) To suggest arrangements  for training  including  in-service training  with a view  to further  improving  the effectiveness and capabilities of employees  of the Federation.

        c) To  suggest administrative set up  which shall also  include  the staff requirements, pay scales etc.

        d) To perform   such other functions as are entrusted  to it by the Board.

 

25  CHAIRMAN

25.1  The  Government  may appoint  a Chairman of the Board of  Directors as  per  provisions of  the Act but where no   such  Chairman is appointed by the Government, a Chairman shall be elected  from amongst the Chairman of the     Unions, who are on the Board of Directors of the Federation in the meeting of  the Board every year in the month of July. The  retiring  Chairman  shall be  eligible  for re-election as per provision  of the Act and Rules.

25.2  A chairman  appointed by the  Government  or a Chairman  elected by the  Board shall hold office  at the pleasure     of Government  or the board as the case may be.

25.3 The powers, duties and responsibilities of the Chairman shall be as under:-

        a) to  preside over the  meetings of the  General Body, Board of  Directors and Personnel Committee.

        b) to ensure  implementation of policy decisions of Board.

        c) to ensure proper  development  of the Federation.

        d) to undertake  such other functions as are specifically entrusted  to him by the Personnel  Committee or Board.

 

26.   MANAGING  DIRECTOR

26.1 The Government  may  appoint a Managing Director as per  provisions of the Act. when no such  Managing      Director is appointed by the Government, the Federation may appoint a Managing Director in the manner laid  down    in the Staff Service Rules. The Managing Director shall be  the Principal Executive Officer of the Federation and all  the employees  of the  Federation shall function and perform their duties under his superintendence and control. He    shall exercise such powers are assigned  to him under  the bye-laws, Staff Service Rules, or  delegated to him by  the Board of Director. He shall work under the superintendence  and control of the  Board of  Directors.

26.2 >The Powers  duties and  responsibilities  of the Managing Director  shall be as under:-

        a) He shall  have general  control over the Administration, Management,  Finance and Business of the Federation.

        b) He shall purchase or take on lease  or acquire any land, building  or properties not exceeding  the value of  rupees  one lakh with the  prior approval of the Registrar.

        c) He shall be the officer  to sue  or to be  sued  on behalf  of the Federation and all bonds  and agreements  made  in favour of the Federation shall be in his name.

        d) He shall have powers  for and  on behalf  of the Federation to endorse, sign, negotiate cheques and other  negotiable  instruments. He shall also sign all  deposit receipts and operate  on the accounts of the Federation with any bank.

       e) he shall  appoint, suspend, award punishment  including  dismissal  from service to  employees  of the   Federation as per  provisions of  the Staff Service  Rules  applicable  to the employees of the Federation.

        f) He shall  allow  credit  to buyers  within limits fixed by the Board from time to time.

        g) He shall  undertake  import and  export business for and  on behalf of the day.

        h) He shall  carry out  negotiations with the Government  and other  organizations.

         i) He shall  make necessary arrangements  for transport and shortage of dairy and allied products.

        j)  He shall arrange to insure all properties  of the  Federation against risks of all kinds.

        k) He shall arrange to  import  training to  the employees of  Federation, Milk Unions and Milk societies.

        l)  He shall enter  into agreements  or  contracts for purchase, sale, lease of land, buildings required for the working of the Federation and to execute documents on behalf  of the Federation and to represent it in all legal    actions initiated by or on behalf of the Federation.

      m) He shall  arrange to  maintain  proper accounts of the Federation.

      n)  He shall  arrange to prepare the Annual  Report Balance Sheet of  the preceding financial year and the Budget of    the Federation for the ensuing year for placing  before the  Board of  Directors.

      o)  He shall  convene the meeting of the  Board of Directors as required  under these  bye-laws and General   Meeting  as and when  directed by the  Board or found necessary on receipt of  requisition from the requisite   number of  members  or  upon  requisition  from Registrar.

       p) He shall  arrange to supervise  the Milk Unions.

       q)  He shall  conduct  correspondence  for and  on behalf of the federation.

       r)  He shall  disburse pay, allowances, including  medical and traveling allowance  claims  as are admissible  to   employees.

       s)  He shall  sanction  dearness allowance  and other  allowances  as are allowed  by the Government  to its  employees.

        t)  He shall  disburse all expenses  approved by the  competent authority.

        u)  He shall fix  procurement  price of milk  from time to time.

        v)  He shall   disburse all expenses approved by the  competent  authority.

       w)  He shall  disburse  al expenses  approved by the competent  authority.

      x) He shall determine  jurisdiction  functional and  territorial  and Headquarters of the employees of the Federation.

         y) He may  hire building on rent  upto Rs.2000/-per month.

         z) He shall be  competent  to fix sale  price of  milk and milk products  and to permit  sale of milk products.

26.3 The Managing Director  shall be  authorized  to delegate  any of  his powers, authorities and discretions vested  in   him by these  bye-laws to any employee subject to ultimate  control and  authority  retained  by him.

 

27.  DISTRIBUTION OF NET PROFITS

    Subject to the  provisions of Haryana  Cooperative Societies Act,1984 and Rules  framed  thereunder, the net profits of the Federation shall be  determined  by the general body as follows:-

       a) Not less than 25% shall be  carried to Reserve  Fund.

       b) Not less than  10% shall be  carried  to bad and  doubtful  Debt. Fund.

      c) Not exceeding 5% of the profits to be carried to Cooperative Education fund of the Federation; out of which   contribution as decided  by Registrar may be  given to the  State Cooperative  Development  Federation.

       d)  Not exceeding 10% per annum shall be distributed  as divided on  the paid up share capital.

       e) The balance  amount of  net profit  after above  mentioned  statutory deductions shall be taken  to Reserve   Fund and/or will be  disbursed  as Bonus  to Milk Unions  in proportion to their  business through the   Federation  and/or may be taken to Development  Fund to be utilized  for Research and Development  work.

                               

 

28    RESERVE FUND

28.1  Notwithstanding  anything  contained  in bye-laws 27, all  admission fees  donations, other than  those for  specific      purposes and receipt on account of  forfeited shares and fines  other than  those  collected from  employees  shall     be  carried  to the Reserve  Fund.

 

29.   ACCOUNTS AND RECORDS

29.1 The  Accounting year of the Federation shall be from 1st April to 31st march. Books of Accounts  and other       records shall be  maintained  as prescribed in the rules and also  as directed by the  Registrar with such  addition as  the Board may consider necessary.

 

30   APPLICATION OF ACT AND RULES

30.1 In the  event of a conflict between  these bye-laws  and Acts  and Rules, the provisions of the Act and Rules  shall  prevail.

 

31.  AMENDMENTS

31.1 An  amendment  in the bye-laws shall be made as per provisions in the Act and Rules   framed  thereunder.

 

32.  SERVICE OF  NOTICE

32.1 When in the Act, Rules  and Bye-Laws or in the  Subsidiary Rules  including  Staff Service Rules, it is  obligatory that a  written notice shall be  given to a  member of the  Federation  or or of  the Board to an employee the service of such notice on any person may  b affected in any of the  following ways:-

        a) by giving  or tendering it to such person; or

        b) if such  person is not  found, by living it at his last known   place of  abode or business or giving or tendering  it to  some adult  member of the family; or

        c) if the  address of such person is  known  to the  Federation by sending it to him by  Registered Post; or

        d) by affixing it at  same conspicuous part of his  last place of  abode or business; or

         e) by publishing in a daily news-paper having circulation in the area.

32.2  A receipt of a person  to whom  the notice is delivered or  tendered personally shall be taken, in token of  having   delivered or tendered the notice. The receipt shall be  endorsed by the person  delivering  the notice.

32.3  Where  the person  receiving the notice refuses to acknowledge in  writing or the  service of  notice is  done as at b  and  d above a  statement  of two responsible persons having  witnessed the same shall be  recorded by the person  delivering the notice and shall  be endorsed by him.

 

33.   MISCELLANEOUS

33.1 No. act of the General Body of the Board  or of the  Personnel  Committee or any other  Sub-Committee of the board shall be  deemed as invalid  by reason  of any  defect in the  election of a member  there of  or by  reason of any vacancy  therein  not having  been filled in.

 

 

34.    REPEAL AND SAVING

34.1 The Bye-Laws of the Federation registered on 26th August,1980 are hereby repealed but notwithstanding such  repeal, anything done or any action taken  under the  repealed Bye-laws shall, to the extent of being  consistent with   these  bye-laws be  deemed  to have been  done  or taken  under these bye-laws.

     We, the authorized officers of the Haryana Dairy Development  Cooperative Federation Ltd., as authorized by the  general  Body vide  resolution No. AGM 3/13/89, dated 5th may,1989, request that the  proposed  amendment  be registered under Section 10 of Haryana  Cooperative Societies Act,1984. we also certify:-

          1.  that the proposed Bye-laws are model  bye-laws and were circulated  and explained  to the members in the  General Body.

          2.  that the  provisions of Haryana Cooperative Societies Act,1984 and Rule 10 of Haryana Cooperative Societies  Rules,1989 have been  complied with.

           3.  that the proposed Bye-Laws are not contrary to the  provisions of the Act and the Rules, does not  conflicts with the Cooperative  principles and will  promote the economic interest of its members.

            4. that the proposed amendments were carried in a General Body  Meeting attended by 13 out of 15 members vide resolution No. AGM 3/13/89, dated  5th May,1989 unanimously..

            5. that all the three copies tally with each other.

 

              Sd/-                                                                                Sd/-

        S.K.KALIA                                                           BHAGWATI PARSHAD

            Manager                                                                   Managing Director

 (Personal & Administration)

 

 

        It is certified  that the provisions of  Rule  No.10 of Cooperative  societies, Rules 1989 have been  complied with

        Registered this 13 day of  june,1989.

 

 

 

                                                                                                             Sd/-

                                                                                          Registrar  Coop. Societies,Haryana

                                                                                                          Chandigarh.