Bye-Laws

Memorandum of Association of Telugu Film Producers' Council

The name of the association is the "Telugu Film Producers' Council" (Regd Under the AP [Telangana Areas] Public societies Regd Act 1350 F).

The Registered Office of the association will be situated at Film Nagar Co-op. Housing Society Complex, Jubilee Hills, Hyderabad 500033.

The Objects for which the association is formed are:

Promote, aid, help and encourage and develop the Telugu Film Productions and as far as Possible to work in conjuction with similar other associations
To aid and help the Telugu Film Producers
To control the cost of production in proportion to the returns of a Telugu picture or pictures
To watch, protect and extend the rights and provilleges of members of the association and to procure for them benefits, special advantages and concessions of all kinds
To encourage the growth of friendly feelings amongst the members and amongst persons engaged in the Telugu Film Industry in order to achieve absolute unity amongst producers to protect their rights
To adivice on matters pertaining to the Telugu Film Industry and to afford its members support in solving their problems and to act as clearing house for information on all matters effecting the Telugu Film Production
To organize and look after the welfare of the persons engaged in Telugu Film Production
To maintain a library for the benefit of the members
To establish institutes for the development of the Film Techniques and Acting
To act as Arbitrators in all disputes that may be submitted to them for arbitration by the members and others connected with the Film Trade
To promote the Telugu Film Business interests
To promote export of Telugu Films to other countries
To study business prospects, Fluctuations, Dangers and opportunities and to lay before the legislature the view of the association matters effecting the Telugu Film Trade
To take all necessary action in relation to the Laws and regulation concerning the Film Industry and censoring of films in India and to create and maintain harmonious relations with the authorities whether supreme, Local, Police, Municipal or Others
To obtain sanction, privileges, advantages, relief and co-operation from any authorities in the interest of the Industry
To correspond, appear, on behalf of the members of the Film Industry before all authorities and act on behalf of the Industry and to aid and advise, if called upon any such authorities
To obtain and furnish statistics regarding the various phases of the Telugu Film Industry and Trade
To co-operate and guide the Andhra Pradesh Government in its efforts to develop the Film Industry in Andhra Pradesh
To generally to purchase, take on lease or in exchange, hire or otherwise acquire and movable or immovable property and any rights or privileges which the association may think necessary or convenient for any of the purpose for which is established
To invest and deal with monies of the association not immediately required, upon such securities and in such manner as may from time to time be determined, but such investment shall not be made for any purpose unrelated to the objects of the association directly or indirectly
To acquire by gifts or by donations monies, properties or articles or dramas
To accept free film shows from the members and other producers for raising funds for the association and to organize film Festivals, dramas and film exhibitions to raise funds for the association
To draw, make accept, endorse and execute promotes, bills of exchange cheques and other negotiable instruments
To make and give receipts, release and other discharges for money payable to the association
To borrow or raise monies and or issue Debentures required for the purposes of the association upon such terms and in such manner as may be decided
To pay out of the association funds, the costs, charges and expenses preliminary and incidental for the formation, establishment and registration of the Association

The income and property of the Association when over derived shall be applied solely towards promotion of objects of the Association as set forth in this Memorandum of Association and no Portion thereof shall be paid or transferred directly or indirectly by way of profit to the persons who at any time or shall become or have been members of the association or to any of them or to any person claiming through an of them, provided that nothing herein contained shall prevent the payment in good faith of remuneration many officers and servants of the Association or to any member thereof other persons in return for any service rendered to the Association.

If upon the dissolution of the Association there remains, after the satisfaction of all its debts and liabilities, any property whatsoever, the same shall not be paid to or distributed among the Members of Association. But shall be given or transferred to some other institution or institutions having objects similar to the objects of the Association to be determined by the votes of not less that three-fifths of the Members of the Association present personally at the time of the dissolution or in default there of by the Principal Court of Original Civil Jurisdiction at Hyderabad.

The accounts shall be kept of the sums of money received and expended by the Association and the matter in receipt of which such receipt of expenditure takes place and of the property, credits and liabilities of the Association and subject to any reasonable restrictions as to the time manner of inspecting the same that may be imposed in accordance with Rule of the Association for the time being, the same shall be open to the inspection of the Members. Once at least in every, the accounts of the Association shall be examined and the correctness of the balance sheet certified, by one or more auditor or auditors.

We, the Several persons whose names and address hereunto subscribed, are desirous of being formed into an Association in Pursuance of this Memorandum of the Association

Name

Signature

Occupation of the Signatory Address

Dr Dasari Narayana Rao

Film Producer
Plot No. 150, Road No. 10
Jubilee Hills, Hyderabad 500033

K. Devi Vara Prasad

Film Producer
135, Kondambakkam
High Road, Nungambakkam
Chennai 600034

T. Bharadwaj

Film Producer
8-2-893/16
Nagarjuna Nagar
Ameerpet, Hyderabad 500016

K. Murari

Film Producer
58, Giri Road, T. Nagar
Chennai 600017

K. S. RamaRao

Film Producer
Plot No. 1285, Road No. 64,
Jubilee Hills, Hyderabad 500033

Dr K. L. Narayana

Film Producer
Plot No. 7, Thakur Hari Prasad Lane
Panjagutta, Hyderabad 500082

Vijaya Bapineedu

Film Producer
Plot No. A 21, Road No. 2
Film Nagar, Hyderabad 500033

The Rules and Regulations of The Telugu Film Producers' Council

In these rules unless the context otherwise requires words and phrases defined in Societies Act of 1350 Of or any statutory notification thereof in force on the date on which these rules and regulations become binding on the Association shall have the meaning so defined and words importing the singular include the plural and vice versa and words importing persons shall include bodies incorporate and associations.

The rules and regulations for the management of the Association and for the observance thereof by members and their representatives shall be subject to exercise of the statutory powers of the Association in reference to the repeal or alteration or of addition, to its rules and regulations shall be by special resolution or resolutions, as prescribed or permitted by the societies Act of 1350 OF be such as or contained in these Articles. Where any special provisions were not made in these rules or Articles, the provision of the Indian Societies Act shall be deemed to apply to this Association for the said purpose.

If, due to any future amendments be made to the Societies Act and if such amendments are in conflict with these rules and regulations, shall become void and be deemed to have been deleted, added, altered, or amended to the extent they are in conflict with any future amendments that may be made in the Societies Act.

In these rules the Producers' council means the Telugu Film Producers' Council.
The Office means the office of the Telugu Film Producers' Council.
The Committee means, the Executive Committee of the Telugu Film Producers' Council.
The Membership of the Association is open to all producers who produce Telugu Pictures either by straight taking or by dubbing and who are actively engaged in such production either having produced previously Telugu Pictures or currently engaged in production of Telugu Pictures.
Membership: Producer members will be enrolled in their individual names and not in the name of the firm or company.
The membership will be considered on the following basis.
Every person applying for membership shall pay an entrance fee of Rs 2,000/- and an annual subscription of Rs 500/- and life membership fee of Rs 5,000/- with effect 13/05/1998. The Membership will be given as per the following term. A regular membership will be given to the producers' whose picture was already released.
The official year shall begin on the 1^st of April every year and will be closed on 31^st of March of the succeeding year.
The annual subscription for every official year shall be payable during the month of April in that year.
The General Body of the Association duly resolved at a General Body Meeting shall be entitled to increase or decrease the entrance fee as well as the annual subscription as it deems fit according to circumstances.
Every Telugu Film Producer seeking for a admission to the Association shall be duly proposed and seconded by two different members out of which one shall be a member of the Executive Committee. The application from shall be in the form prescribed by the Executive Committee giving all details and shall be accompanied by entrance fee and subscription for one year without which the application from shall not be valid and in order.
The admission of members who apply for membership of the Association shall be in sole discretion of the Executive committee which may adopt such procedure as it may deem fit from time to time. In case the Executive Committee resolves not to admit any applicant it is not bound to give any reasons and the amount paid by the applicant will be refunded. Any applicant whose application is rejected is entitled to apply once again after a lapse of a period of six months from the date of such rejection.
Any member whose annual subscription is in arrears shall not be entitled to take part in any General Body Meeting of the Association, or seek nomination for election as an office bearer of the Association or exercise any right of membership.
If a member fails to pay his subscription and is in arrears for a period of Two years may be removed by the Executive Committee from the membership of the Association one week after he has been duly informed about his default and on his failing to pay the same during the said week. Any member so removed from the Association may be readmitted on payment of arrears of subscription and entrance fee and on terms and conditions laid down by the Executive Committee.
Every member hereby undertakes that he will strictly abide by all the rules and regulations of the association and also resolutions of the Executive Committee and General Body. In case any member does not abide by the rules and regulations mentioned above, the Executive Committee shall have the power to expel such member from the Association, after calling for an explanation from such member and considering the same. The Executive Committee after considering the explanation shall have powers either to impose a fine or expel such member.
The Association shall be managed by an Executive Committee which shall consist of One President, Two Vice Presidents, Two Honorary Secretaries, Two Joint Secretaries, One Honorary Treasurer and Ten members. The entire Executive Committee shall at every annual General Body Meeting of the Association retire but shall continue till a new committee is elected.
A notice of every General Body Meeting shall be given to all members fixing up the date for the Annual General Body Meeting and calling for nominations from eligible members to the various offices and Executive Committee fixing up the date and time for receipt of nominations, scrutiny of nominations, publication of valid nominations and poll if necessary.
Nominations in respect of office bearers shall be in the prescribed forms and every candidate shall be proposed by one member and seconded by another member who are not in arrears of subscriptions and or otherwise entitled to partake in the General Body meeting.
The nominates so received shall be scrutinised by the President and the Honorary Secretaries on a day fixed in the programme of the General Body Meeting and a list of valid nominations shall be published on the Notice Board of the Association not less than 7 days before the date of the Annual General Body meeting.
Any Candidate duly proposed and seconded and whose nomination was scrutinised and found valid can withdraw his candidature not less than 4 days before the date of the Annual General Body Meeting.
If the number of candidates standing for election does not exceed the number of vacancies to be filled by election. Such candidates shall be declared duly elected to the Committee at the annual General Body Meeting.
If the Number of candidates standing for the election exceeds the number of vacancies to be filled by election, elections shall be held in the manner set out hereunder.
The Secretaries shall prepare a List of members who are entitled to vote at the Annual General Body Meeting and the same shall be put out on the notice board and shall also b e supplied to any member who requires the same at a price to be fixed by the Executive Committee.
The Secretaries shall either print or cyclostyle ballot papers containing the names of the candidates for the various posts, whose nominations have been found in order. Each member attending the Annual General Body Meeting and is entitles to vote shall be given one copy there of at the Annual General Body Meeting.
The members who receive the ballot papers i.e. Those who are eligible to vote and whose name is on the list of members shall mark "X" against the names of the candidates for whom he wishes to vote, fold the ballot paper and deposit in the sealed ballot box provided therefore.
The Chairman of the Annual General Body Meeting shall appoint two members as scrutinises who will count the votes in favour of each candidate in the presence of the Chairman and the Chairman shall declare the names of the candidates who got.
If there is a tie between two candidates each having secured the same number of votes, lots will be drawn, for determining the winning candidate.
If any member of the Executive Committee fails to attend the three consecutive meetings of the Executive Committee, he shall be deemed to have ceased to be a member of the Executive Committee. The Executive Committee shall however, have power to condone the absence of the member for three consecutive meetings if the member gives for any valid reason.
All casual vacancies which may occur in the Executive Committee for any reason whatsoever, will be filled up by co-option by the Executive Committee and such Co-opted member shall continue to be a member of Executive Committee till the next annual General Body Meeting. Any casual vacancy in the office of the President the Senior Vice President will take over as President.
Casual vacancies in the case of Vice-President, Secretaries and Honorary Treasurer will be filled up from the members of the Executive Committee and casual vacancies of the Executive Committee members shall be filled by Co-option from the members.
The Executive Committee shall meet at least once in every month on convenient date and can also meet at any time, if there is urgent work, any three members of the Executive Committee are entitled to requisition a meeting of the Executive Committee to consider any urgent matter by writing a letter to the present.
The President shall preside at the Executive Committee Meetings and in his absence one of the Vice-Presidents will presided over the meeting. If both the President and Vice-Presidents were absent the committee shall elect one among them to act as President of the meeting.
Every member of the Executive Committee shall have one vote.
The quorum for an Executive Committee meeting shall be Six, if there is no quorum at any meeting shall be adjourned by the Chairman to another date.
The Proceeding of the Executive Committee shall be recorded in the Minutes Book maintained for such purpose and at the end of the meeting shall be signed by all the members who were present

Powers of the Committee
Subject to the Memorandum of Association and rules of the Producer's Council, the committee shall have the powers for the conduct and general management of the business and affairs of the Producers, Council and shall have the power and authority to acquire and property rights and privileges, to make all purchases and sales to enter into all contracts and execute all agreements and other documents for and on behalf of the Council, to institute, conduct,defend, compromise, refer to arbitration and to abandon legal and other proceedings, claims and disputes in which the Producers' Council is concerned, to appoint and employ in or for the purposes of the transaction and management of the affairs and business of the Producers Council or otherwise for the purpose thereof and from time to tome to remove or suspend such officers, assistants, clerks, workmen, servants and other employees, of whatsoever description as they shall think proper, with such power and duties and upon such terms as to duration of office or employment, remuneration, or otherwise, as they shall think fit, to appoint legal advisers, solicitors, engineers, bankers and agents for the Producers' Council, to examine and check accounts, to prepare the annual accounts and reports for submission to the annual General Body Meeting, to elect any members or members of the Producers' Council to represent the Producer' Council in the Board of Film Censors, Board of Examiners for Cinema Operators or of any other educational courses, Film Advisory Committee and in any other public or local authorities, in which the Producer's Council is given such right of representation and to do all other acts and things usual, necessary, expedient and desirable in the management of the affairs of the Producer's Council or in carrying out its objects.
The Committee may delegate any of their powers to Sub-Committee consisting of such members of their body as they may think fit and they may from time to time revoke and discharge any such Sub-Committee so formed shall, in conducting its proceedings, confirm so far as may be, unless otherwise directed by the Committee, to all such regulations as the Committee may have prescribed. The Committee shall have also the power to nominate on such Sub-Committee any one who may not be the member of their own body or the legal advisers for special assistance. The office bearers of the Producers' Council shall be ex-officio members of such Sub-Committee in conformity with such regulations and fulfillment of the purpose of their appointment shall have the like force and effect as if done by the Committee.
The business of the Association shall be managed by the Executive Committee who may pay off all costs, charges, expenses, preliminary and incidental to the promotion, formation, establishment and registration of the Association and may exercise all such powers and do all such acts and thing as the Association is by law of by its Memorandum of Association or the Articles or otherwise authorized to exercise and are not to be exercised or done by the Association in General Meeting subject never-the less to any regulation of these articles or to the provisions of the Societies Registration Act and do such regulations not being inconsistent with such regulations or provisions as may be prescribed by the Association in General Meeting, but no regulations made by the Association in its first General Body meeting shall invalidate any prior act of the committee which would have been valid of the regulation had not been made.
In furtherance of any without prejudice to the general powers conferred by or implied in the last proceeding article and all other powers conferred by these presents, it is hereby expressly declared that the Executive Committee shall be entrusted with and may exercise and perform the following powers and duties:
Funds: The Income and property of the Association howsoever derived shall be applied solely for the promotion of the objects of the Association as set forth in the memorandum of Association and no portion there of shall be paid or transferred directly or indirectly by way of profit to the members of the Association provided that nothing herein contain shall prevent the payment in good faith or remuneration to any officer, member or sent of the Association or any other person for any service actually rendered to the Association. No members of the Committee shall be entitled to any remuneration except out of pocket expenses.
The Executive Committee subjects to the clause above, shall have absolute discretion in managing, administering, expending and in directing the administration and expenditure of funds of the Association for the protection and advancement of the interests of the Association and its members and in carrying out and furthering the objects of Association.
Accounts: The financial year of the Association shall end on 31^st March of each year or on such date as the Committee may decide to which date the accounts of the Association shall be finalised.
The Executive Committee shall ensure that proper accounts and registers of the Association are maintained as it may deem fit and proper from time to time or alter or introduce new methods in keeping the registers of the Association as it may thing fit.
Within one month of closing the accounts each year, the Executive Committee shall get the accounts of the Association audited and certified by an auditor who shall be appointed at each ordinary general Body Meeting and shall also cause to the prepared.
These statements along with the reports of the activities and work done during the previous year duly signed by the president, Secretaries and Honorary treasurer shall be sent to every member and shall be placed at the next General Body Meeting to be held soon after the statements are ready. This rule shall not, however apply for the first year.
The books of accounts shall be kept at the office of the Association and shall be open of inspection by any member of the Association during the office hours.
Function of the Secretaries: The secretaries shall be jointly and severally responsible to the Executive committee under whose guidance and direction they carry on the normal works of the Association.
The Secretaries shall be entitled to carry on the correspondence of the Association, to attend all meetings of the General Body and of the Committee and to record the proceeding of such meetings, to lay before the Committee for consideration applications for membership and suggestions from members, to convene meetings for the Executive Committee with the approval of the president and to perform such duties as may be assigned to them from time to time by the Executive Committee and to conduct the entire business of the Association and manage the staff and its departments.
Honorary Treasurer: Subject to the control of the Committee the Treasurer shall collect or cause to be collected as subscriptions, donations etc. Name payments on behalf of the Association as may be directed by the committee from by the Secretaries, invest all monies in excess of whatever is actually needed, in a Bank or Banks and directed by the Committee, draw, sign cheques on the funds of the Association deposit with any Bank or Banks to draw, accept, endorse and negotiate any promissory notes, bills of exchange, hundies and other negotiable instruments and sign receipts for the monies payable to the Association. He shall be liable to account for all the monies received and disburse by him.
Bankers: The Association shall open accounts with a bank or banks as may be decided by the Executive Committee from time time.
General Body Meetings and proceedings. At the Meetings: Annual General Body Meetings shall be held not later than 31^st August of every year and at such time and at such place may be determined by the Executive Committee. Such Annual General Body Meetings shall be called "Ordinary General Body Meeting" and all other General Body Meetings shall be called "Special General Body Meetings".
The Executive Committee may whenever it thinks fit and shall on requisition made in writing by any 10 ordinary members entitled to be present and vote there at when the requisition is submitted call for a special General Body Meeting of the Association.
All requisitions made by members shall state the reasons and objects for calling the Special General Body Meeting and shall be duly signed by the requisitions and delivered at the Registered office of the Association.
On the receipt of such requisition the Executive Committee shall forth with proceed to call a special general Body Meeting with in one month of the receipt for such requisition giving 14 days notice to every member.
Twenty One Day's notice at least of every annual General Body Meeting specifying the place, day and hour of the meeting shall be given to the members but non-receipt of such notice by any member shall not invalidate the proceedings at any General Body meetings.
Any member wishing to move any resolution of any Annual General Body Meeting shall give at least 14 days notice in writing to the Executive Committee his intention to move the resolution and discussion will confined there to or to reasonable amendments thereof. Notice of any such resolution shall immediately upon receipt of notice by the Committee be given to every member of the Association and non-receipt of such notice by any member shall not prevent the resolution being put to the meeting.
No business shall be transacted at any General Body Meeting unless a quorum of 15 members are present.
If within 30 minutes from the time appointed for the meeting the quorum of members is not present, the meeting of called on requisition from member shall dissolved, in all other cases it shall be adjourned to next week same day, the same time and place and if at the meeting the required number of members, for quorum are not present, the members present shall deemed to be a quorum and transact all business as if the full quorum was present.
The Chairman may, with the consent of the members, adjourn the meeting from time to time and from place to place but no business shall be transacted at the adjourned meeting other than the business left unfinished at the meeting which was adjourned.
The president of the Association shall preside over the General Body Meetings. If at any General Body Meeting the president is not present, Senior Vice-President shall preside and in the absence of the President and the two Vice-Presidents, the members present shall choose one among themselves to preside over the meeting.
All resolutions and questions coming up before the General Body Meeting shall be decided by show of hands and by a simple majority. If Ten members present at the meeting shall demand poll the Chairman then shall make arrangements for a poll and declare the result of such pool. In their case whether matter by decided by show of hands or poll, the Chairmen shall have a casting vote, incase of equality of votes.
Poll demanded on the election of a Chairman or on a question of adjournment shall be taken forth with. A poll demand on any other question shall be taken at such time as the chairman decides.
Every member shall have one vote.
No objection shall be raised to the qualification of any voter except at the meeting or adjourned meeting at which the vote objected to is given or tendered and every vote not disallowed at such meeting shall be valid for all purpose.
Any such objection made in due time shall be referred to the Chairman of the meeting whose decision shall be final and conclusive.
A notice may be given by the Association to any member personally or by sending it by post to him to his registered address.
When a notice is sent by post, service of a notice shall be deemed to be effected by properly addressing, preparing and posting a letter containing the notice unless the contrary is proved to have been effected at the time at which the latter would be delivered in the ordinary course.
The Executive committee shall provide a common seal for the propose of the Association and also provide for the safe custody of the seal and it shall not be used except by the authority of the Executive Committee and in the present of the president or one of the Vice-Presidents of the Association.
Deeds, Bonds, Contracts and other instruments affixed with sale of the Association and signed by the president or Vice President and counter signed by one of the Secretaries shall be deemed to be duly executed.
If upon the dissolution of the society there remains after the satisfaction of all irs debts and liabilities and property whatsoever the same shall not be paid or distributed among the member of the Association but shall be transferred to another Association having Similar objects to be determined by not less than two - third of the members of Association present at the time of the dissolution and in default by a competent Court in the City of Hyderabad.
Any alteration, extension or abridgement of any purpose or purposes of the Association or amalgamation with any other Society shall be effected in the manner prescribed by section 9 of the Societies Registration Act. 1350 F.
The Preliminary expenses in connection with the formation of the Association shall be paid out of the funds of the Association.
Amendments: No amendment or alteration shall be made in the purpose of the Association unless it is voted by 2/3 of its members present at a special meeting convened for the purpose and confirmed by 2/3 of the members present at a second special meeting.
Incases of any matter not covered by these rules and regulations, the provisions of the Societies Act 1350 F. Will apply.
Winding Up: In the event of dissolution of the Society, institution and all funds and assets still remaining in the name of the society after full satisfaction of all its liabilities, will be handed over to some other Society/Institution having similar aims and objects and having registered under section 12 A and to which the provisions of Section 80 G (5) of Income Tax Act, 1961 to apply.

Certified that the above is a true and correct copy of rules and regulations of the association.

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Bye-Laws

Memorandum of Association of Telugu Film Producers' Council

The Rules and Regulations of The Telugu Film Producers' Council

Powers of the Committee