About SOS
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SOS Constitution

PREAMBLE

The telephone help service was first launched in the United Kingdom in 1953 by the Rev Chad Varah, a young vicar who worked in a London parish.  He launched it as a confidential emergency service for people in distress and who felt suicidal but was unable to talk to anyone about it without worrying about the consequences.

In Singapore, the Churches’ Counselling Centre (later renamed Counselling and Care Centre) was launched by the Methodist and Anglican Churches in 1966. In 1967, the Churches’ Counselling Centre (CCC) planned to start a suicide prevention telephone service, and a Samaritans of Singapore (SOS) planning committee was formed in
1968 as a separate body from the CCC. SOS was subsequently established by the CCC and the founding director was the Rev Dr Gunnar J. Teilmann Jr, an American Methodist missionary pastor. SOS has, since 1984, been supported by Community Chest, and is a Voluntary Welfare Organisation (VWO) of National Council of Social Service (NCSS).

Officially, the confidential emergency telephone service began on Dec 1, 1969 in an office at the YWCA Centre in Outram Road. It moved to a new office in New Bridge Road in 1976, and again to Outram Park in 1989 before moving to its Cantonment Close premises in 2001.

This Society shall be known as “Samaritans of Singapore”, hereinafter referred to as the “Society”.

Article 1 - NAME

MOTTO

1.1              “More than a hotline”
VISION

1.2              To be the premier organisation in suicide prevention.
MISSION STATEMENT

1.3              To be an available lifeline to anyone in crisis.

Article 2 – PLACE OF BUSINESS

2                  The Society’s place of business shall be at Block 10 #01-01 Cantonment Close, Singapore 080010 or such other place as may be determined by the Board of Management hereinafter referred to subject to the Registrar of Societies’ approval. The Society shall carry out its activities only in places and premises which have the prior written approval from the relevant authorities, where necessary.

Article 3 - OBJECTS

3.1              To provide confidential 24-hour-telephone emotional support to people in crisis; thinking of suicide and affected by suicide.
3.2              To provide counselling services to people in crisis; thinking of suicide and affected by suicide.
3.3              To provide outreach and other services aimed at suicide prevention.

Article 4 – BOARD OF MANAGEMENT

4.1              The Society’s management shall be entrusted to a Board of Management consisting of not more than twelve (12) members. Of these, eight shall be Ordinary Members elected at alternate Annual General Meeting (“AGM”).
4.1.1           The elected eight members shall have the power to elect the Chairman, Vice-Chairman, Honorary Secretary, Honorary Treasurer amongst themselves.
4.1.2           The elected eight members can then co-opt not more than four more persons to the Board. These four members shall be Ordinary Members or Associate Members.
4.1.3           The tenure of such co-opted members is the same as the elected members
4.1.4           The immediate past Chairman shall serve as an advisor to the Board for a term. He shall have no voting rights, unless he/she was duly elected at the AGM as per the existing rules.
4.1.5           When a Board member resigns or there is a Board vacancy, the Board shall fill in the vacancy with an Ordinary Member or a Co-opted Board Member, except the number of Co-opted Board Members on the Board at any time must not exceed four (4)
4.1.6           Any change in the Board shall be notified to the Registrar of Societies and Commissioner of Charities within 2 weeks of the change.
4.1.7           All Board members appointed and co-opted are entitled to one vote.
4.2              DUTIES OF BOARD MEMBERS
4.2.1           Chairman

(i)      The Chairman shall lead the Board to meet its duties and work with the Executive Director in achieving the Society’s objectives.

(ii)     The Chairman shall chair all General and Board Committee Meetings. He/she or his/her authorized representative shall represent the Society in dealings with outside persons or organizations.
4.2.3           Honorary Secretary

(i)      The Honorary Secretary shall keep all records except financials of the Society.

(ii)     In cooperation with the Executive Director (“ED”), he/she shall keep minutes of all General and Board meetings; He/she shall maintain an up-to-date Registrar of Members at all times; He/she shall be responsible for sending out any notice or communication to members.
4.2.4           Honorary Treasurer

The Honorary Treasurer shall deal with all matters regarding funds of the Society and shall keep an account of all money transactions and be responsible for their correctness.
4.3              Names of the Ordinary Members shall be proposed and seconded before the Annual General Meeting as prescribed by the Nominating Committee, or nominated in writing by 2 members entitled to vote with his/her consent indorsed thereon, such nomination paper to be received by the Honorary Secretary not later than the day before the relevant AGM.
4.3.1           There shall be no nomination from the floor.
4.3.3           The term of office of the Board is 2 years.
4.3.4           All Board members including co-opted member shall be elected to the Board for not more than 3 consecutive terms of office. The terms of service for Board members to hold positions on the Board shall be as per clause 4.4.7
4.3.5           After a relapse of a term, Board members are eligible to offer themselves for re-election.
4.4              ELECTION OF OFFICE BEARERS
4.4.1           The Board shall meet no later than one week after being elected.
4.4.2           The person with the highest vote shall chair the meeting.
4.4.3           Each elected member shall be allowed to nominate one member, but not himself/herself   to the position of Chairman.
4.4.4           The nomination shall be duly seconded. If only one person is nominated, he/she shall be declared as Chairman.
4.4.5           If there are more than one person nominated (maximum 3), the nominee receiving the highest vote shall be declared Chairman. Voting is by secret ballot.
4.4.6           The elected Chairman then takes over the meeting. The election of other office bearers shall follow the same procedure.
4.4.7           The Chairman, Vice-Chairman, Honorary Secretary, shall be elected to serve for not more than 3 consecutive terms of office in their respective positions. The Honorary Treasurer shall be elected to serve for not more than 2 consecutive terms in the Honorary Treasurer position.
4.4.8           In the event of any tie, the Chairman shall have the casting vote.
4.5              Ineligibility as Board officer/Board member
4.5.1           The following persons shall be ineligible to hold office as a Board  member —

(i)     Provisional members, the Panel of Leaders and employees of the Society.

(ii)     Any person prohibited under the Societies Act (Cap 311) 1985 Edition
4.6              BOARD MEETINGS
4.6.1           A Board meeting shall be held at least once in 2 months after giving 7 days’ notice to members.
4.6.2           The Chairman or any 2 Board members may call for a meeting anytime and the Honorary Secretary shall notify all Board members by giving 5 days’ notice.
4.6.3           Matters shall be decided by a simple majority of votes. In the case of a tie, the Chairman shall have the casting vote.
4.6.4           The quorum for any Board meeting shall be 6 members.
4.6.5           Any member absenting himself/ herself from 3 consecutive meetings without satisfactory reasons shall be deemed to have withdrawn from the Board. A successor may be co-opted to serve until the next AGM.
4.6.6           Whenever a member of the Board is in any way, directly or indirectly, has an interest in a transaction or project or other matter to be discussed at a meeting, the member shall disclose the nature of his interest before the discussion on the matter begins.

The member concerned should not participate in the discussion or vote on the matter, and should also offer to withdraw from the meeting and the Board of Management shall decide if this should be accepted.
4.7              DUTIES OF THE BOARD
4.7.1           The Society shall be managed by the Board who shall formulate policies to govern and manage the activities of the Society.
4.7.2           The Board shall initiate, determine and develop policies and form relevant committees to carry out approved projects and programmes of the Society.
4.7.3           The Board shall employ professional office staff and determine the terms of employment.
4.7.4           The Board shall accept donations, contributions and grants from the government and public to finance theSociety’s activities.
4.7.5           The Board shall approve an annual budget appropriate for the Society’s plans and monitor its expenditure to prevent or minimize deficits.
4.7.6           The Board members are responsible for the preparation and fair presentation of these financial statements in accordance with the Societies Act, Chapter 311, Recommended Accountancy Practice No.6 (RAP 6) and Singapore Financial Reporting Standards. This responsibility includes selecting and applying appropriate accounting policies and making accounting estimates that are reasonable in the circumstances.
4.7.7           The Society shall not make any loans or donations to external organizations.
4.7.8           The Board shall formulate bye-laws and Standard Operating Procedures (SOPs) to carry out the day-to-day administration of the Society. The bye-laws and SOPs shall not be in conflict with the provisions of the Society’s constitution.
4.7.9           The Board shall have the authority to appoint an investment committee to supervise the investment of reserves.

Article 5 – NOT IN USE

Article 6 – PANEL OF LEADERS

6.1              The Panel of Leaders shall consist of not less than 8 number of persons selected from Ordinary Members, not serving at Board level.  And not less than 5 employees of the Society.
6.2              The tenure for Ordinary Members is 2 financial years with a maximum of 3 terms.
6.3              Ordinary Members are eligible for reappointment after a break of one term.
6.4              Selection shall be from a list of qualified candidates submitted by the Society’s Executive Director.
6.5              The current Panel shall review and recommend selected candidates to the Panel for the Board’s final approval.
6.6              Terms of Reference

The Panel of Leaders shall assist the Executive Director in the implementation  of the Society’s objectives, policies and directions as set out by the Board, and in particular in the areas of training, supervision, guidance and assistance to Provisional and Ordinary Members in carrying out of their duties.

Article 7 - MEMBERSHIP

7.1              Categories and functions

The Society shall have the following categories of membership with their corresponding functions
7.2              Patron
7.2.1           A person who believes in the vision and mission of the Society.
7.2.2           A person who is contributing /has contributed significantly to the nation and community.
7.2.3           A person who shall help the Society in its service to the community.
7.2.5           The Patron shall not be entitled to vote or to hold office in the society.
7.3              Honorary Member
7.3.1           A person/ persons who subscribe to the vision and mission of the Society and have rendered exceptional service to the community.
7.3.2           A person/ persons of integrity.
7.3.3           The Honorary member/ members shall not be entitled to vote or to hold office in the society.
7.4              Provisional Members
7.4.1           Are applicants whose membership has been approved and accepted as provisional.
7.4.2           Are required to attend and complete a period of training as determined by the Panel.
7.4.3           They shall have no voting rights or the rights to hold office in the society.
7.5              Ordinary Members
7.5.1           Are provisional members who have completed the training course.
7.5.2           Are members permitted to carry out the operations of the Society’s services as determined by the Panel and Board.
7.5.3           Are members with voting rights and eligible to be nominated to serve at Panel and Board level.
7.6               Associate Members
7.6.1            Are persons invited by the Society to be members of the Society because of the expertise and ability to contribute   constructively to the mission of Samaritans of Singapore. Membership will be for a period of 1 year and subject to renewal at the invitation of the Society
7.6.2            Are members with voting rights and eligible to be nominated to serve at Board level.
7.7               Friends Of Samaritans (Category 1)
7.7.1           Are persons who are former volunteers
7.7.2           This membership is by invitation only.
7.7.3           Who makes an annual contribution to the Society of at least $24.00.
7.7.4           They shall have no voting rights or the rights to hold office in the society.
7.8              Friends Of Samaritans (Category 2)
7.8.1           Are persons who do not intend to undergo the training course
7.8.2           Who subscribe to the mission of the Society and are willing to be volunteers in work differing from Ordinary Members.
7.8.3           Whose work shall be determined by the Board from time to time.
7.8.4           Shall work under the supervision of the ED and the Panel of Leaders.
7.8.5           This membership is by invitation only.
7.8.6           They shall have no voting rights or the rights to hold office in the society.
7.9              Corporate Sponsors
7.9.1           Shall be organisations participating as financial partners.
7.9.2           Corporate sponsors shall be encouraged to participate in public projects and activities of the Society.
7.9.3           They shall have no voting rights or the rights to hold office in the society.
7.10           Membership Conditions
7.10.1        Each Member having the right to vote pursuant to this Constitution shall be entitled to one vote at any General Meeting of the Society.
7.10.2        Each Member shall be allowed to hold one type of membership in the Society at any one time.
7.10.3        The Board has the power and rights to terminate any type of membership at any one time, and its decision shall be final unless reversed at a General Meeting of members.
7.11           APPLICATION OF PROVISIONAL & ORDINARY MEMBERSHIP
7.11.1        A person wishing to join the Society shall submit his/ her application to the Volunteer Coordinator.
7.11.2        The Board on the recommendation of the ED and Panel of Leaders shall decide on the application of the membership.
7.12           An annual subscription of $2.00, or a sum of which shall be decided by the Board from time to time, shall be due and payable within the first week of the financial year by Ordinary Members.
7.12.1        Members who fail to pay their annual subscription shall have their membership terminated.
8.1              The supreme authority of the Society is vested in a General Meeting of the members.
8.2              An Annual General Meeting (hereinafter referred to as “the AGM”) of the Society shall be held by 31st July
8.3              At the Annual General Meeting, the following shall be considered:
  • the previous financial year’s account
  • an annual report of the Society
  • election of office bearers where applicable
  • appointment of Auditors
  • other points for consideration.
8.4              At other times, Extraordinary General Meetings (hereinafter referred to as “EOGM”) shall be called by the Chairman at Board’s request, or at the request in writing of no less one-quarter (25%) of the total voting members. The notice in writing should be given to the Honorary Secretary setting forth the business that is to be transacted. The EOGM shall be convened within 21 days from receiving this request.
8.5              If the board does not convene an EOGM within 2 months after the date of the receipt of written request, the members who requested for the EOGM shall convince the EOGM by giving 10 days’ notice to voting members setting forth the business that is to be transacted and simultaneously posting the agenda on the Society’s notice board.
8.6              At least 2 weeks’ notice must be given for holding an Annual General Meeting or an Extraordinary General Meeting. The notice must state the time, place and agenda and shall be sent out to all voting members. Particulars of the agenda shall be posted on the Society’s notice board 4 days in advance of the meeting.
8.7              Members who wish to submit a proposal for the consideration of the meeting may do so provided he/she has given notice in writing to the Honorary Secretary 7 days before the meeting is due to be held.
8.9              The quorum of the meeting shall be one-quarter (25%) of the total voting members. In the event there is no quorum at the commencement of the meeting, the meeting shall be adjourned for half an hour after which those present shall constitute a quorum. The meeting however has no power to amend any provision of the existing constitution, if the quorum of 25% members is still not met.
8.10           Matters shall be decided by a simple majority of votes. In the case of a tie, the Chairman shall have the casting vote.

Article 9 – AUDIT AND FINANCIAL YEAR

9.1              The financial year shall be from 1 April to 31 March of the following year.
9.2              A firm of Certified Public Accountants shall be appointed as Auditors at an Annual General Meeting for a term of two years and shall be eligible for reappointment.
9.3              They shall be required to audit each year’s account and present a report to the annual general meeting;
9.4              They may be required by the Chairman to audit the society’s accounts for any period within tenure of office at any date and make a report to the Board.

Article 10 – NOT IN USE

Article 11 - TRUSTEES

11.1           If the society acquires an immovable property(s), the Board shall apply to the Public Trustee of Singapore to act as the Trustee of the Society. The immovable property(s) shall be vested in the Public Trustee. Any transaction by the Public Trustee with regard to the immovable property(s) shall be in accordance with:

(i)     The instructions and approval of a General Meeting held to deal with such transactions.

(ii)     The rules and regulations under which the Public Trustee operates
11.2           If the Public Trustee of Singapore does not agree to be the Trustee of the Society, then the Chairman and Honorary Treasurer for the time being together shall act as the Trustees of the Society
11.3           The trustees of the society shall not effect any sale or mortgage of property without the prior approval of the General Meeting of Members.
11.4           The particulars of such immovable property(s), the name of the trustee or trustees and any subsequent change shall be notified to the Registrar of Societies and Commissioner of Charities or his successor.

Article 12- PROHIBITIONS

The following are prohibited :-
12.1           Gambling of any kind, excluding the promotion or conduct of a private lottery which has been permitted under the Private Lotteries Act Cap 250, is forbidden on the Society's premises.  The introduction of materials for gambling or drug taking and of bad characters into the premises is prohibited.
12.2           The funds of the Society shall not be used to pay the fines of members who have been convicted in Court.
12.3           The Society shall not engage in any Trade Union activity as defined in any written law relating to trade Unions for the time being in force in Singapore.
12.4           The Society shall not attempt to restrict or interfere with trade or make directly or indirectly any recommendation to, any arrangement with its members which has the purpose or is likely to have the effect of fixing or controlling the price of any discount, allowance or rebate relating to any goods or services which adversely affect consumer interests.
12.5           The Society shall not hold any lottery, whether confined to its members or not, in the name of the Society or its office bearers, Board or members unless with the prior approval of the relevant authorities.
12.6           The Society shall not raise funds from the public for whatever purposes without the prior approval in writing of the Assistant Director Operations, Licensing Division, Singapore Police Force and other relevant authorities.
12.7           The Society shall not indulge in any political activity or allow its funds and/or premises to be used for political purposes.

Article 13 - DISSOLUTION

13.1           The Society shall not be dissolved, except with the consent of not less than three-quarters (75%) of the total voting membership of the Society for the time being resident in Singapore expresses, either in person or by proxy, at a General Meeting convened for the purpose.
13.2           A Certificate of Dissolution shall be given within seven days of the dissolution to the Registrar of Societies andCommissioner of Charities.
13.3           In the event of the Society being dissolved as provided above all debts and liabilities legally incurred on behalf of the Society shall be fully discharged, and any remaining funds and assets will be distributed to other Institutions of a Public Character with similar objectives in Singapore that are registered under the Charities Act which the members of the Society may determine at the General Meeting convened for the purpose.

Article 14 - AMENDMENTS   TO   CONSTITUTION

14.1           The Society shall not amend its Constitution without the prior approval in writing of the Registrar of Societies and Commissioner of Charities No alteration or addition/deletion to this Constitution shall be passed except at a general meeting and with the consent of two-thirds (2/3) of the voting members present at the General Meeting.

Article 15 - MISCELLANEOUS   PROVISIONS

15.1           Any notice to be given hereunder to any member shall be deemed good notice and duly given if in a written or electronic form and sent by normal post/electronic means to the last known contact  in the Society’s records of such member.
15.2           In the event of any question or matter pertaining to day-to-day administration which is not expressly provided for in this constitution, the Board shall have power to use its own discretion. The decision of the Board shall be final unless it is reversed at a General Meeting of members.
15.3           CONFLICT OF INTEREST
15.3.1        Any Panel Leader or member who is directly or indirectly interested in any contract or other matters to be entered into by the Society, shall, disclose the fact at the first opportunity.
15.3.2        He/she shall not be present or otherwise participate at the meeting when the contract or matter is being considered.
15.4           DISPUTES
15.4.1        In the event of any dispute arising among members, they shall attempt to resolve the matter at an Extraordinary General Meeting in accordance with this Constitution. Should the members fails to resolve the matter, they may bring the matter to a court of law for settlement.
15.5           CESSATION OF CHARITY STATUS

In the event the Society ceases to be a registered charity under the Charities Act, all debts and liabilities legally incurred on behalf of the Society shall be fully discharged, and the remaining funds, shall be donated to charitable organisation(s) with similar objectives in Singapore which is or are registered under the Charities Act as the members of the Society may determine at the General Meeting.

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E-mail

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