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ARTICLES OF INCORPORATION

and
BY-LAWS
With approved amendments as ratified by the members
and approved by the Securities & Exchange Commis-
sion (SEC)
PHILIPPINE SOCIETY OF MECHANICAL ENGINEERS
Accredited National Organization
Certificate NO.4 Professional Regulation Commission
PSME Bldg., 19 Set. Bayoran St., South Triangle, Quezon City
Tel. Nos. 924-1694 * 924-1697 Fax No. 9241697
FOREWORD
FUNCfIONAL ORGANIZATIONAL CHART
EXec. DirectorlSTAFF
To our members who vigorously participated and labored hard
in the preparation of our amended by-laws, our Congratulations
and the Society's heartfelt gratitude. We hope and pray that this
by-laws will be strictly implemented.
After the approval of this final text by the general mem ber-
ship, our Society submitted it to the Securities and Exchange
Commission for approval. It was only last February 3, 1992 that
approval was obtained from the Securities and Exchange Commis-
sion.
For the betterment of our Society, we are encouraging all the
PSME members to be familiar with the context of this booklet
and to submit their proposed amendments, if any, to the Commit-
tee on Constitution and By-Laws.
Careful reviews and deliberations were made on the draft
amended by-laws and subsequent additions and deletions were
introduced to make the by-laws and articles of incorporation
be more responsive to the needs of the members of the mechanical
engineering profession and our beloved association. Finally, the
1991 Committee on By-Laws chaired by Engr. Arnaldo P. Baldo-
nado came up with this text.
For the past five years, our by-laws had undergone amend-
ments initiated by the different committees under the administra-
tion of the respective past National Presidents.
Mindanao
R&gionelGoYernor
ProfessionaIP.a<;ti<:e
A_reh & O. lopm.nt
Cod" & Standards
Industry
s.m'n., & Continuiog
Educnion
SECRETARY
VP 10' TECHNICAL AFFAIRS
PLANNING, ORGANIZATIONS AND
DEVELOPMENT OOMlo'lITTEE
VisaV"$
MembershipS. Chartt.
Formalion
R&lIioneIGo.rne.r
Award'S. RICOllnitioo
PubliUtion
Meetings I< Cont,refl':'
ConstitutIon I< By Laws
N"ionalCtopital
Region (NCRI
FINANCE
TREASURER
OOMMITTEE ON ELECTION
'lP for INTERNAl. AFFAIRS
COMMITTEE ON NOMINATION
April 1992
ALBERTO D. DOSAYLA
1992 National President
NATIONAL OFFICERS & DIRECTORS
1991
ALFREDO Y. PO President
ROMEO A. PERLADO Executive. Vice-President
ROMEO L. CANLAS VP-lnternal Affairs
SERGIO C. BAWLONG VP-Technical Affairs
RUDY J. SULTAN VP-Chapters
ERIBERTO G. RAMOS Secretary
WILFREDO F. NAVA Asst. Secretary
GERARDO R. LIPARDO, JR Treasurer
WILHELM J. TAN Asst. Treasurer
ROSAURO S. ATIENZA Auditor
GAUDENCIO R. DE GUZMAN P.R.O.
VICENTE V. DE GUZMAN P.R.O.
CORNELIO R. RODRIGUEZ Business Manager
RAMON A. ALEJO Director
ELY P. BAGTASUS Director
ALEJANDRO E. OBNIAL Director
DOMINGO L. LAGMAN Director
FERMORE T. OGOC Director
LAURENTINO R. PUNSALAN Director
JOEY Y. AMABA NCR Reg. Governor
l'ELIMON E. ANTIPORTA Luzon Reg. Governor
MANUEL S. ARCE ; Visayas Reg. Governor
PERSERVERANDO D. ARANA Mindanao Reg. Gov.
NATIONAL OFFICERS & DIRECTORS
1992
ALBERTO D. DOSAYLA President
ROMEO A. PERLADO Exec. Vice-President
SERGIO C. BALOLONG VP-lnternal Affairs
ERIBERTO G. RAMOS VP-Technical Affairs
ROSAURO S. ATIENZA VP-Chapters
GAUDENCIO R. DE GUZMAN Secretary
CHONA A. EVANGELISTA Treasurer
GERARDO R. LIPARDO, JR Auditor
AUGUSTO C. SOLIMAN P.R 0
ROFUAT L. LV P.R:O:
APOLINARIO G. REYES Business Manager
MANUEL S. ARCE . . . . . .Director
ELY P. BAGTASUS Director
ROMEO L. CANLAS Director
DOMINGO L. LAGMAN Director
AURELIO MONES Director
FER MORE T. OGOC . , , . . . . . . , .Director
WILHELMJ. TAN .. ',' . , , .. Director
JOSE P. VALENZUELA , , .Director
:ENJAMIN C. ZETA . , . , NCR Reg. Governor
ELIMON E. ANTIPORTA Luzon Reg Governor
ANTONIO T ANDUYO .'
. . . , .... , .Vlsayas Reg, Governor
BALDOMERO N. ZAMORA . . , , . . .Mindanao Reg. Governor
Republic of the Philippines
Securities and Exchange Commission
EDSA, Greenhills, Mandaluyong
Metro Manila
S.E.C. Reg. No. 10614
CERTIFICATE OF FILING
OF
AMENDED ARTICLES OF INCORPORATION
TO ALL TO WHOM THESE PRESENTSMAYCOME,GREETINGS:
THIS IS TO CERTIFY that the amended articles of incorpo-
ration of the
PHILIPPINE SOCIETY OF MECHANICAL ENGINEERS, INC.
(Amending Article VI thereof)
copy annexed, adopted on November 28, 1991 by a majority
vote of the members of the Board of Directors and at ~east two-
thirds of the members of the corporation, and certified. under
oath by the Secretary and a majority of th~ Boa~d of Directors
of the corporation was approved by in thiS Office on the 3rd
day of February nineteen hundred and ninety two pursuant
to the provisions of Section 16 of the Corporation Code of the
Philippines Batas Pambansa Big. 68, approved on May 1, 1980,
and attached to the other pages pertaining to s31d corporation.
IN WITNESS WHEREOF, I have hereunto set my hand and
caused the seal of this Commission to be affiXed at Ma.ndaluyong,
Metro Manila, Philippines, this 3rd day of February, 10 the year
of our Lord nineteen hundred and ninety two.
ARMANDO Z. GONZALES.
Associate Commissioner
AMENDED ARTICLES OF INCORPORATION OF
PHILIPPINE SOCIETY OF MECHANICAL ENGINEERS, INC.
KNOW ALL MEN BY THESE PRESENTS:
THAT we all of whom are citizen of the Republic of the
Philippines, have this day voluntarily associated ourselves together
for the purpose of forming non-stock corporation under the laws
of the Philippines:
AND WE HEREBY CERTIFY
FIRST THAT the name of said corporation shall be PHILIP-
PINE SOCIETY OF MECHANICAL ENGINEERS INC.
SECOND: THAT the purposes for which said corporation is
formed are as follows:
DECLARATION OF PURPOSE: THAT we are forming this
corporation with full awareness of the necessity of having one
organization embrace the Mechanical Engineering Profession with
a deep sense of responsibility for the role of the Mechanical
Engineer in the social and economic growth of our country and in
the promotion and perpetuation of the ideas and principles em-
bodied in the Philippine Constitution. We are setting forth the
following aims in order to attain these objectives:
1. To promote a high ethical standard in the profession.
2. To promote actively participate in the orderly and rapid
development of Mechanical Engineering practice and technology.
3. To encourage apprentices of the profession by lending
them every assistance and by working for their full membership
in the profession.
4. To encourage study, research and development in Mecha-
nical Engineering and in the sciences related to it, and to perpe-
tuate that knowledge which is necessary to the Mechanical Engineer.
s. To cooperate with other technical societies and agencies
of the Republic in the enhancement of public services and com-
monwealth.
6. To dedicate our efforts to the observance and promotion
of the Four Freedoms to ensure their perpetuation for posterity,
and of the principles of good government.
7. To unite our members in the closest bonds of fricndship
and good fellowship, and to assist in every honorable way in
furthering and protecting our interest as a step toward better un-
derstanding among men.
8. To emphasize that organization, cooperation, goodwill
and mutual helpfullness are better than rivalry, strife and des-
tructive competition.
9. To encourage active participation in all activities that
promote civic, social industrial and economic betterment.
10. To affiliate with or advance tr.e interests of association
in other countries which are organized to promote Mechanical
Engineering.
11. To acquire, by purchase or lease such real and personal
property as may be necessary or convenJen t for the purpose of
the corporation.
12. In general, to carryon any other lawful business what-
soever in connection with the foregoing or which is calculakd
directly or indirectly to promote the interest of the corporation
or to enhance the value of its properties and exercise all the rights.
powers and privileges which are or may hereafter be conferred
by the laws of the Philippines upon said corporation.
THIRD: THAT the place where the principal office of the
corpc~ation will be located is in the City of Manila Philippillcs.
FOURTH: THAT the term for which said corporation is to exist
is fifty years from and after the date of incorporation.
FIFTH: THAT the names and addresses of the incorporators
of said corporation are as follows:
NAMES
ADDRESSES
1.
C.B. Navarro
1218-1220 Rizal Avcnue Mia.
2.
E.J. Tavanlar
NARRA Compound, Pureza,
Sta Mesa, Manila
3.
Victor A. Lim
Manila Gas Corporation
1180 Otis, Paco
4.
C.l. Ventura
Bureau of Public Works MIa.
5.
Victorino V. Banaag Office of Pro-temporeSIXTH: THAT the number of directors of said corporation
City Hall Manila
shall be fifteen (15) and that the names and addresses of the
directors who are serve until their successors are
elected and
6.
Casiano C. Lim Shell Compound of PI qualified as provided by the By-Laws are follows; as amended on
Juan Luna, Manila
November 28, 1991.
7.
Carlos Manalo 78 South 8 St., Diliman
1.
C.B. Navarro 1218-1220 Rizal Avenue
Quezon City
Manila
8.
Manuel R. Concio Bureau of Industrial Safety 2.
EJ. Tavanlar
NARRA Compound Puren,
Manila
Sta Mesa, Manila
9.
Emilio Martinez Heavy Equipment & Supply Co.
3.
Victor A. Lim
Manila Gas Corporation
78 Quezon Blvd. Ext.
1180 Otis, Paco
10.
Domingo Mendoza Madrigal & Company, Inc.
4.
C.J. Ven tura Bureau of Public Works
Escolta, Manila
Manila
11.
D.S. Pongos
Radiowealth, Inc.
5.
Victorino V. Banaag Office of Pro-Tempore
430 Tanduay, Manila
City Hall, Manila
12.
Lawrence R. Moran PICSPA Corporation
6.
Casiano C. Lim
Shell Company of PI
P.O. Box 610, Manila
Juan Luna, Manila
13.
Manuel M. Erpelo Ed. A. Keller, ~uan Luna
7.
Carlos Manalo 78 South 8 Street
St., Manila
Diliman, Quezon City
14.
J.c. Morales Fred Wilson, Dasmarinas St.,
8.
Manuel R. Concio
Bureau of Industrial Safety
Manila
Manila
15.
J.C. Munsayac
Marsman & Company, Inc.
9.
Emilio Martinez
Heavy Equipment & Supply Co.
Sta Lucia, Intramuros
78 Quezon Blvd. Ext.
IN WITNESS WHEREOF, we have hereunto set our hands this
27th day of December in the year of our Lord Nineteen Hundred
and Fifty Five
10. Domingo Mendoza
11. Lawrence R. Moran
Madrigal & Company, Inc.
Escolta, Manila
PICSPA Corporation
P.O. Box 610, Manila
C.B.. Navarro, with Res. Cert. No. A-0099679 issued at the City of
ManIla on F~bruary 15, 1955; E.J. Tavanlar, with Res. Cert. No
A-0085483 Issued at Manila on January 9 1955' and C J'
Ventur 'th R C "osme .
. a, WI es. ert. No. A-0122404 issued at the City of
Manila. on January 28, !955; ~nown to me to be the same persons
who SIgned the foregomg artIcles of incorporation and acknow-
ledged that the same is their free act and deed. '
REPUBLIC OF THE PHILIPPINES)
CITY OF MANILA ) S.S.
On this 27th day of December 1955, personally appeared
Victorino Banaag, with Res. Cert. No. A-1236112 issued at City
of Manila on February 16, 1955; Manuel R. Concio, with Res.
Cert. No. A-0104555 issued at the City of Manila on January
20, 1955; Dominador S. Pongos, with Res. Cert. No. A-0018037
issued at Manila, Jan. 4, 1955; Manuel M. Erpalo with Re-s. Cert.
No. A-4577160 issued atCaloocan,Jan.17, 1955;JuanC.Morales
with Res. Cert. No. A-0044935 issued at Manila, Jan. 6, 1955;
E.J. Munsayac with Res. Cert. No. A-0091013 issued at Manila
Jan. 10, 1955; Casiano Lim with Res. Cert. No. A-0037242 issued
at City of Manila on January 20, 1955; Victor Lim with Res. Cert.
No. A-0061351 issued at the City of Manila on January 6,1955;
Carlos A. Manalo, with Res. Cert. No. A-0207579 issued at City of
Manila on February 7, 1955; Emilio Martinez, with Res. Cert. No.
A-4638097 issued at Quezon City on February 12, 1955; Domingo
Mendoza, with Res. Cert. No. A-4545993 issued at Malabon,
Rizal on January 25, 1955; Lawrence R. Moran with Res. Cert.
No. A-0030051 issued at the City of Manila on January 3, 1955;
FILEMON S. TRINIDAD
NOTARY PUBLIC
UNTIL DECEMBER 31, 1956
Doc. No. 279
Page No. 57
Book No. I
Series of 1955
Republic of the Philippines
Securities and Exchange Commission
EDSA, Greenhills, Mandaluyong
Metro Manila
S.E.C. Reg. No. 10614
CERTIFICATE OF FILING OF AMENDED BY-LAWS
TO ALL TO WHOM THESE PRESENTS MAY COME, GREET
INGS:
THIS IS TO CERTIFY that the amended By-Laws of the
PHILIPPINE SOCIETY OF MECHANICAL ENGINEERS, INC.
copy annexed, adopted by a majority vote of the Board of
Directors and by the majority of the members on November 28,
1992, certified by a majority of the Board of Directors and counter-
signed by the Secretary of the corporation, was approved by this
Office on the 3rd day of February, 1992, pursuant to the pro-
visions of Section 48 of the Corporation Code of the Philippines,
Batas Pambansa BIg. 68, approved on May 1, 1980, and attached
to the other papers pertaining to said corporation.
IN WITNESS WHEREOF, I have hereunto set my hand
caused the seal of this Commission to be affixed at ~andaluyong,
Metro Manila, Philippines, this 3rd day of February, m the year of
~ur Lord nineteen hundred and ninety-two .
ARMANDO Z. GONZALES
Associate Commissioner
AMENDED BY LAWS OF
PHILIPPINE SOCIETY OF MECHANICAL ENGINEERS, INC.
ARTICLE 1 - ORGANIZATION
Section 1.1 . Name. The name of this Society is Philippine Society
of Mechanical Engineers, Inc., and it abbreviated
title is PSME.
Section 1.2 Organization. This corporation shall be governed by
the 'Corporation Code of the Philippines, or under
such successor provisions as may be in effect from
time to time.
Section 1.3 Objectives. The Society is organized and operated
for the exclusive purpose of advancing the arts and
sciences of mechanical engineering the allied arts and
science and related human factors for the benefit
of the general public as defined in the Articles of In-
corporation. To fulfill its role, the Society shall re-
cognize the effect of its technology on the environ-
ment and natural resources to protect the welfare
of posterity.
Section 1.4 Dissolution. In the event of dissolution of the
Society, whether voluntary, involuntary, or by ope-
ration of law, any disposition of the assets shall be in
accordance with the applicable provision of the Cor-
poration Code of the Philippines or any law that may
be effect at the time of dissolution.
Section 2.1
Section 2.2
Section 2.3
Section 2.4
ARTICLE 2 - MEMBERSHIP
Grades of Membership - The members of the Society
shall be designated as follows: (A) Honorary Member,
(B) Fellow, (C) Life Member, (D) Regular Member,
(E) Associate Member, (F) Student Member, and (G)
Institu tiona! Member.
Honorary Member - Any notable person of pre-
eminent professional distinction or any person who
has rendered Honorary Membership by a unanimous
decision of the Board of Directors.
Fellow - The highest National Award, may be con-
ferred by National Board of Directors, to an active
regular member of acknowledged eminence in the
mechanical engineering profession and has rendered
outstanding or eminent service to the profession,
Society, Community and Country. A regular mem ber
who has attained distinction in the arts relating to the
teaching of major courses in said arts and sciences,
or who by reason of invention, research, teaching,
design, original work, has made substanti~l. contri-
bution to said arts and sciences may be elIgIble for
election to the grade of Fellow by the National Board
of Directors.
Life Member - A Life Member shall be a regular
member who has paid the required fees in accordance
with Section 4.1 of this By-Laws.
Section 2.5
Section 2.6
Section 2.7
Section 2.8
Section 2.9
Regular Member; A Regular Member shall be at least
a registered mechanical engineer in good standing.
AssQciate Member. An Associate Member shall be a
graduate in mechanical engineering or Certified
Plant Mechanic who applied or took the Board
Examina tion.
Student Member; A Student Member shall be person
who is
at least a 3rd year student currently enrolled in
in mechanical engineering in an accredited school.
(As amended on November 28, 1991).
Institutional Member; An Institutional Member shall
be an institution such as school, supplier, manufac-
turer, engineering firms, consulting firm, con tractor,
whether it be a proprietorship, partnership or cor-
poration, which in the opinion of the Board of
Directors of the Society, could help in the attain-
ment of the Society's objectives.
Fellow and Honorary Member. Upon the recommen-
dation of the Awards and Recognition Committee
and upon unanimous approval of the Board of
Directors, the Society may confer Fellow Award
and/or, Honorary Membership to eligible persons
mention in Sec. 2.2 and Section 2.3 of this By-Laws.
Section 2.10 Admission to Membership. Applicants for admission
to the Society or for advancement in grade of mem-
berships, except such as are conferred as an honor,
shall make application in such from and with such in-
formation as shall be required by the Board of
Directors. Admission membership shall take effect
upon payment of the required fees.
Section 2.11 Rights and Privileges. All classes of membership shall
enjoy the rights and privileges of a regular member
and shall be personal except that of an institutional
member, which shall have a regular official represen-
tative or designated alternate. However, only Fellow,
Life Member and Regular Member may vote and
may hold elective offices.
Section 2.12 Voting Memhership. This shall consist of Fellow,
Life Members, Regular Members in good standing.
Section 2.13 Prohibition. No member shall misrepresent himselfl
herself in any manner in connection with the
Society in advertisement, letterhead or printed
matter.
Section 2.14 Emblem of Membership. This shall be sworn duly
by members in good standing.
Board of Directors may prescribe from time to time
and income obtained as an incident to its operation.
Section 3.2 Fees. Entrance fees and annual dues may be adjust-
ed by a majority vote of two-third (2/3) of the
members of the Board of Board in any regular
or special meeting of the Board in any regular or
special meeting of the Board, provided that, no
adjustment may be made more than once every two
years. (Refer to the Manual of Operation for the
Schedule of Fees).
Section 3.3 Collection. Entrance and annual dues shall be collec-
ted by chapters with 75% of the entrance fees and
25% of all annual membership dues to be remitted
to the Society, except in the case of Student Mem-
bers the fees shall be divided equally betweem the
Student Unit and Chapter.
ARTICLE 4 - LIFE MEMBERSHlP
Section 4.1 Life Membership shall be made available to regular
member for a one time fee of PI ,500.00 or for such
amount as prescribed by the Board of Directors,
provided that no adjustments in this fee may be
made more than once a year.
Section 3.1
ARTICLE 3 - FINANCE
Finances. The finances of the Society shall consist
of entrance fees, donations, contributions, special
assessments, which the general membership of
Section 4.2 Custody and Management of Life. Membership
Trust Fund shaH be entrusted to the Board of
Trustees whiCh shall be composed of fiv'e (5) mem-
bers; two (2) of whom shall among the Society's
Past Presidents nominated by the National Presi-
dent and approved by the National Board, two (2)
of whom shall be from the life members and the
Incumbent National President who shall serve as
Chairman. The tenure of office of the Quirman of
the Board of Trustees shall be co-terminus with his
term of office as President. However, he shall serve
for another two (2) years with the Board of Past
President member. One Past president member shall
serve for two (2) years and other president for one
year for the first three (3) years of existence of the
Board of Trustees. This succession shall be followed
thereafter unless an Incumbent President shall have
been reelected in which case he may retain the
original composition of the Past President members
or replace the one whose term has expired.
The other two members of the Board of Trustees
shan come from the life members who shall be ap-
pointed by the President subject to the approv.al
of the National Board. On the second year of eXIs-
tence of the Board of Trustees, there shall be ap-
pointed one, (1) new life member to replace one
after each member shall serve for the fun term of
two y~ars.
There shall be a Treasurer. a Secretary and all Audi-
tor who shall be elected from among the members
of the Board. Bank signatories shall be the Treasu-
rer Jlld either the Chairman or the Secretary.
In case of vacancy in the Board of Trustees, for
caused other than removal or expiration of term,
The same shall filled up by majority of the board if
still constituting a quorum at any regular or special
meeting only called for the purpose.
The Board of Trustees shall have full authority in
the management and disposition of Life Member-
ship Trust Fund. Except for investment in estab-
lished and financially sound commercial banks and
financial institu tions, all other shall be subject to
the approval of the Board of Directors.
Ten percent (10%) of the full payment of life
membership dues shall immediately be distributed
as fol1ows:
a. to the Society - 25%
b. to the Chapter - 75%
The remaining 90% shall be turned over to the
Custody of the Board of Trustees and shall form
part of the fund.
Twenty percentum (20%) of the earnings from
investment shaH be retained by the fund and the
balance shall be apportioned equally between
the Society and the Chapter to which the Life
Members belong and shall be remitted within
15 days from the end of each quarter.
The sharing of said earnings shall be made on equity
basis and that life membership payments received
shall be considered as paid on the first day of fol-
lowing month.
Life members are subject to the provision of Arti-
cles 9. Section 9.9 of the By-Laws of the Society.
ARTICLE 5 - BOARD OF DIRECTORS AND
OFFICERS
President-elect, with the approval of the Board may
designate an Auditor, PRO and such officers and
personnel as may deemed necessary subject to the
approval of the Board.
Section 5.4 Except for the position of President which shall be
filled up by the Executive Vice-President, any
vacancy in the Board which may exist by resigna-
tion or any other cause may be filled by the Board
for the unexpired telm only.
Section 5.1
Section 5.2
Section 5.3
The Society shall be governed by Board of Direct-
ors composed of 15 members who shall be elected
during the annual convention by the gener~l mem-
bership, provided that the ratio or proportIOn has
to be decided from time to time; provided further
that the apportionment of the numbers of directors
from each region shall be in proportion to the num-
ber of voting members in a region to be decided and
set by the National Board once every three years.
Past President of the Society shall be Ex-Officio
members of the Board with the immediate Past
President as a voting member of the Executive
Committee.
Immediately after their election, the Directors
shall elect from among themselves a President,
Executive Vice-President, Vice President for In-
ternal Affairs, Vice-for Chapter.s, Vice-President for
Technical Affairs, Secretary and Treasurer. The
Section 5.5 There shall be an Executive Committee composed
of the President, Executive Vice-President, Vice-
President for Internal Affair, Vice-President for
Chapters, Vice-President for Technical Affairs,
Secretary and Treasurer and the Immediate Past
National President.
The Executive Committee shall have the following
power and duties:
A. During intervals between meetings of the
Society's Board of Directors and subject to
such limitations as may be prescribed by the
Society or by resolution of the Society's Board
of Directors, the Executive Committee shall act
in behalf of the Board.
B. The Executive Committee shall meet at the call
of the National President, or on petition of at
least three (3) members thereof and all actions
taken thereof shall be subject to the ratification
of the Board of Directors.
C. Majority of the members shall constitute a
qourum.
ARTICLE 6 - DUTIES AND POWER OF THE OFFICERS
AND BOARD OF DIRECTORS
Section 6.1 The Board of Directors shall exercise all corpora-
te powers of the Society in accordance with law.
Section 6.2 The President, with the approval of the Board of
Directors, shall appoint the Chairman of the Stand-
ing and special committee so created, appoint an
Executive Secretary and External Auditor and other
personnel required and may confer upon them such
powers that may not be in conflict with the Articles
of Incorporation, By-Laws and rules of the Society.
Section 6.3 The President shall be the Chief Executive Officer
of Society and shall exercise the powers and dis-
charge such duties inherent to his office under the
law, and other as may be required by the Board of
Directors, the executive committee and the Society.
Section 6.4 The Executive Vice-President shall assist the Presi-
dent, supervise the Secretariat and coordinate with
Vice-President.
Section 6.5a. The Vice-President for Internal Affairs shall exer-
cise supervision over the following standing commit-
tees: Awards and Recognition, Publications Meet-
ings & Conference, Constitution and By-La~s, and
such other committees and function as may be
assigned.
Section 6.5b. The Vice-President for Chapter shall exercise over-
all supervision of all chapters of the Society thru
the ~egional Governor, He shall encourage mem-
bershIp growth and organization of more chapters.
The Membership Committee shall be under his
supervision.
Section 6.5c. The Vice-President for Technical Affairs shall have
overall responsibility of all technical affairs of the
Society and shall supervise the following standing
comm ittee of the Society; Professional Practice, Re-
search and Development, Code and Standards, Indus-
try, Technical, Contin uing Education and such other
committee and functions that may be assigned.
Section 6.6 The Secretary shall be in charge of all correspon-
dence, and records not pertaining to the office of
the Treasurer; he shall issue notice~: of meetings,
prepare the order of business thereof and the
minutes of the meetings of the Society and of the
Board of Directors; and shall perf 01111such other
duties as the Board of Directors may require him.
To prepare an updated list/roster of members
within the 1st sel11ester of each year.
Section 6.7 The Treasurer of the Society; shall collect through
chapter all the fees and dues front members and
deposit them in a bank that may be designated by
the Board of Directors; shall make such disburse-
ment as may be authorized by the Board or Exe-
cutive Committee and shall submit a cash position
as may be required of him.
Section 6.9 There shall be 4 Regional Governors representing
the National Capital Region, Luzon, Visayas and
Mindanao. The Regional Directors shall be elected l
by the Chapter Presidents of their authorized re-
presentative in their respective region during re-
gional conferences to serve the following year.
The Regional Governor shall supervise the chapter
within the region and shall report directly to the
VP-Chapters.
ARTICLE 7 - MEETING
Section 7.1 There shall be an manual general membership meet-
ing of the Society which shall be held during the
month of October, at a place and date to be de-
cided by the Board of Directors.
Section 7.2 The agenda of the Annual General Membersil ip
meeting shall include the following items:
a. Call t (' orner
b. Reading of tile minutes of previous year's meet-
ing
c. Report of the Treasurer
d. Report of the President
e. Election of Officers and Directors
f. Report of the Commission on Elections
Section 7.3 There shall be as many regular meetings of the
Board of Directors as there are regional subdivision
of the Society, provided, that one regular meeting
of the Board of Directors shall coincide with the
Annual National Convention and another one with
the induction of the Officers and Directors for the
following year. Special meetings may be called by
the President at his disrection or upon request of
at least six (6) members of the Board. Eight mem-
bers present shall constitute qourum.
Section 7.4 Special meetings of the Society may be called upon
at least thirty members of the Society. On such
special meeting no other business than those for
which the meeting has been called for may be taken
up and acted upon.
Section 7.5 In any national, regional and special membership
meeting of the Society, fifty members present shall
constitute a quorum. Resolutions taken up ap-
proved during Regional and Special meetings shall
be subject to final approval in the annual general
membership meeting.
Section 7.6 The notice for any meeting of the Society, shall be
mailed to all members not less than three weeks
before the date at which the meeting is held. For
Board meetings, notice to every member of the
Board shaIl be sent not less than one week before
the date which the meeting is to be held. Provided,
that the period of notice may be waived in case
every member of the Board has been notified in
some other way and no objection is raised without
the one week period of notice.
ARTICLE 8 - ELECTION
Section 8. I There shall be a yearly election during the Society's
annual convention for the Board of Directors from
duly certified nominees whose qualifications shall
be at least that of a regular member, in good stand-
ing and must have served the Chapter for at least
one year occupying a position not lower than a
committee chairman of the standing committee.
Section 8.2 There shall be a yearly election during the Society's
annual regional conference for each region for one
Regional Governor elected by the Chapter presi
dents or authorized represen tative within said re-
gio., whose qualification shall be at least that of a
regular member in good standing.
Section 8.3 Three months before the annual convention, the
President subject to the approval of the Board shall
appoint a Nominations Committee, consisting
five (5) members from among fellows and/or
Past Presidents of the Society. It shall screen and
select from among the nominees proposed by the
chapters and members and in case where the num-
ber of nominees from the chapter may be less than
the 25 candidates in proportion to that allocated
to the various regions per Sec. 5. I Art. 5, shall fill
in such deficiency by their nomination. The Nomi-
nations Committee shall obtain from the nominees
a written commitment of their acceptance to serve
as Director in case of their being elected.
Section 8.4 There shall be a Commission on Election composed
of three members who shaIlbe appointed by the
President from among FeIlows and/or Past Presi-
dent, subject to the approval of the Board, provided
that the first compsotion of the Comelec shall com-
pose of one member to serve for one year as Chair
man, one for two years and one for three years
terms; thereafter, each member so appointed shaIl
serve for three years with the most senior mem-
ber to serve as Chairman. Any vacancies in said
Committee shall be filled for the unexpired term
only.
Section 8.5 The Comelec shall promulgate such rules and re-
gulations governing all conduct of the elections
subject to the approval of the Board and decide on
any and all protest pertinent to such election, and
whose decision in such matters shall be final. The
Comelec shall designate a board of canvassers to
canvass valid votes. Each candidate may appoint an
official watcher.
Section 8.6
Section 8.7
Section 8.8
Section 8.9
Section 8.10
The Nominations Committee shall submit to the
Commission on Elections not later than 45 days
prior to the annual election, the list of all qualified
official nominees for Directors, allocated for each
region in accordance to Section 5.1 Art. 5. No
other nominations shall be considered.
The Commission on Election shall prepare an of-
ficial ballot and list of all the official nominees
provided by the Nomination Committee, enumera-
ting for each nominee their brief pertinent data
grouped into each of the regions in accordance
to Sec. 5.1 Art. 5. arranged in alphabetical order.
Balle-ts and nominees data will be mailed not later
than September 4.
Only members who are in good standing shall be
entitled to vote. Each member so qualified to vote
shall cast one vote each for 15 no more no less,
candidates for Directors listed in official ballot.
otherwise such ballot will be declared null and
void.
Ballots may be cast either by mail or person, in the
prescribed time and date at a place of the annual
election shall be considered val id.
The candidates receiving the highest number of
votes for the number of directors a1looated for each
region as stipulated in Sec. 5J Art. 5 shall be dec-
lared as the elected director's representing such re-
gion. In case of tie between two or more candi
dates for the allocated number of directors, the
directors-elect shall vote on the candidate to be dec-
lared the winner.
Section 8.12 There shall be no limitation of term for all standing
committees except for the Chairmanship of Com-
mittee on Election and Nomination, but suoh limi-
tation is only for a period of ten years and that no
elective officer or director may be elected for more
than three (3) consecutive years.
ARTICLE 9 - ADMISSION AND EXPULSION OF MEMBERS
Section 9,1 An applicant for membership in the Society shall
file an application in prescribed form with any of
its chapters,
Section 9,2 The certificate of membership shall be signed by the
National President and the National Secretary.
Section 9.3 Any member of the Society may resign his memo
bership upon written notice to the Society.
Section 9.4 Any member who has failed to pay his dues in
accordance with the rules of the Manual Operation
may be suspended.
Section 9.5 Any member may me through the Chapter a written
complaint under oath, against any member for acts
inimical to the Society and the profession subject
to the provision of the Manual of Operation.
ARTICLE 10 - COMMITTEES
Section 10.1 The Society shall have the following standing com-
mittees and the office to which they report:
1. Planning Organization & Development - Pre-
sident
2. External Affairs - Executive Vice-President
3. Membership & Chapter Formation - Vice-
President, for Chapter
4. Awards & Recognition - Vice-President for
Internal Affairs
5. Publication - Vice-President for Internal
Affair
6. Meetings & Conferences - Vice-President for
Internal Affairs
7. Consitution & By-Laws - Vice-President for
Internal Affairs
8. Professional Practice - Vice-President for
Internal Affairs
9. Research & Development - Vice-President for
Technical Affairs
10. Industry - Vice-President for Technical Affairs
11. Codes and Standards - Vice-President for
"1 echnical Affairs
12. Finance - Treasurer
13. Seminar * Continuing Education - Vice-Presi-
dent for Technical Affairs
Section 10.2 The President, with the approval of the Board may
appoint special committees for special assignments.
Section 10.3 The Standing Committees shall have the following.
functions:
a. Planning, Organization & Development: Res-
ponsible for ensuring that the Society has long
range plans and objectives, that it is properly
organized and manned to service current and
futUre needs of membership and to determine
how the objectives are being met.
b. External Affairs: Handle all external affairs of
Society, including representation with other
societies and with government.
c. Membership and Chapter Formation; on Res-
ponsible for admission and expulsion of mem-
bers and for promotion of membership in the
Society and chapter formation.
d. Awards & Recognition: Responsible for recom-
mending to the Board those who should be re-
cognized as Fellow and those to be given special
awards.
e. Publications: Responsible for publications of
technical, journals, newsletters and other
publication.
f. Meetings & Conferences: Responsible for coor-
dinating the annual convention and other meet-
ings and conference.
I
g. Constitution and by- Laws: Responsible for upda-
ting the Society's Article of Incorporations
and By-Laws.
h. Professional Practice: Responsible for all mat-
ters connected with the practice of mechanical
enginedring and compliance with the laws
and ethics pertaining thereof, including im-
provement of the status of .nechanical engi-
neers and maintaining high level of ethical
practice.
i. Research & Development: Responsible for re-
search and development activities of the
Society.
j. Codes and Standards: Responsible for the
establishment and updating of M.E. Code and
Standards.
k. Industry: Responsible for matters affecting
industry in general and sections of the industry
in particular
I. Finance: Responsible for budgets, and fund
raising activities.
m. Seminar: and Continuing Education: Responsi-
ble for organizing seminar and other continuing
education activities.
ARTICLE 11 - CHAPTERS
Section 11.1 The primary functions of Chapter shall be to or-
ganize the profession in their respective regions, to
unite them into a common understanding of the
problems and activities related to the profession, to
carry out more effectively the share of responsibi-
lity of mechanical engineers in the national econo-
mic development of the Republic and promote a
standard of high professional ethics among mem-
bers.
Section 11.2 Chapters and/or units may be formed in a city
town, province or region by minimum of 30 mecha-
nical engineers upon the recommendation of the
Regional Governor upon recommendation to Vice-
President for Chapters and subject to the approval
of the Board. Student chapters may be formed in
accredited engineering schools.
Section 11.3 There shall be yearly election before the Society's
annual Convention for the Board of Directors of
which composition shall not be less than 5 nor more
than 15 Directors. The procedure and rules govern-
ing the election shall follow those in Article 8, ex-
cept that references pertaining to the Society shall
refer to the chapters.
Section 11.4 Immediately after their election, the directors
shall elect from among themselves a President,
Vice-President, Secretary and Trea~urer, The Presi-
m. Seminar: and Continuing Education: Responsi-
ble for organizing seminar and other continuing
education activities.
g.
h.
i.
j.
k.
1.
Constitution and by- Laws: Responsible for upda-
ting the Society's Article of Incorporations
and By-Laws.
Professional Practice: Responsible for all mat-
ters connected with the practice of mechanical
enginedring and compliance with the laws
and ethics pertaining thereof, including im-
provement of the status of .nechanical engi-
neers and maintaining high level of ethical
practice.
Research & Development: Responsible for re-
search and development activities of the
Society.
Codes and Standards: Responsible for the
establishment and updating of M.E. Code and
Standards.
Industry: Responsible for matters affecting
industry in general and sections of the industry
in particular
Finance: Responsible for budgets, and fund
raising activities.
ARTICLE 11 - CHAPTERS
Section 11.1 The primary functions of Chapter shall be to or-
ganize the profession in their respective regions, to
unite them into a common understanding of the
problems and activities related to the profession, to
carry out more effectively the share of responsibi-
lity of mechanical engineers in the national econo-
mic development of the Republic and promote a
standard of high professional ethics among mem-
bers.
Section 11.2 Chapters and/or units may be formed in a city
town, province or region by minimum of 30 mecha-
nical engineers upon the recommendation of the
Regional Governor upon recommendation to Vice-
President for Chapters and subject to the approval
of the Board. Student chapters may be formed in
accredited engineering schools.
Section 11.3 There shall be yearly election before the Society's
annual Convention for the Board of Directors of
which composition shall not be less than 5 nor more
than 15 Directors. The procedure and rules govern-
ing the election shall follow those in Article 8, ex-
cept that references pertaining to the Society shall
refer to the chapters.
Section 11.4 Immediately after their election, the directors
shall elect from among themselves a President,
Vice-President, Secretary and Trea!>urer, The Presi-
dent-elect, with the approval of the Board of Direc-
tors shall appoint other officers and personnel
required by a chapter.
Section 11.5 The elected members of the Board and officers shall
hold office for one year starting from January 1 to
Decem ber 31 or until their successors are fully
elected and qualified.
Section 11.6 The Chapter shall have the standing Committee as
required:
1. Planning, Organization and Development
2. External Affairs
3. Membership
4. Awards and Recognition
5. Publication
6. Professional Practice
7. Codes and Standards
8. Industry
9. Finance
10. Seminar and Continuing Professionl Education
Section 11.7 Chapter shall hold at least semi-annual meetings for
members and monthly meetings for the Board of
Directors.
Section 11.8 The Chapter shall maintain a roll of members and
shall submit a copy within 3rd Quarter of every year
to the Society.
Section 11.9 The Chapter shall possess a freedom of action- in
the matter of its activities, in so far as these do not
conflict with the policies and by-laws of the Society.
However, for resolution pertaining to project that
may appear a duplication of National project or that
might effect the Society's activities, the chapter
shall request clearance or approval from the
National Board thru the Regional Governor prior to
implementation.
Section 10.10 The Chapters shall be under the direct supervision
of the Regional Governor covering their region.
Section 11.11 The Chapter may charge additional fee of five
pesos (P5.00) per month per member for the ex-
penses of the Chapter. No dues shall be remitted to
the Society.
ARTICLE 12 - MANUAL OF OPERATION
Section 12.1 There shall be Manual of Operation of the orga-
nization, the purpose of which is to institute rules
governing the organization and the conduct of its
business.
The Board of Directors may make necessary amend-
ments, provided that it should not be made effective
during their term.
Section 12.2 The Manual of Operation shall provide disciplinary
measure for any violation of its operation and by-
laws.
ARTICLE 13 - PROF ESSIONAL PRACTICE
Section 13.1 All members of the Society shall be required to
subscribe to and strictly follow in their practice,
the revised Code of Ethics for Mechanical Engineers
as approved by the Board of Mechanical Engineer-
ing, Professional Regulation Commission.
ARTICLE 14 - AMENDMENTS
Section 14.1 Proposal to amend the Articles of Incorporation or
By-Laws prior to annual national convention shall
be made in writing by any Chapter or by resolution
of the Board of Directors. These proposals should
be submitted to the Committee on Consitution
and By-Laws for review and consolidation and
thereafter for approval of the Board in any regular
or special Board meeting called for the purpose.
Amendment to any provision of the by-laws shall be
through a referendum by the majority of the
general membership.
Section 14.2 The amendments to these By-Laws shall take effect
after submission to and approval by the SEe.
Section 14.3 Any article or section of the by-laws that will be
voided shall not invalidate the whole by-laws.
ARTICLE 15 - REMOVAL FROM OFFICE
Section 15.1 Any director or officer of the Society of any
chapter may be removed from office for reasons
of violation of Article of Incorporation and By-
Laws inability to perform the duties of his office.
Conviction in case involving moral turpitude or
conduct inimical to the interest of the Society.
Three-fourth vote of the total membership of the'
Board will decide the case for removal. Decisions
of the chapter's Board will appealable to the
Society's Board.
Section 15.2 Any appointed officer or member to any office may
be removed by the appointing officer of Board for
cause.
ARTICLE 16 -- CORPORATE SEAL/FISCAL YEAR
Section 16.1 The corporate seal of the Society shall bear the
Philippine Society of Mechnical Engineers, Inc. and
the year of the incorporation. The seal shall be un-
der the custody of the Secretary.
Section 16.2 The corporate emblem and banner shall be that as
described in the Manual of Operation.
Section 16.3 The fiscal year shall be the calendar year.
APPENDIX
PSME CHAPTERS
Academe Chapter
Agusan Chapter
Albay-Legaspi Chapter
Aldan Chapter
Baguio-Benguet Chapter
Bataan Chapter
Batangas Chapter
Bogo-Medellin Chapter
Bohol Chapter
Cagayan de Oro Chapter
Camarines Sur-Naga Chapter
Capiz Chapter
Cebu Chapter
Cotabato Chapter
Davao Chapter
General Santos Chapter
Iligan Bay Chapter
Iloilo Chapter
Isabel Chapter
La Union Chapter
Lake Lanao Chapter
Mandaue Chapter
Lapu- Lapu Chapter
Marinduque Chapter
Masbate Chapter
Metro Tac10ban Chapter
Negros Occidental Chapter
Negros Oriental Chapter
Northern Samar Chapter
Olongapo Chapter
Ormoc Chapter
Pampanga Chapter
Pangasinan Chapter
Panguil-Bay Chapter
Polomolok Chapter
Q.B.L. Chapter
Southern Negros Chapter
Surigao Chapter
Toledo Chapter
Zambales Chapter
Zambasul Chapter
Iligan Bay West Chapter
Balara Chapter
Hotel Engineers Chapter
Kalmana Chapter
Manila (Host) Chapter
Marikina Chapter
Quezon City Chapter
Pasig Chapter
Makati Chapter
Saudi Arabia Chapter
Semirara Chapter
Sultan Kudarat Chapter
Allah Valley Chapter
Bukidnon Chapter
South Cotabato ~hapter
Surigao del Norte Chapter
Surigao del Sur Chapter
Zamboanga del Sur Chapter
MISSION STATEMENT
We are mechanical engineers in the Philippines
commi tted to:
COMMITTEE ON BY-LAWS
1991
maintain the integrity of the profession;
promote excellence in the practice of the profession;
uplift the profession;
contribute to the enhancement of science and
technology and economic growth of the country;
promote fellowship and cooperation among mecha-
nical engineers; and instill nationalism among mem-
bers.
PSME THROUGH THE YEARS
The contributions of the PSME to the continued
growth of the mechanical engineering profession and
technological advancement in the country have made
lasting marks as could be seen from the recognition
accorded by both the public and private sectors.
Chairman
Members
Chairman
Members
ARNALDO P. BALDONADO
EDUARDO P. MENCIAS
ANTONIO RO. HERRERA
1992
ARNALDO P. BALDONADO
JULIO F. ABARQUEZ
DANILO Q. BULANADI
CREED OF THE PSME
WE, THE MECHANICAL ENGINEERS OF THE PHILIPPINES
CONSCIOUS OF OUR RESPONSIBILITIES TO GOD, OUR
COUNTRY AND FELLOWMEN
AFFIRMING OUR ADHERENCE TO THE CODE OF ETHICS
FOR MECHANICAL ENGINEERS
DESIROUS IN PARTICIPATING AND CONTRIBl)TING IN THE
SOCIAL, ECONOMIC AND INDUSTRIAL' GROWTH OF
COUR COUNTRY (
DETERMINED TO SUPPORT ONE ORGANIZATION THAT
SHALL EMBRACE THE MECHANICAL ENFINEERING
PROFESSION
HAVE RESOLVED TO UNITE TO ACCOMPLISH THESE AIMS
BY CONSTITUTING A NATIONAL ORGANIZATION OF
MECHANICAL ENGINEERS.