CONSTITUTION

Article 1. Name of the Society is the "Society of Actuaries of Thailand"

Article 2. The place of business of the Society is "No. 36/1, Soi Sapanku, Rama 4 Road, Bangkok 10120" or any such address as may subsequently be decided upon by the Board of Directors' and registered with the Registrar of Associations.

Article 3. Mission and Objectives of the Society are:

3.1

To set, promote and uphold the highest professional standards among members.

3.2

To set and uphold code of professional conduct among members.

3.3

Promote the study, discussion, research into the application of economic, financial and statistical principles to practical problems, to practical problems, the actuarial, economic and allied aspects of life assurance, non-life insurance, employee retirement benefits, finance and investment.

3.4

To assist, recommend and render actuarial expertise or opinions to students, general public, private and government agencies.

3.5

To act as a center for exchange of information and knowledge among members.

3.6

To coordinate programs and facilities for the continuing education and professional development of members.

3.7

To foster and encourage social relationship among members, promote unity among members.

3.8

Contact and cooperate with domestic and foreign academies and organizations in promoting or undertaking activities related to the objectives of the Society.

3.9

Unrelated and uninvolved with politics.

Article 4. Members may be admitted into the Society in one of the 6 categories:

4.1

Fellow member

4.2

Associate members

4.3

Ordinary members

4.4

Institution members

4.5

Honorary members

4.6

Fellow Honorary members

4.7

Student members

Members qualifying as Fellow Members under transfer clause 4.5 a. must possess full qualification as designated for Fellow members under this Article of Association by the year 2017 and if they do not have the full qualification requirement for Fellow member at the end of the period their membership category will be adjusted with as the Board of directors see fit.

All existing members will be converted to the membership categories as set forth in this Articles of Association as follows:

1. Fellow ordinary members to Fellow members
2. Other ordinary members, extra-ordinary members, special members to Ordinary members
3. Company members to Institution members
4. Honorary members to Honorary members
   
   

Members qualifying as Fellow Members under transfer clause 4.5 a. must possess full qualification as designated for Fellow members under this Article of Association by the year 2017 and if they do not have the full qualification requirement for Fellow member at the end of the period their membership category will be adjusted to be in accordance with the qualifications that they have at that time.

Article 5. Recognized Actuarial Associations
The Society recognizes the following actuarial associations principally for the purpose of admission into the Society of Actuaries of Thailand:

5.1

Institute and Faculty of Actuaries, UK

5.2

Society of Actuaries, United States of America

5.3

Institute of Actuaries of Australia

5.4

Canadian Institute of Actuaries

5.5

Casualty Actuarial Society, United States of America

The Board of Directors may consider and present for admission other actuarial associations as Recognized Actuarial Associations under these Articles of Association, provided that such actuarial associations are full members of the International Actuarial Association (IAA) and which the Board has determined as possessing the appropriate qualification requirements, professional standards, code of professional conduct and disciplinary process and such association must receive approval at the General Meeting of the Society of Actuaries of Thailand.

Article 6. General criteria for admission to the Society

6.1

At least 18 years of age.

6.2

Recommended by 2 members of the Society who are Fellow, Associate only. Except for student members, who must be certified by a teacher at the institution where they are studying.

6.3

Possess full qualifications as designated for each category of membership by the Society of Actuaries of Thailand.

6.4

Approved by a resolution of meeting of the Board of Directors.

6.5

Membership fees duly paid.

Article 7. Qualifications of Fellow Members

7.1

The person is a Fellow of one of the Recognized Actuarial Associations under the provision in Article 5 of Chapter 2 of Articles of Association; and

7.2

Pass examination or training in courses or subjects prescribed by the Board of Directors.

Article 8. Qualifications of Associate Members

8.1

The person is an Associate of one of the Recognized Actuarial Associations under the provision in Article 5 of Chapter 2 of Articles of Association; or

8.2

The person has completed a degree in actuarial science from education institutions approved by IAA for such degrees or programs and such institutes must be approved by the Board of Directors.

Article 9. Qualifications of Ordinary Members

9.1

The person has passed certain examination of Recognized Actuarial Associations in Article 5 of Chapter 2 of this Articles of Association; or

9.2

The person performs duties in connection with actuarial science.

Article 10. Qualifications of Honorary Members and Fellow Honorary Members

10.1

A person deemed by the Board of Directors to possess the appropriate qualification as an Honorary member with the votes of not less than three fourth of the directors present at the meeting.

In addition, general criteria under Article 6.1 and Article 6.2 shall not apply to qualification of Honorary Members and Fellow Honorary Members.

Article 11. Qualifications of Institution Members

11.1

A juristic person whose business relates to actuarial science; or

11.2

A juristic person that supports the activities of the association. However, the general criteria, Sections 6.1 and 6.2 do not have to be applied to the qualifications of institutional members..

Article 12. Qualifications of Student Members

Article 13. The Board of Directors is authorized to adjust annual membership fees as it deems appropriate. The Secretary of the Society shall inform the members of any changes in membership fees.

1. FELLOW MEMBER THB 7000 / ANNUM
2. ASSOCIATE MEMBER THB 1000 / ANNUM
3. ORDINARY MEMBER THB 1000 / ANNUM
4. INSTITUTION MEMBER THB 10000 / ANNUM
5. HONORARY MEMBER THB NIL / ANNUM
6. FELLOW HONORARY THB NIL / ANNUM
7. STUDENT MEMBER THB 500 /ANNUM

Anyone wishing to become a member in Fellow class must pay an entrance fee of 10,000 Baht unless that person has been a member in any class for at least two consecutive years.

The aforementioned fee has not yet included VAT.

The Board may consider to adjust the Association’s annual membership fee as appropriate and propose to the Annual General Meeting for approval to amend the constitution regarding the membership fees. After the amendment has been registered, the Secretary of the Association must inform the members accordingly.

Article 14. Annual membership fee is due and payable in the month of January each year. It is the duty of the Secretary of the Society to inform members of any membership fees that become overdue.

Article 15. The members are entitled to use the premise, club and other facilities of the Association in compliance with rules prescribed by the Board of Directors.

Article 16. Members may present their ideas or express their opinions in connection with the Society's activities and shall submit it to the Board of Directors in writing. Should the decision of the Board of Directors be unsatisfactory, the member may propose such ideas or opinions to the next general meeting for its consideration by submitting a letter to the Secretary not less than 10 days before the date of meeting.

Article 17. Fellow, Associate and Ordinary members are entitled to attend. However, Fellow, Associate members only vote on resolutions in the general meeting or extraordinary meeting of the Society.

Article 18. All members must accept and perform actuarial works in compliance with professional standards and code of professional conduct as prescribed by the Board of Directors and all members must also agree to accept disciplinary measures prescribed by the code of professional conduct or by the Board of Directors.

Article 19. Membership ceases when a member:

19.1

Dies.

19.2

Resigns.

19.3

Is terminated from the member register as under Article 21.

19.4

Fails to pay membership fee by 31 March.

Article 20 Any member wishing to resign shall notify the Secretary of the Society in writing. The Secretary shall inform the same to the Board of Directors.

Article 21. The Board of Directors may order the termination of member from the Society member register if such member:

21.1

Commits an offence to the extent that he/she is imprisoned by the court's order, except petty offence and offence from negligence.

21.2

Conducts himself/herself in the way that causes damage to the Society.

21.3

Fails to perform their work in compliance with professional standards and code of professional conduct of the Society of Actuaries of Thailand.

21.4

Has been penalized by the regulator in relation to actuarial practices.

Termination of member from Society member register shall require the votes of two third of existing board directors of the Society at such time.

Article 22. Each and every of the Society's directors shall be a person whose domicile is in Thailand or a person who has employment contract to work in Thailand with the remaining term of not less than 2 years from the date being appointed as a director.

Article 23. The General Meeting shall elect 1 Fellow member as a President of the Society. Those who apply or are nominated to be elected as the President of the Association shall be recommended by 2 Fellow members or Associate members. The candidates nominated for Presidency must be present at the General Meeting or if they are absent a letter consenting to perform such duty, in case of being elected is required.

Article 24. The Board of Directors of the Society shall consist of not less than 8 persons selected by the President of the Society and appointed from members of the Fellow member, not less than half, the rest to be selected from Associate member, Ordinary member, Honorary member or Fellow Honorary members.

Article 25. The President of the Society shall appoint executive officers from among the Board of Directors comprising of 3 Vice-President, 1 Secretary, 1 Treasurer and other positions as the President deems appropriate.

Article 26. The president of the association and directors of the association vacate their positions when

In the case where the president of the association or a director of the association wishes to resign from his position, he or she must submit a resignation letter to the association. Resignation is effective from the moment the resignation letter reaches the association. or as specified in the resignation letter.

In the event that the position of president of the association becomes vacant before the end of the term The vice-president of the association whose name appears in the certificate of registration of the association's directors who is second in rank to the president of the association shall act on his behalf. By having the same powers and duties as the president of the association. If the position of Vice President of the Association who performs duties in place of the President of the Association becomes vacant again. The vice-president of the association whose name appears in the certificate of registration of the association's directors next in rank shall perform the duties on his behalf. with the same powers and duties.

If the position of director of the association is vacant before the end of the term and the remaining directors are less than 8 people, the president of the association or the vice-president of the association who performs duties on his behalf shall appoint replacement directors. According to the criteria set forth in Articles 24 and 25 of the regulations and the replacing director shall hold office for the remaining term of the director he or she replaces.

If the number of directors is reduced to less than 8 people and the remaining term of the association's committee is less than 120 days, the remaining committee will continue to perform its duties without having to appoint a replacement committee member, as determined by the association's president or vice-president. The association acting on his behalf will deem it appropriate..

Article 27. It is the power of the Board of Directors to consider and appoint Advisors who are suitable for the position in any number deemed appropriate. Resolutions of the Board of Directors in appointing the Society's Advisors shall require the votes of two third of the number of then remaining number of directors. The Advisors of the Society are not entitled to vote and their office term shall be the same duration as the Board of Directors appointing them.

Article 28. The Board of Directors has authority and duty to undertake activities in compliance with the objectives of the Society and is also empowered to issue regulations of the Society.

Article 29. The office term of the Board of Directors is 2 years beginning on April 1.

Article 30. The President of the Society has powers and duties to undertake activities in compliance with this Articles of Association, regulations and resolutions of the Board of Directors and is also empowered to supervise the Society's officers. The President of the Society has duty to appoint, dismiss, compensate, reward for a long service and punish the Society'.

Article 31. In the Board of Directors meeting of the Society, the quorum shall consist of not less than one half of the directors present at the meeting. The resolutions must be adopted by the majority votes, unless otherwise prescribed. In case of equality of votes, the chairperson presiding over the meeting is entitled to a second vote as a casting vote.

Article 32. The Board of Directors meeting can be held by Electronic mail (e-mail). Voting shall be conducted by return e-mail as the evidence. Article 30 shall apply mutatis mutandis to counting of votes.

Article 33. It is the Board of Directors' authority to consider and appoint suitable persons to be chairperson and members of subcommittees to study, research or perform the works in any certain field or several fields or investigate in respect of member's ethics, professional standards and code of professional conduct in performing actuarial works and propose the opinion to the Board of Directors of the Society for its consideration.

In addition, the number of each subcommittee's members shall be as the Board of Directors deems appropriate and their office term shall be the same duration as the Board of Directors appointing them.

Article 34. The Board of Directors has duty and responsibility to make available:

34.1

Accounts showing the amount of money received and expended by the Society and the reason for receiving and expending money by item.

34.2

Accounts showing assets and liabilities of the Society.

Article 35. The Treasurer of the Society has duty to receive and pay money and to prepare and maintain accounts with vouchers and documents evidencing receipt and payment of money. The President of the Society or assigned persons and the Treasurer of the Society shall jointly sign checks for payment of Society's obligations. For all funds received, the Treasurer or assigned persons shall issue receipts of the Society as evidence. Each payment of the Society shall be accompanied by a voucher indicating entries and amounts and it must be approved by the President of the Society or assigned persons.

Article 36. Purchasing or disposing of the Society's assets shall be subject to the Board of Directors' resolution.

Article 37. The last date of fiscal year of the Society is 31 December.

Article 38. The General Meeting shall elect an auditor of the Society and also fix his/her remuneration. In case the office of auditor is vacated during the year, the Board of Directors shall convene an extraordinary meeting in order to elect a new auditor.

Article 47. In any type of meeting, the Secretary of the Society shall be the Secretary of the meeting by ex officio. The Secretary has duty to be responsible for arranging agenda of meetings, recording minutes of meetings and keeping them as evidences. Where the Secretary is unable to do so, the President of the Society or other person who chairs such meeting shall elect any one of directors to execute the duties instead of the Secretary.

Article 48. Where the Society is dissolved in compliance with the law and there are assets left, they shall become that of the Society or juristic person with the same objectives or similar objectives to those of the Society. In this regard, the general meeting shall consider and pass a resolution in connection thereto.