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CONSTITUTION OF

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AGORO DEVELOPMENT ASSOCIATION

DRAWN BY:

JUDE OGIKP.O. BOX 58KITGUM'.TEL: 077-467826.

-CONSTITuTION

ARTICLE: I

(a) A progressive CONMMUNITY BASED Organisation is hereby formed, to be called AGOROCOMMUNITY DEVELOPMENT ASSOCIATION. Herein after referred to as the" Association".

(b) The Association neither has Political nor Religious affiliations.

ARTTICLE: II

AIMS AND OBJECTIVES:

The aims and objectives of the Association shall be: -(a) In line with the Government policy frame work in social and economic fields;

(b) To unite all persons hailing from Agoro;

(c) Providing a voice for the oppressed and disadvantaged groups in the Conununity. (E.g. Deprivedorphans and disabled persons) in an effort to lobby support for alleviating their plight or improvingtheir situation;

(d) To carry out activities .10 educate the community on relevant social and economic issues such ashuman rights, health, and to carry out Construction of Schools, roads and Social centres;

(e) To cater for the welfare of all the members of Agoro conununity development Association;

(f) To acquire freehold or leasehold land, Office premises, or any other property or right in anyproperty which may be necessary for carrying out any of the Association activities;"

(g) Organizing the conununity, to participate in planning for development;

(h) To monitor leaders with an aims of exposing bad leadership and management within the AgemConununity;

(i) To obtain loans from banks, financial institutions and financial assistance from donors and NGOs-make the same available to members in form of revolving fund for development activities;

(j) To guarantee and secure the payment of any money borrowed, raised, or owing by mortgage, chargeor lien upon the whole of any part of the association's property or assets, and to secure theperformance by the Association of any obligation or liability it may under take;

(k) To co-operate with other associations for the purpose of development of Agoro conununity;

(1). ~

Sharing and exchange of information with other Associations, NGOs and International Humanitarianagencies on issues of rights of women and children;

(m) Mobilizing the conununity to come to the aid of the most needy persons during natural calamities anddisasters whilst drawing the attention of the relevant authorities to their plight;

(n) Exercising and promoting the culture of tolerance and providing a voice of reason in the conununity,and participating in peaceful resolutions of conflict;

(0) To c~ out all lawful activities that promotes development within the Agoro community;

ARTICLE ill:

3.0HEADQUATERS OF THE ASSOCIATION. Saveas otherwise determined by the Board of Trustees the headquarters of the Association shall be in Kitgumtown.

3.1STATION OF OPERATIONThe Association shall mainly operate within Kitgum district but shall operate in other places outsideKitgum district as and when the need arises.

ARTICLE IV:

4.0MEMBERSHIPMembership of the Association shall be offour categories:

(a) FULL MEMBERSHIP.

Shall be open to all sympathizers of the Association and such other individuals who are interested inalleviating social problems of the Agoro community.

(b) AFFLIATE MEMBERSHIP

Shall be open to all properly registered Associations and voluntary social agencies engaged in alleviatingsocial problems in Kitgum district and Uganda.

(c) ASSOCIATE MEMBERSHIP"-

Shall be open to all individuals, Association and voluntary social agencies in or outside the country.

(d) HONORARY MEMBERSHIP.

Shall be composed of founder members of the Association, and restricted to individuals with outstandingcontributions to the Association, such persons shall be nominated by the executive committee and ratifiedby the board of Trustees.

4.1. RIGHTS AND OBLIGATIONS.

(a) Full Members shall:-

i)ii)iii)

iv)v)vi).vii)viii)

ix)x)

Participate fully in the proceedings and activities of the Association;Elect or be elected to any organ of the Association;Make use of the facilities of the Association as shall be prescribed from time to time by theexecutive committeeExpress their opinions in any proper manner;Meet their financial obligations as shall be determined from time to time by the board of Trustees;Be elected or nominated as representative in any of the Association's understandings;Be registered in the register of the AssociationDemand that those elected in position of responsibility, report back to the community and givegood reasons for all their actions, decisions and activities.Be tolerant and accept other people's divergent views.Vote out corrupt people before the end of their term of office

(b) ASSOCIATE MEMBERSHIP.

Associate members shall: -

i)ii)ill)

Participate fully in the proceeding and activities of the Association, and shall have voting rights;Express their opinions in any appropriate manner;Meet their financial obligations to the Association as shall be determined from time to time by theBoard of Trustees;Abide by the letter and spirit of this constitution.iv)

4.3 WITHDRAWAL OF MEMBERSHIP.

(a) The Association may by a resolution of the Board of Trustees require a member to temporally orpermanently withdraw from membership, if the conduct of such a member damages the dignity andreputation of the Association, and lor deemed adverse to the smooth running of the Association;

(b) A member who fails to meet hislhersl its financial obligation one-year after it is due, shall have hismembership terminated and hislhersl its name struck of the register of the members of the Association.The executive committee shall have powers to reinstate such a one on payment of the outstandingdues;

(c) A member may resign after giving a one month written notice to the chairman of the executivecommittee~

(d) Save as otherwise stated in this constitution, all members whose membership is terminated shall havethe right to appeal in the Board of Trustees meeting through the standing committee on discipline andarbitration.

ARTICLE V:

5.0 ORGANIZTION STRUCTURE OF AGORO COMMUNITY DEVELOPMENT ASSOCIATION

The organs of Agoro CommunityDevelopment Association shall be as follows:

1- The Executive Committee2- The Board of Trustees.3- Disciplinary and Arbitration Committee.

THEEXECU~CO~EK

5.1 (a) The Executive Committee shall be composed of the: -

(i)(ii)(iii)(iv)(v)

ChairmanVice- ChairmanSecretaryVice- SecretaryTreasurer

(b) Function and powers of the Executive Committee shall be: -(i)

(ii)

Bear collective responsibility on all matters discussed and agreed upon

Be responsible for the day to day running of the Association;

(ill) Implement the decision of the Board of trustees;

(iv)

(v)

(vi)

Determine the number of representatives to any function of the Association;

Co-ordinate and control the action of all lower organs of the Association;

Have powers to call emergency meetings of the Board of Trustees;

(vii) Have powers to co-opt any person that may be required for specific purposes;

(viii) Have the power to dismiss any member who will be working, has worked and will workagainst the aims and objectives of this Association

(c) The Chairman shall: -

(i) Be the executive head of the Association;

(H))(lll

Be an ex-officio member of all committees of the Association;Preside over meetings of the Association at any level except the Disciplinary andArbitration meetings;

(iv) Have a casting vote during Executive meetings ;

(v) Be a signatory to financial transaction of the Association at any level;

(vi) Have power to make emergency decision on behalf of the Association in extra- ordinarycircumstances when he can not in any way consult the Executive Committee, providedsuch decision remain subject to approval by Executive Committee in their meeting;

(vii) In the event of a written notice of the temporary absence of a member of the ExecutiveCommittee, he shall delegate duties of such absent member(s) to another member(s) ofthe executive.

(i)

(d) THE VICE CHAIRMAN SHALL

(ii)

(iii)

Deputize for the Chairman. or act as Chairman when the chairman is absent;

Be an -officio member of all Committees of the Association

Carry out any such duties as shall be assigned from time to time by the Chairman and! or~Execu~commi~. "

(e) TlDliGENERAL" SECRETARY) SHALL

(i) Be the secretary to the Executive Committee, and Board of Trustees, and theDisciplinary and-Arbitration committee, and"shall record and keep proceedings of thesaid committee.meetings;

In consultation with the Chairman, shall draw up and publish the Agenda for aDmeetingsof the Executive Committee and the Board of Trustees;

I

(ill) Be signatory to all financial transactions of the Association.

(ii)

(iii)

(iv)

(v)

(vi)

(vii)

Receive all correspondence of the Association and reply as appropriate;

Keep an up- to- date register of all members and documentation of all activities of theAssociation committee.

Be an ex-officio member of all the Association's committees;

Compile annual reports and provide information on the state of the Association from timeto time and whenever required to do so;

Collect and disseminate information for the publication of the aims and objectives of theAssociation;

(i)

(0 THE MINUTE SECRETARY SHALL:-

Act as information officer providing pamphlets, bulletins to and from the Association;

(ii)

(iii)

Co-ordinate the activities of the Association by disseminating appropriate information;

Perform the work of recording minutes, bookkeeping, keeping records of all transactionsof the Association, notifying members of any meeting(s) and other important matters.

(g) THE TREASURER SHALL:-

(i)

(ii)

(iii)

(iv)

(v)

(vi)

Keep all the financial records and accounts of the Association;

Receive all subscriptions, donations and grants to the Association;

Be the chief custodian of the Association's property and establishments

Draw up the budget and present a monthly financial statement, income and expenditureaccounts and be able to provide the same within 72 hours of request by the Executivecommittee;

Drnw up an annual accounts and balance sheet;

Be principle signatory to the Association's account and other financial trnnsactions;

5.3 BOARD OF TRUSTEES:

(a) There shall be a Board of Trustees composed of the executi-ve members wlro afetl1e: -

(1) Chairman ,(ii) Vice chairmim(iii) Secretary,

(iv) Treasurer . . ' '

(v) And the other five Board members appointed by the Executive Committee'

(vi)(vii)

The tenure of office of appointed trustees shall be for a periOd nOtexceedi"ng five yearsA trustee may be eligible for fe-appointment on the expiration ofhiSlhd term of office

('iii) Any vacancy occurring by resignation. disability or death among members of the Board ofTrustees shall be filled on temporary basis by any of the honorary members.

(i)

FUNCTIONS AND POWERS OF BOARD OF TRUSTEES

(ii)

(iii)

(iv)

(v)

All buildings, immovable properties and all investments and secnrities shall vest in Boardof Trustees.

The trustees shall channel all incomes received from property vested in the Board to theTreasurer

The Board of trustees shall be consulted by the donor agencies on all matters pertaining toinvestment and securities;

The trustees shall have a seal inscribed"BOARD OF TRUSTEES OF AGOROCOMMUNITY DEVELOPMENT ASSOCIATION", such seal shall be in thecustodyof Chairmanof the Boardof Trustees;

The seal shall be used on exclusive matters as shall be determined from time to time by theBoard of Trustees and the Executive Committee;

(a)

5.4 STEERING COMMITTEE

(b)

After the expiry of five years a steering committee shall be formed and will comprise ofhonorary members.

The steering Committee shall be expressly charged with the duties of reviving organs ofthe Association and to appoint the other five members of the Board of trustees.

(a)

5.5 ORGANIZATIONAL BRANCH

(b)

(c)

(d)

(e)

There shall be established branches of the Association in other Locations of Ugandadepending on the availability of resources.

Branch Association shall be properly registered by the Executive Committee beforecommencement of any transactions.

Branches shall be free to adopt their by-laws, provided that their aims and objectivesconform to the letter and spirit of this constitution

Where the branch and the main office conflict, this -<:onstitution shall prevail.

The branch shall only implement octivities as directed by main office

ARTICLE: VI(

DISCIPLINARY AND ARBITRATION COMMITTEE

6.0 There shall be established a Disciplinary and Arbitration Committee, which shall be composed of:-

(a) A chairman appointed by the Executive Committee;

(b) The chairman of the Executive Committee

(c) The vice chairman of the Executive Committee

(d) The Secretary of the Executive Committee as it's secretary

(e) A representative of the board of Trustees

(f) Representatives of the workers in the Association as shall be determined from time totime by the Executive Committee.

6.1 POWERS.

The disciplinary and Arbitration Committee shall have power to investigate all cases of impeachment andcases of indiscipline among members at all levels, and shall recommend appropriate action to be taken byhigher organs of the association. Approval of such recommendations shall require votes of two-thirdmajority of the members present.

ARTICLE: VII

APPOINTMENT AND TERMINATION OF OFFICE.

7.0 Appointment of other Board Members.

(i) Save as-otherwise provided for in this constitution, the power to appoint other Boardmembers shall vest in the Executives.

(ii) Any post occurring by resignation, disability, or death among members of theExecutive Committee shall be filled by any the Honorary member appointed byExecutives

(iii) Recruitment of Management, staff and workers shall be vested in-the Board ofTrustees. .

(iv:l In case of disability or Death of any of the Honorary Member, the Association shaHundertake to assist the family.

7.1 Branch Elections.

Save as otherwise provided for in this constitution:

(a) Elections to the Branch Executive Committee shall be held at the Branch ofgeneral electIDn

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(b) Nomination shall be proposed and seconded by different persons each on Election Day. Arepresentative of the representative of the Executive Committee shall supervise election

(c) The Executive Committee shall determine the methods of all election from time to time;

(d) The term of office shall be a period not exceeding three years.

7.2 TERMINATION OF OFFICE

(a) Resignation.

(i) A member of the executive Committee shall do so by tendering his resignation tothe entire Executive committee and Board of trustees after giving a one monthwritten noticeIn the event of the Treasurer resigning before his term of office has expired, the saidTreasurer shall band over a signed financial statement to the Chairman Board ofTrustees for approval of the Board

(ii)

7.3 SUSPENSION AND DISSMISSAL

ARTICL-E:\1n

8.0 Sources of Revenue

The Association's source of revenue shall be from: -

(a) Membership and subscription fee as shall be determined from time to time by theExecutive Committee

(a) The Executive Committee shall have the powers to suspend any of the five othermembers of the Board of Trustees provided the decision is approved by two-thirdsmajority votes of the members of the Board and the suspended member shall resignhis/her position

(b) The Executive Committee shall have the powers to temporarily suspend any of theirmembers pending approval of the Board of Trustees for the Suspension/dismissal ofthe said member.

(c) The Chairman of the Executive Committee in consultation with the Executivecommittee shall appoint another person to assume the position of the suspendedmember.

FIN ANC£s

(b) Donations, Grants, ~uest and lor trusts;,

Interest and profits from the AssOCiation'sproperty and capital;(c)

(d) Any other legal erttltlement to the Association;

(e) Any other source 'or means awroved by the Executive Committee and the Board ofTrustees. .

8.1 SUPERVISION OF FUNDS:

Save as other wise provided for in this constitution: -(a) The Executive committee shall appoint and report to the Board of Tmstees the Association's

Banker;(b) The Treasurer shall deposit all monies and lor cheques with the aforesaid bank as soon as

possible and shall only keep in his possession a limited amount of cash as shall bedetermined by the Executive Committee from time to time.

(c) The authority to expend and withdraw the Association's funds shall rest with the signatories;(d) The Treasurer shall issue receipt(s) in the name of the Association, whenever he/she

receives money due to the Association;(e) The insurance of the Association shall run from January 1stto December 31st.

8.2 AUDITING:

ARTICLE: IX

Save as otherwise provided for in this constitution: -

(a) An auditor shall be appointed by the Board of Trustees and the accounts of the Associationshall be audited at least once a year; --

(b) The audited account and balance sheet shall be signed by the signatories before presentation tothe Board of Trustees.

MEETINGS: -

9.0 GENERAL MEETING

(a)(b)(c)

Board meetings shall be at least three times a year;Executive committee meetings shall be twice a month;The standing Committee and other Committees set up as per the provision of this constitutionshall meet as deemed fit;Emergency meetings shall be summoned by the chairman as and when the circumstancesdemandsSave as determined by the executive, all meetings shall be held at the Headquarters of theAssociation;District officials, Institution representative and other dignitaries shall be called for meetings as.may be deemed fit;The power to call all meetings shall vest in the Chairman and the Secretary.

(d)

(e)

(1)

(g)

9.1 NO1::I~E <W,.MEETINGS.

Notice of all m~~' a,ndcorrespondenceshall be dully signed and all membersshallbe given atleast: -

(a)(b)(c)

Seven days-notice for ordinary Board meetings and one day for emergency Board meetings;Three day days notice for ordinaryExecutive comroittee meetings and;Th.e notice of the meeting ~ Shall contain the ageJ,1.~ time, 'and place for the meeting.

9.2 QUORUM;'., , >:~

(a) (The Executive committee meetings shall take place when (3/4) three quarter of the totalmembership of the Committee is realised;

(b) The quorum of other meetings of the Association shall be two- third of the total expectedmembers before transaction of business.

9.3 WAITING TIME:

(a) A waiting period of up to thirty minutes shall be allowed after which a meeting of the board oftrustees or executive committee shall be adjourned if quorum is not realised

9.4 VOTING POWERS:

(a) The person persiding at any meeting of the Association shall have a deliberative vote in commonwith the members present, and in case of an equality of votes shall in addition have a castingvote;

(b) In event of the voting being equally divided for and against, the chairman may give his castingvote. If he doses not give it, a motion or amendment shall be taken as voting not held and a freshvoting sanctioned

ARTICLE: X

10.0 INSPECTION OF ACCOUNTS AND REGISTER OF MEMBERS.

The book of Accounts and all documents relating thereto and register of all members of the Association,shall be availed for inspection at the headquarters of the Association by any appointed representative of theAssociation's branches, on giving not less than fourteen days (14) notice in writing to the ExecutiveSecretary.

ARTICLE: XI

11.0 SEAL: -

The Executive Committee shall provide the Seal bearing the name of the Association, which shall only beused by the authority of the Executive Committee, on all official documents and every instrument to whichthe Seal shall be affixed And the document/instrument sealed shall be signed by the Chairman, ViceChairman or Treasurer and counter singed by the secretary or any other person among its membersauthorized by the Executive Committee.

ARTICLE: XII

12.0 j)ISSOLUTION

1- The Association may only be dissolved by Resolution of the general meeting of the Associationprovided that such resolution is passed by not less than (I;")three quarters of the members present at ageneral meeting, of which at least six months written notice has been given, specifying proposal of thedissolution.

2- In the event of dissolution, the assets of the Association remaining after discharging of all liabilitiesshall be disposed off by the Executive CoIDInitteeor Board of Trustees in such a manner as the generalmeeting may by ordinary resolution determine.

~TICLE 13:"

; " 13.0 IDEMNITY:

.

The chairman, Vice Chairman, Secretary and Treasurer, agent, auditor and other officers of the Associationshall be iildemnified against any liability incurred by him in defending any proceedings, whether civil orcriminal or any other act or acts done by him for and on behalf of the Association.

ARTICLE: XIV

14.0 AMENDMENT OF THE CONSTITUTION:

Amendment of the constitution (to all or any of the fore going articles) may be made from time to time byresolution of the general meeting of the Association;Provided that: -

(a) Such resolution is passed by not less than three quarters (3/4) of members present and voting at aGeneral Meeting;

(b) Ninety(90) days clear notice has been given specifying the nature of amendment(s) proposed; and(c) A quorum is realized.

ARTICLE: XV

15.0- STANDING ORDERS:,

The executive committee shall from time to time propose standing orders, which shall be subject toapproval by the Board of Trustees.

ARTICLE: XVI

16.0 INTEPRETATION

The Executive Committee shall have the final power to interpret the provisiOl1of this consUtution,whicIJ..interpretation shall be tinal and binding on the members.

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, FOR GOThAND.opR COUNTRY."

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We the several persons whose names, addresses and descriptions are hereunto subscribed aretogether ~ and on behalf of other unnamedpersons desirousofbeing formedinto a communitybasedorganisationinpursuance ofthis constitution..

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IIIDated. at... ..., .this.. day of.. , """""'" ..2001

Signatures of Founder Members:

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