Constitution of the Non-Governmental Organisation Wayo Wayo Africa

Transcription

1 Constitution of the Non-Governmental Organisation Wayo Wayo Africa 1. Name and Office Wayo Wayo Africa. Section 2. The Non-Governmental Organisation (NGo) is registered under the laws and regulations of the Kenyan Republic, and is stated as an official NGO with the number 218/051/2010/0525/6712. Section 3. The principle office of CBO is located in Nairobi, Kibera, with the address: Kibera Drive, Ayani. R P.O. Box Nairobi Kenya. 2. Purposes The NGO s purpose is to strengthen the civil society as a part of a democratisation process by giving youth the necessary tools and knowledge to enhance their own lives as well as the community that they live in. 1. Promote education through providing study facilities and guidance. 2. Get youth engage in creative, culture related, activities that encourage their creativity while developing their talents. 3. Keep youth out of damaging activities by providing them an alternative to the streets in form of a youth center. Section 2. The NGO respects and accepts all religious beliefs, political orientations and ethnical groups. Section 3. The NGO does not have any political, religious or ethnical beliefs or stands.. 3. Membership Anybody with the desire to work for the NGO s purpose, cf. 2., can maintain membership within the NGO. Section 2. The NGO s target group are the youth of Kibera between the age; 7 25 years. Section 3. Membership can be obtained through the approval of the Board of Directors. Section 4. The membership will first be legitimate when the membership fee is paid: - Members between 7 25 pays 1KSh pr. Year - Members between pays 250 KSh pr. Year. Section 5. All members have voting rights at the NGO s annual general meeting. Wayo Wayo Africa Side 1

2 Section 6. Termination of the membership can happen by an officially written to the existing address of Wayo Wayo Africa.. 4. Board of Directors Powers. There shall be a Board of Directors of the Corporation, which shall supervise and control the business, property, and affairs of the organisation, except as otherwise expressly provided by law or these Bylaws. Section 2. The board of directors will consist of the following positions: - Chairman - Vice Chairman - Cashier - 2 or 4 board members. Section 3. The board of directors will be elected by the voting members at the General Annual Meeting Section 4. In order to avoid a conflict during voting, there must at no time be an equal number of chairs in the board of directors. Section 5. The board of directors shall be elected for a two years term, divided between equal and unequal year, so that there is a continuous shift of old and new members in the board. Section 6. The board of directors are to have their constitutional meeting latest two weeks after the annual meeting where they were elected at. Section 7. Any director may resign at any time by giving written notice to the President of the Corporation. Such resignation shall take effect at the time specified therein, or, if no time is specified, at the time of acceptance thereof as determined by the President of the Corporation Section 8. Any director may be removed from such office, with a cause, by a majority vote of the voting members at any regular or special meeting of the members called expressly for that purpose, where the person in question can participate to defend her/himself, thus without voting rights. Section 9. Regular meetings, minimum one every third month, are to be obtained by the Board of Directors of the Corporation, at such time, day, and place as shall be designated by the Board of Directors. Section 10. The meetings are to be summoned and directed by the Chairman of the CBO, if this is not possible, the given task falls to the vice Chairman. Section 11. Except as otherwise expressly required by law, or these Bylaws, the affirmative vote of a majority of the directors present at any meeting at which a quorum is present shall be the act of the Board of Directors. Each director shall have one vote. Voting by proxy shall not be permitted. Section 12. The Board of Directors can submit supporting committees as working task, maintaining different areas of interest or projects, under the Board of Directors. Wayo Wayo Africa Side 2

3 Section 13. The Board of Directors are at all times kept accountant for the functioning and continues development of the CBO, and they are to act accordingly to, and uphold, the at any-time existing By-laws. Section 14. Everything discussed by the Board of Directors is information open to everyone unless certain ethical dilemmas lies at hand. In that case a certain decision of confidentiality is to be taken by the Board. Members are encouraged to speak out if any irregularities within the organisation are suspected in order to maintain and encourage high levels of transparency.. 5. Annual Meeting The Annual meeting, consisting of the organisation s members, is the highest authority body in the organization. Section 2. The annual meeting is to be held every year medio February, and it is to be announced at least three weeks before the given date by an official or letter. Section 3. The annual meeting is open for everyone; individuals with voting rights are the ones that are registered as members of the organisation by having paid the membership fee at least a week before the annual meeting. Section 4. The agenda for the annual meeting must at least consist of the following points: 1) Selection of choirmaster 2) Selection of referent 3) Selection of vote accountant 4) The chairman s annual statement 5) Presentation of the balance sheet 6) Procession of proposals 7) Revisition of the contingent 8) Election of chairman 9) Election of vice-chairman 10) Election of accountant 11) Election of 2 4 board-members 12) Election of an extern accountant 13) Any other businesses Section 5. The annual meeting is to be led by a choirmaster. Section 6. The balance sheet presented at the annual meeting, is to be accepted and signed by the extern accountant before the balance sheet being presented at the annual meeting. Section 7.. Proposals that are to be preceded at the annual meeting can be made by any member of the organisation and has to be in the hands of the board at least 1 week before the annual meeting. Section 8. Decisions taken on the annual meeting are decided by a simple majority of the voting member s votes (more than half of the presented members voting for one thing over another), the voting shall happen by a simple show of hands, hence, if voting by ballot is requested by just one member such will take place. Wayo Wayo Africa Side 3

4 Section 9. All election of candidates for the board of directors shall happen as voting by ballot. Vote shall fall on the candidate with most votes. Section 10. Extra ordinary annual meetings can be held if the current board of directors find it suitable or if 1/3 of the members sends a written request for such. Section 11. In case of an extra ordinary annual meeting, the board of directors are to send an official or letter out to summon for the annual meeting at least 4 weeks before the actual date. 6. Economy, Accounting and Auditor The organisation s accounting year follows the election period of the board of directors (February the year after February). Section 2. The board of directors are responsible toward the annual meeting for the economy presented. Section 3. The organisation s economy is held by the organisation s accountant in accordance with holding account of the members. Section 4. The organisation can be subscribed or stocked by the signature of the chairman, accountant and one other board member. 7. Changing of the Constitution The constitution in question can only be changed with 2/3 of the votes at the annual meeting where the proposition for it is made and is set by the agenda. Section 2. The changes made in the constitution come to force with the end of the annual meeting which they are passed. 8. Dissolution The organisation can only be dissolved by 2/3 of the member s votes in two following annual meetings, where the one of the two annual meetings cannot be extra ordinary. Section 2. In case of a resolution, the organisation s economic assets are to be used or donated in accordance with the purpose in 2. The final decision regarding the precise use of the organisation s wealth will be taken at the annual meeting where the dissolution will find place. 9. Dating Changed at the organisation s extra ordinary annual meeting the 10 th of October 2013 in Kibera, Kenya. Wayo Wayo Africa Side 4

5 Passed at the organisation s founding annual meeting the 15 th of October 2007 in Kibera, Kenya. Wayo Wayo Africa Side 5