| Table
of Contents
Preamble
Article 1: Name
of the Organization
Article 2: Seat
of the Organization
Article 3: Objectives
of the Organization
Article 4: Initial
Operation of the Organization
Article 5: Membership
to the Organization
Article 6: Management
of the Organization
Article 7: Duties
of the Office Bearers
Article 8: The
Executive Committee of the Organization
Article 9: Duties
of the Executive Committee
Article 10: The Sub-Committees
of the Executive Committee
Article 11: Meetings
of the Organization
Article 12: Nominations
Article 13: Financial
Provisions
Article 14: Auditor
Article 15: Inspection
of Accounts and List of Members
Article 16: Indemnity
Article 17: Branches
of the Organization
Article 18: The Trustees
of the Organization
Article 19: Legal
Status of the Organization
Article 20: Amendments
to the Constitution
Article 21: Interpretation
of the Constitution
Article 22: Dissolution
Article 23: Rules
~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~
CONSTITUTION OF
THE TANZANIAN ELECTRONIC NETWORKING COMMUNITY (TANZANET)
PREAMBLE
REALISING that the advancement
and well-being of our country and its peoples are the sole responsibility
of Tanzanians themselves;
CONSCIOUS that better and
meaningful life can only be achieved through concerted struggles;
RECALLING that we have a
human obligation and a social responsibility towards our people's struggles
for rights, freedoms, social transformation and human emancipation;
BELIEVING that unity of our
people is the key to success and to the realisation of our goal of building
a fair and just society;
RECOGNIZING the centrality
of fundamental rights and freedoms and justice of all peoples and particularly
underlining the equality of all people, men and women, young and old, able
and differently abled; and shunning any form of discrimination;
AWARE of our duty to respect
the rights and dignity of each other and upholding the freedom of speech
and of expression while at the same maintaining the right to agree, disagree
or agree to disagree in full harmony;
TAKING advantage of the possibilities
provided by the advancement of mankind in science and technology and in
particular in the communication field;
WE TANZANIANS of various
walks of life in different parts of the world, have resolved to organize
ourselves into a forum which will act as a platform for discussion and
other undertakings for advancement of the welfare of our country and its
people and agree to be guided by the rules and principles elaborated hereinunder
in this Constitution which we solemnly adopt and proclaim.
Article 1
Name of the Organization
The name of the Organization
shall be The Tanzanian Electronic Networking Community or TANZANET hereafter
referred to as the Organization.
Article 2
Seat of the Organization
2 (1). The Organization shall
have a permanent secretariat, answerable to the Executive Committee on
behalf of the Organization. The composition of the secretariat will be
determined by the Executive Committee.
2 (2) The seat of the Executive
Committee shall be determined by a General Meeting of the Organization.
Article 3
Objectives of the Organization
3 (1). TANZANET is a world-wide
discussion non-profit Organization whose primary objective is to provide
a forum for information exchange among Tanzanian nationals and other interested
persons through the world-wide Internet. Discussions in the forum shall
be open and not restricted to any particular subject or topic, but strong
emphasis shall be placed on issues related to the enhancement of the quality
of life of Tanzanians.
3 (2). TANZANET is a free
and neutral group with no affiliation to any political, social or religious
organization. In the course of discussions, the views expressed shall be
deemed to be of those individual members who air and subscribe to them
and not necessarily those of TANZANET as an Organization.
3 (3). The Organization will
seek to encourage freedom of speech allowing members of TANZANET to agree,
disagree or agree to disagree in full harmony to express their opinions
without fear of any form of harassment.
3 (4). Thus, the Organization
shall endeavour to:
(a) maintain a neutral
status with no affiliation to any political, religious or social group
or organization;
(b) promote the general
advancement of information technology and its applications in all academic,
commercial and other fields in Tanzania in particular, and Africa in general;
(c) facilitate the
exchange of information and ideas on information technology through research,
meetings, exhibitions, publications; by establishing a library, a central
database on latest techniques, convening conferences, maintaining computer
network bulletins and by any other such media that may prove effective
for the purpose of this objective.
(d) promote training
in information technology and co-ordinate commercial as well as research
and development efforts;
(e) establish standards
of professional competence and practice of information technology;
(f) establish and
develop branches of the Organization and any other such subsidiary bodies
as may from time to time prove desirable for the advancement of Information
Technology;
(g) affiliate or associate
with any organization to be found in any part of the world having objectives
similar, in whole or in part, to those of the Organization, such that the
affiliation is beneficial to the Organization.
Article 4
Initial Operation of
the Organization
4 (1). Up and until when
arrangements can be made to establish a permanent and self-financing facility
exclusively for TANZANET, the communication forum for the Organization
will be operated by volunteers using donated facilities.
4 (2). At all times, the
forum will, of necessity, encourage quality rather quantity in ideas and
contributions, to ensure the most optimal utilization of the available
resources.
Article 5
Membership to the Organization
5 (1). Membership to the
Organization shall be drawn from:
(a). Interested Tanzania
Nationals;
(b). Nationals of
other States who are interested and committed to the welfare of Tanzania
and Tanzanians; and
(c). Institutions
interested in furthering the interests of the Organization.
5 (2). Membership fees:
(a). Members of the
Organization will be required to pay the following types of fees:
(i). Entry or
Registration fee USD 10.00;
(ii). Annual
subscription fee USD 10.00; and
(iii). Re-admission
fee after expulsion USD 40.00
(iv) Any other
fees which might become necessary or due for the purposes of running of
the Organization as the Executive Committee may propose and direct.
(b). The rates of
the various fees shall be recommended by the Executive Committee to the
Annual General Meeting of the Organization which will set the same.
(c). The fees may
be reviewed from time to time as the situation necessitates.
5 (3). Rights of Members
(a). All members of
the Organization shall have the following rights:
(i). to participate
fully in the debates and other undertakings and affairs of the Organization
including having access to the facilities procured and run by or under
the auspices of the Organization;
(ii). to vote, in
relation to election of officers of the Organization;
(iii). to be elected
to any office of the Organization;
(iv). to participate
in the deliberations of the meetings of the Organization.
5 (4). Obligations of Members
(a). Every member of
the Organization shall have the following obligations:
(i). to participate
in activities that this Constitution requires him/her to do;
(ii). to protect the
integrity and reputation of the Organization;
(iii). to pay the
fees as provided in this Constitution and as may from time to time be determined
by the General Meeting;
(iv). to deal justly
and faithfully with other members of the Organization.
5 (5) Termination of Membership
(a). Membership to
the Organization may terminate through any of the following grounds:
(i). Resignation;
(ii). Suspension;
(iii). Expulsion;
or
(iv). Death
of a member.
(b). Upon resignation, suspension
or expulsion, membership privileges such as receipt of newsletters and
any resources accessible for purposes of membership shall be withdrawn
forthwith.
(c). Any member desiring
to resign from the Organization shall submit his/her resignation to the
Secretary and System Administrators. As a matter of courtesy the
resigning member can explain
the reason(s) for resignation if s/he thinks doing so will be in the interest
of the Organization. The resignation shall formally be effective upon its
receipt.
(d). Any member may be expelled
from the Organization if the Executive Committee so recommends and if a
full General Meeting of the Organization shall resolve by a 2/3 majority
of paid up members that such a member should be expelled on the grounds
that his/her conduct has adversely affected the reputation and/or dignity
of the Organization, or that she/he has contravened any of the provisions
of the Constitution of the Organization. The Board shall have power
to suspend a member from his/her membership until the next General Meeting
of the Organization following such suspension but notwithstanding such
suspension a member whose expulsion
is proposed shall have the
right to address the General Meeting at which his/her expulsion is being
considered. Expelled and/or suspended members shall be accorded an
appeal recourse in which an ad-hoc committee drawn from the membership
other than the Executive and any officials of the Organization, shall review
the expulsion and/or suspension and recommend upholding or nullifying the
expulsion and/or suspension. Failure to uphold the expulsion and/or suspension
will require a review of the matter by the next General Meeting for further
vote. The resulting recommendation of the General Meeting shall be final
and members involved shall be bound by this decision. Such a decision will
require passing by 2/3 majority of the paid up membership.
(e). A member who has been
expelled can re-apply for re-admission after a period of not less than
12 months and will need to satisfy the Administration Sub-Committee that
the reason(s) for expulsion no longer hinder his/her membership in the
Organization. The Administration Sub-Committee reserves the right
to uphold continued expulsion for no more than three times made after
twelve months each, after which the matter will be referred to the Executive
Committee for another vote in the General Meeting. In any event, suspended
members can apply for review of their cases after six months starting
at the date of suspension.
(f). Any person who resigns
or is expelled from the Organization shall not be entitled to a refund
of his/her subscription or any part thereof or any monies contributed by
him/her at any time. On application and re-admission, such a member shall
pay subscription and/or any other monies she/he might be owing the Organization.
(g). Any member who falls
into arrears with his/her subscription for one year shall automatically
cease to be a member of the Organization and his/her name shall be struck
off the register of members. The Executive Committee may, however, at its
discretion, reinstate such member upon payment of the total amount of outstanding
subscription.
Article 6
Management of the Organization
6 (1). The Organization shall
be managed by an Executive Committee which shall be comprised of the following
persons:
(a). Chairperson
(b). Vice-Chairperson
(c). Secretary
(d). Assistant Secretary
(e). Treasurer
(f). Assistant Treasurer
(g). Technical Advisor
(h). Legal Advisor
(i). Network Administrators
-3
(j). Regional representatives
-4
(k). Editor
6 (2). The Executive Committee
shall be assisted by the following Sub-Committees:
(i) Administration
(ii) Finance
(iii) Networking, Research
and Development
(v) Editorial
6 (3) Each Sub-Committee
shall consist of a minimum of 4 and a maximum of 6 members who shall be
elected at the Annual General Meeting. Each sub-committee shall elect a
chairperson except the Finance Committee which shall be chaired by the
Treasurer of the Organization. Each sub-committee shall have its own clearly
stipulated regulations which must not contravene any section of the Organization's
Constitution.
6 (4) All office bearers
shall hold office from the date of election until the second Annual General
Meeting from the date of their election subject to the conditions contained
in sub-paragraphs (5) and (6) below but shall be eligible for re-election.
This period of 2 years shall be referred to as the term of office.
6 (5) Any office bearer who
ceases to be a member of the Association shall automatically cease to be
an office bearer thereof.
6 (6) Office bearers may
be removed from office in the same way as is laid down for the expulsion
of members in section 5 (5) and vacancies thus created shall be filled
by persons elected at the Executive Committee meeting resolving the suspension.
The persons so elected to fill the vacancies shall hold office, in acting
capacity, until the following General Meeting.
6 (7) No member may offer
himself/herself for re-election as Chairperson for more than two consecutive
terms.
6 (8) No member who has served
in the capacity of Chair of a committee may be re-elected to the same position
for more than two consecutive terms.
Article 7
Duties of the Office
Bearers
7 (1). The Chairperson shall,
unless prevented by illness or other sufficient cause, preside over all
meetings of the Executive Committee and all General Meetings. She/he
shall represent the Organization and the Executive Committee in all
matters of the Organization provided she/he acts within the guidelines
and regulations of the Organization as stipulated in this Constitution.
7 (2). The Vice-Chairperson
shall perform any duties of the Chairperson in his/her absence and carry
out any other duties assigned to her/him by the Chairperson and/or the
Executive Committee. He/she shall be responsible for the day to day
co-ordination of the activities of the Sub-Committees, other than the Executive
Committee, on behalf of the Executive Committee.
7 (3). The Secretary shall
deal with all correspondence of the Organization under the general supervision
of the Executive Committee. In cases of urgent matters where the Executive
Committee cannot be consulted, she/he shall consult the Chairperson or,
if not available, the Vice-Chairperson. The decisions reached shall be
subject to ratification or otherwise at the next Executive Committee
meeting. She/he shall issue notices convening all meetings of the Executive
Committee and all General Meetings of the Organization and shall be responsible
for keeping minutes of all such meetings and for the preservation of all
records of proceedings of the Organization and of the Executive Committee.
The Secretary shall be responsible for the administration of the Organization's
Secretariat unless stated explicitly by the Executive Committee. He/she
shall be responsible for all publicity for the Organization in consultation
with the Executive Committee.
7 (4). In the absence of
the Secretary, the Assistant Secretary shall perform all the duties of
the Secretary and such other duties as shall be assigned to him/her by
the Secretary or Executive Committee, whether the Secretary is present
or not.
7 (5). The Treasurer shall
have the overall duty of managing the finances and assets of the Organization
in consultation with and under the direction of the Executive Committee.
In addition, the Treasurer will have the following functions:
(a). to receive and
disburse, all monies belonging to the Organization and shall issue receipts
for all monies received by him/her and preserve vouchers for all monies
paid by him/her.
(b). to keep proper
books of account of all monies received and paid by the Organization.
(c). to make available
when required for inspection all financial records of the Organization.
(d). to maintain membership
records.
(e). to prepare a
budget for the Organization;
(f). to identify sources
of finance from within and outside the Organization.
(g). to coordinate
all budgets prepared by other
Committees.
(h). to organize and
co-ordinate fund raising events as and when necessary for purposes of raising
funds for the Organization.
7 (6). The Assistant Treasurer
shall perform such duties as may be specifically assigned to him/her by
the Treasurer or by the Executive Committee and in the absence of the Treasurer
shall perform the duties of the Treasurer.
7 (7). The Legal Advisor
shall advise the Executive Committee on all legal issues pertaining to
the Organization and liaise with any external parties on any legal matters
that affect the Organization. The Legal Advisor shall also ensure that
the Constitution is adhered to in all dealings of the Organization by offering
necessary advice to all organs of the Organization including the Executive
Committee, standing committees, ad-hoc committees, General Meetings, and
branches.
7 (8). The Editor shall head
the Editorial Committee and ensure the smooth running of its activities.
Article 8
The Executive Committee
of the Organization
8 (1). The Executive Committee
shall consist of all the office bearers of the Organization and chairpersons
of the committees; such members shall hold office until the second Annual
General Meeting following their election to office. The Executive Committee
shall meet at such times and places as it shall resolve but shall meet
not less than once in any three months.
8 (2). The Executive Committee
shall have the power to co-opt up to three persons who, in its opinion,
would benefit the deliberations of the Executive Committee.
Co-opted persons shall not
have the right to vote in the Executive Committee.
8 (3). Any vacancies for
members of the Executive Committee caused by death or resignation or expulsion
or any other reason shall be filled by the Executive Committee until the
next Annual General Meeting of the Organization. Vacancies caused by members
of the Executive Committee removed from office will be dealt with as provided
in this Constitution.
8 (4). Any member of the
Executive Committee who shall be absent from three consecutive meetings
without good or sufficient cause shall be deemed to have resigned from
the Executive Committee.
Article 9
Duties of the Executive
Committee
9 (1). The Executive Committee
shall be responsible for the management of the Organization and for that
purpose may give directions to the office bearers as to the manner in which,
within the law, they shall perform their duties.
9 (2). All monies disbursed
on behalf of the Organization shall be authorized by the Executive Committee
except as otherwise provided in this Constitution.
9 (3). The quorum for meetings
of the Executive Committee shall be no less than 2/3 (two thirds) of voting
members. For electronic meetings quorum will be enumerated by the number
of responses to the current issue on the Executive Committee.
9 (4). The Executive Committee
shall be responsible for publicizing the Organization and its activities
through the Secretary who shall determine the manner in which that will
be done upon consultation and approval of the Executive Committee.
Article 10
The Sub-Committees of
the Executive Committee
10 (1) Administration Sub-Committee
(a) Process applications
for new applicants, suspended and expelled members.
(b) Review membership requirements
(c) Manage and organize examinations
periodically as may be necessary for purposes of admission into the Association.
(d) Maintain the quality
of Net presentations and general Tanzanet culture, as well as acting as
the contact point in case of member grievances or other extraordinary expressions.
(e) Review and revise the
constitution as and when necessary for purposes of amendments.
10 (2). Editorial Sub-Committee
(a) Edit and publish the
Organization's journal.
(b) Administer an electronic
bulletin for purposes of intercommunication between members. Any material
contributed to the bulletin shall be deemed for publication unless the
contributor expresses reservations. Such material shall be held under copyright
laws, first by the contributor and then by the Organization as far as its
distribution is concerned.
(c) Administer a publicly
accessible site for material thought to be of interest to the public that
may require to be in the public domain. Sources of such material may be
the Organization's papers, members' contributions, and any other material
from other sources that may be in the interest of the Organization to maintain
in the public domain. Copyright laws shall apply as ion (ii) above.
10 (3). Networking, Research
and Development Committee
(a). To determine and prioritize
areas requiring Research and Development relevant to the Organization's
objectives and where possible implement or supervise the implementation
of those Research and Development programmes pertinent to the causes of
the Organization
(b). To make research proposals
as and when necessary on behalf of the Organization.
(c). To liaise with other
interested parties in Research and Development within and outside the Organization
on behalf of the Organization.
(d). To institute and manage
specialized technical and scientific discussion groups within the Organization
for purposes of facilitating the exchange of specialized information necessary
for Research and Development.
(e). To assist the Organization
in the implementation of its goal of promoting the development and use
of Computers and related Technology in accordance with the objectives of
the Organization. In particular, to identify potential needy areas of equipment
and services in computer hardware, software and networking within Tanzania.
The Sub-Committee will then identify potential donor organizations within
and outside Tanzania and liaise with them in order to arrange for the shipment
and delivery of acquired
material.
(f). Maintain a resource
allocation plan based on established needs of Tanzanian Institutions.
(g). Establish and manage
the Organization's Library, databases and any other Resources of the Organization.
(h). To design and promote
a National Networking Grid in Tanzania.
(i). To design and promote
external links that may be of interest and benefit to the Tanzania National
Network.
(j). Liaise with relevant
institutions such as Universities and Non-Governmental Organizations, which
are interested in the Tanzania National Network for the purpose of achieving
viable and robust working networking.
(k). To establish, as and
when necessary, and maintain Organization's net-lists.
10 (4) Finance Sub-Committee
(a) Establish a budget for
the Association and manage the Association's finances and assets, in consultation
with the Executive Committee.
(b) Identify sources of finance
from within and outside the Organization.
(c) Coordinate all budgets
established by other sub-committees.
(d) Organize fund raising
events as and when necessary for purposes of raising funds for the Organization.
Article 11
Meetings of the Organization
11 (1). Types of Meetings
(a). There shall be the following
types of Meetings:
(i). Physical
(ii). Electronic
(iii). Tele-conferencing
(iv). A Combination
of any of the above.
(b). A physical meeting is
one in which all participants are assembled in some physical location for
the purposes of deliberating matters relating to the Organization.
Given the structure of the Organization, these types of meetings will be
practical only at regional or branch level or in the future in Tanzania.
(c). An electronic meeting
is one where deliberations may take place using electronic fora such as
electronic mail. In this type of meeting, an agenda must be circulated
and a period for the ``meeting'' (say one week) be stipulated to
allow for discussion of items of the agenda. For this type of meeting to
be "held", it must be absolutely clear and accepted that it will serve
the purpose of a meeting. Ample provisions for participation must be made
for any members who may not be within reach of electronic mail. Should
there be items of the agenda on which to take a vote, such a vote must
then be taken at the close of the discussion period which must be handled
by not less than two returning officers. Ordinary regulations on resolutions
will be applicable here as in any other meetings. Any participant who fails
to register their vote on any matter will be considered to have abstained.
(d). A Tele-conferencing
meeting involves video conferencing. It will run in the same way like an
ordinary meeting with distant participants connected via some conferencing
facility say video, phone-mail, etc as may be appropriate. This meeting
will be run in the same way as ordinary physical meetings and may be carried
on in conjunction with a physical meeting. For this kind of meeting,
it must be certain that facilities are available to ensure its successful
running. For any of these meetings or any of their combinations thereof
to take place, there must be ample facilities to the satisfaction of the
Executive Committee that the meeting can accomplish its purpose. Should
there be concerns or doubts on the efficacy of a certain format for a meeting,
simple resolution requiring a majority vote will resolve the issue.
11 (2). Forms of Meetings
(a) There shall be the following
forms of meetings:
(i). Annual General
Meeting
(ii). General Meeting
(iii). Special or
Extra-Ordinary Meeting
(b). The Annual General Meeting
(AGM) shall be the ultimate authority of the Organization to which all
organs of the Organization shall be answerable to. The AGM shall be convened
by electronic and/or postal mail following the guidelines below in such
a manner that ample time will be allowed for members to participate in
the discussion. the Annual General Meeting shall be held during the
month of July each year which will mark the end of the Organization's Financial
Year. Notice in
writing of such Annual General
Meeting, accompanied by the annual statement of account, and the Chairperson's
annual report and the agenda for the meeting shall be sent to all members
not less than 21 days before the day of the meeting, and where practical,
by press advertisement not less than 14 days before the date of the meeting.
(c). The agenda for the Annual
General Meeting shall consist of the following:-
(i). The Chairperson's
Annual Report.
(ii). Consideration
of the accounts.
(iii). Election of
the Office Bearers and Committee Members, when that is due.
(iv). Appointment
of Auditors.
(v). Such other matters
as the Executive Committee may recommend or as to which notice shall have
been given by a member or members to the Secretary.
(d) A Special General Meeting
may be called for any specific purpose by the Executive Committee. Appropriate
notice in writing of such meeting shall be sent to all members no less
than twenty one (21) days before the date thereof, in the Organization's
journal, by Post, and where practical by press advertisement and/or electronic
mail not less than fourteen (14) days before the date of such meeting.
(e) A Special General Meeting
may also be requested for a specific purpose by order in writing to the
Secretary of not less than 12 members and such meeting shall be held within
42 days of the date of the receipt of the notice by the Secretary. The
notice for such meeting shall be as shown in rule 11 (2)(b), and no matter
shall be discussed other than that stated in the requisition.
(f) Quorum for General Meetings
shall be not less than 50% of the registered voting members of the Organization.
A tally of the participating members shall be taken at the end of the discussion
period by the Secretary and be reported to the general membership before
any vote is taken on an issue. In the absence of a quorum the Annual General
Meeting will be postponed for a further 28 days and the number of additional
members present for the extended discussion plus those who previously contributed
to the first call for the meeting shall constitute the quorum.
11 (3). Procedure at Meetings
(a). At all meetings of the
Organization the Chairperson, or in his/her absence, the
Vice-Chairperson, or in
the absence of both these officers, a member selected by the meeting shall
preside.
(b). All decisions at the
meetings including, election of office bearers, Trustees, shall be decided
by secret ballot. In case of equality of votes, the Chairperson shall
have a second or casting vote. However, should need arise, a majority of
members at the meeting can vote by a show of hands, to resolve all other
resolutions by a simple show of hands.
(c). Provided that authenticity
can be verified, bona fide members of the Organization not present at the
General Meetings can participate in the Organization's electoral process.
They can vote for office bearers and resolutions on the agenda by
suitable means such as electronic mail and/or original ballot. Such ballots/mail
must reach a designated returning officer not later than one day before
the General Meeting and will be made part of the voting and/or resolution
passing process but will not be made public prior to the commencement of
these processes. Like any other ballots in the electoral process, these
ballots/mail "votes" will be open to verification during the
voting/resolution passing
exercise.
Article 12
Nominations
12 (1). Nomination forms
shall be sent to all paid-up members eight weeks before the Annual General
Meeting along with the list of all fully paid up members.
12 (2). Nominations for Executive
Committee membership and all office bearers shall be made to the
Secretary 28 days (4 weeks) before the General Meetings.
12 (3). Nomination for a
position must be proposed by one fully paid-up member and seconded by at
least two fully paid-up members of the Organization and should be made
on the proper nomination forms; no other nomination forms, other than the
Organization's original forms shall be acceptable for nomination.
12 (4). In the absence of
nomination for officers, nominations may be taken on the floor at the Annual
General Meeting. Candidates will be proposed and seconded accordingly.
Article 13
Financial Provisions
13 (1). The sources of revenue
of the Organization shall be:
(a). Membership fee;
(b). Annual subscriptions
by members;
(c). Any finance-generating
activities of the Organization;
(d). Grants, gifts
and donations from any sources including private individual persons, companies
and any other private or public institution within or outside Tanzania.
13 (2). The funds of the
Organization may only be used to carry out the aims and objectives of the
Organization.
13 (3). All monies and funds
due to the Organization shall be received by and paid to the Treasurer
or his/her appropriate appointee and shall be deposited by him/her in the
name of the Organization in any bank or banks nominated by the Finance
Committee and approved by the Executive Committee.
13 (4). No payments shall
be made out of the bank account without a resolution of the Executive Committee
authorizing such payments and all cheques on such bank account shall be
signed by the Treasurer and any two members of the Executive Committee
one of whom must be the Organization's Chairperson or Vice-Chairperson.
However, at least two other office bearer's of the Organization who shall
be appointed by the Executive Committee and not necessarily resident in
the same
country as the Treasurer
shall give written authorization for the writing of the cheques.
13 (5). A sum not exceeding
US $150.00 may be kept by the Treasurer for petty disbursements, of which
proper account shall be kept. Approval of such disbursements must be made
by at least three members of the Executive Committee among whom one of
them must be either the Chairperson, Secretary or Treasurer.
13 (6). The financial year
of the Organization shall be from 1st September to 31st August.
13 (7). The Executive Committee
shall, with the approval of the General Meeting, make rules and regulations
for
the better management and control of the finances of the Organization.
Article 14
Auditor
14 (1). An auditor shall
be appointed for the following year by the Annual General Meeting. All
the Organization's accounts, records and documents shall be open to the
inspection of the auditor at any time. The Treasurer shall produce an account
of his/her receipts and liabilities made up to a date which shall not be
less than six weeks and not more than three months before the date of the
Annual General Meeting. The Auditor shall examine such annual accounts
and statements and either certify that they are correct, duly vouched and
in accordance with the law, or report to the Organization in what respect
they are found to be incorrect, unvouched or not in accordance with the
law.
14 (2). A copy of the auditor's
report on the accounts and statements together with such accounts and statements
shall be furnished to all members at the same time as the notice convening
the Annual General Meeting is sent out. An auditor may be paid such honorarium
for his/her duties as may be resolved by the Annual General Meeting appointing
her/him.
14 (3). No Auditor shall
be an office bearer or a member of the Executive Committee of the Organization.
14 (4). No Auditor shall
be re-appointed to serve for a continuous period of more than 4 years.
Article 15
Inspection of Accounts
and List of Members
15 (1). The books of accounts
and all documents relating thereto and a list of members of the Organization
shall be available for inspection at the registered offices of the Organization
by any officer or member of the Organization on giving not less than twenty
one (21) days notice in writing to the Treasurer.
15 (2). Hard copies of these
documents may also be mailed to paid up members upon payment of shipping
and handling fees as determined by the Treasurer.
Article 16
Indemnity
Provided that a paid up member
is acting on behalf of the Organization, and provided that such action
is authorized by the Constitution and regulations of the Organization,
and provided that such action is deemed responsible within the regulations
stipulated in this Constitution, and provided such action is not ill-intentioned
to cause damage, injury, liability and/or disrepute to the Organization,
she/he shall not be personally liable to damage, injury, liability and/or
disrepute brought to the Organization as a result of such action.
Article 17
Branches of the Organization
17 (1). Branches of the Organization
may be formed with the approval of the Executive Committee.
17 (2). The Executive Committee
in consultation with the membership and its Sub-Committees shall establish
a minimum number of members in any country or region who can constitute
a viable branch.
17 (3). A maximum of 40%
of the annual subscriptions contributed by members to the branch may be
retained by the branch for the day to day running of its affairs.
The rest of the money shall be remitted to the Treasurer of the Organization.
Should a Branch's financial requirements go beyond the retained sum, they
can apply to the Organization for more financial allocation which will
be commensurate to the expressed need and subject to the availability of
funds. The Executive Committee will be responsible for approval for such
allocations.
17 (4). Branches may determine
and carry out projects and fund raising activities as may be determined
by their various Governing Committees. However, all such activities must
be approved by the Executive Committee of the Organization and will be
coordinated by the Treasurer on behalf of the Executive Committee.
17 (5). Branches can organize
and carry out activities relevant to the objectives of the Organization
with the approval of the Executive Committee. All such activities (except
for fund raising ones) will be coordinated by the Vice-Chairperson of the
Organization on behalf of the Executive Committee.
Article 18
The Trustees of the Organization
18 (1). There shall be a
Board of Trustees of the Organization whose number shall not be less than
two and shall not exceed four.
18 (2). Trustees shall be
appointed by the General Meeting of the Organization on recommendation
of the Executive Committee.
18 (3). Trustees shall be
drawn from Tanzanians interested and committed to the operation, welfare
and functioning of the Organization and continuation and direction of the
affairs of the Organization. They should be people of high calibre, high
moral standing, known for their neutrality and/or impartiality and whose
judgement can be relied on.
18 (4). The Board of Trustees
(the Board) shall be expected to provide guidance to the Executive Committee
and to the Organization in general at all times and in particular in times
of crisis.
18 (5). The Board shall,
on behalf of the Organization own and ensure the proper management of all
the property of the Organization, movable and immovable including land
and monies, inspect any deeds, agreements and any other legal instruments
related to any property of the Organization, for the purposes of ensuring
their authenticity and security.
18 (6). In the event of dissolution
of the Organization the Board shall be responsible for over-seeing the
smooth disposal of the Organization's assets, settling the liabilities,
and ensuring that any net proceeds are disposed of in accordance with the
objectives of the Organization. Such net proceeds can be channelled into
projects, causes, ventures that the Board recommends as being appropriate,
provided such projects, causes, ventures are not intended for the profit
of former members or any other person(s).
18 (6). Trustees shall serve
in that capacity for a period of ten years. They may be re-appointed.
(3). The Trustees shall,
collectively and individually, be accountable to the General Meeting.
Article 19
Legal Status of the Organization
The Organisation shall be
a legal person with the capacity to own and dispose of property, to sue
or be sued in its own name and to enter into any legal relations.
Article 20
Amendments to the Constitution
20 (1). Amendments to the
Constitution of the Organization may be proposed by any member at any time.
20 (2). The proposed amendment
will be tabled for discussion by members if at least one other member has
seconded it. However, the amendment can only be effected upon approval
by at least 2/3 of paid up members of the Organization either at a General
Meeting or via some acceptable voting method.
20 (3). All voting shall
be by secret ballot. In the case where alternative means of voting (such
as electronic mail) is used not less than two returning officers will be
designated for the ballot.
Article 21
Interpretation of the
Constitution
For the purposes of the interpretation
of this Constitution, the competent organ shall be the General Meeting,
whose decision shall be binding upon all organs and members of the Organization.
Article 22
Dissolution
22 (1) The Organization shall
not be dissolved except by a resolution passed at a Special General Meeting
of members by a vote of two thirds of the registered members. The quorum
at the meeting shall be shown to be no less than 2/3 of the registered
members. If no quorum is obtained, the proposal to dissolve the Organization
shall be submitted to a further special General Meeting which shall be
held one month later. Notice of the meeting shall be given to all members
of the
Organization at least 14
days before the date of the meeting. The quorum for the second meeting
shall be the number of discussants at the previous meeting plus those
present for the second meeting.
For the Organization to be dissolved, the resolution shall pass with at
least 2/3 of the said quorum for this meeting.
22 (2) Provided the dissolution
of the Organization has been approved by the membership, no further action
shall be taken by the Executive Committee or any office bearer of the Organization
in connection with the aims of the Organization other than to get in and
liquidate for cash all assets of the Organization. Subject to the payment
of all debts of the Organization and the laws pertaining to the dissolution
in the country in which the Organization is incorporated, the balance thereof
shall
be resolved by the meeting
at which the resolution for dissolution is passed.
Article 23
Rules
The Annual General Meeting
shall have the powers to make and adopt Rules from time to time for the
purposes of regulating the activities of the Organization.
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