1. The name of the organization shall be AFRO–VISION FOUNDATION
- To enlighten the African and create an awareness of the Vision for the 21st century through the existing wholistic and spiritual structure, at the same time facilitating communication among its different arms (Non-Governmental Organizations, community groups, Welfare organization etc …)
- To empower the African people individually or in groups, associations, professions or any other social grouping by teaching the practice of the values of life (self identity, wholistic development, justice, good governance and abundance of life.
- To strengthen the capacity of Africans in business by providing a trade centre to facilitate networking, information technology development and its use and the transfer of the relevant technology from other parts of the World.
In all areas, an emphasis on Women is to be stressed to include an active and positive participation on their part.
- To take an active role as an umbrella body of wholistic and spiritual organizations and NGO’s wishing to be or are affiliated to Afro-vision Foundation.
- Any born again Christian of proven integrity and member of a well established church and has a registered ministry or organization and who is above (18) eighteen years, shall be eligible for membership of the organization and shall, subject to the approval of the Board, become a member on payment of Kshs 1000 (one thousands) for Kenya citizen US $ 50 for non- Kenya citizen.
- Every member shall pay an annual subscription of Kshs 500/- (five hundred) for Kenya citizen and US $ 25 for non-Kenya citizen, not later than the 31st day of January of the year.
- There will be a provision for corporate membership and those who would wish to partner with the foundation.
- Any member desiring to resign from the organization shall submit his/her resignation to the secretary, which shall take effect from the date of receipt by the secretary, of such notice.
- Any member may be expelled from membership if the Board of Governors so recommends on the grounds that his/her conduct has adversely affected the reputation or dignity of the organization or he/she has contravened any of the provisions of the constitution of the organization. The Board of Governors shall have power to suspend a member from membership. A member so suspended can appeal to the Board for the suspension to be lifted through the secretary.
- Any person who resigns or resigns or removed from membership shall not be entitled to a refund of his subscription or any part thereof or any moneys contributed by him at any time.
- Any member who falls behind with his/her annual subscription for more than two years shall cease to be a member of the organization and his/her name shall be struck off the register of members.
4. OFFICE BEARERS
- The office bearers of the organization shall be
- Governor General – Chairman
- Governor General – Vice-Chairman
- Assistant Secretary
- Assistant Treasurer
- All office bearers shall hold office from the date of elections until the succeeding general meeting subject to the conditions contained in sub-paragraphs (c) and (d) of this rule but shall be eligible for re-election
- Any office bearer who ceases to be a member of the society shall automatically cease to be an office bearer thereof.
- Office bearers may be removed from office in the same way as is laid down for the expulsion of members in rule (3d) and any vacancies so created shall be filled by persons elected at the general meeting resolving the expulsion.
All of who shall be fully paid-up members of the organization and shall be elected at the general meeting to be held after every five years.
5. DUTIES OF OFFICE BEARERS
- Chairman shall unless prevented by illness or other sufficient cause, preside over all meetings of the organization and call general meetings.
- Vice-Chairman shall perform any duties of the Chairman in his absence.
- Secretary shall deal with all correspondence of the organization under the general supervision of the Board. In cases of urgent matters where the Board cannot be consulted, shall consult the chairman if he/she is not available, the Vice-Chairman. The decisions reached shall be subject to ratification or otherwise at the next board meeting
- Assistant Secretary in the absence of the secretary shall perform all the duties of the secretary and such other duties as shall be assigned to him/her by the secretary or the board whether the secretary is present or not.
- Treasurer shall receive and shall disburse, under directions of the board, 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. The treasurer is responsible to the board and to the members those proper books of account of all money received and paid by the society are written up, preserved and available for inspection.
- Assistant Treasurer shall perform such duties as may be specifically assigned to him/her by the Treasurer or by the Board and in the absence of the Treasurer shall perform all the duties of the Treasurer.
6. THE BOARD OF GOVERNORS
- The Board shall consist of all the office and bearers 12 other honoraria members who shall be Governors of the organization. Such board members shall hold office until the next annual general meeting. The board shall meet at such times and places as it shall resolve but shall meet not less than once in six months.
- Any casual vacancies for members of the board caused by death or resignation shall be filled by the board until the next general meeting of the organization. Vacancies caused by members of the board removed from office will be dealt with as shown in rule 4(d).
7. DUTIES OF THE BOARD
- The Board 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. The Board shall have power to appoint such committees, as it may deem desired to make reports to the Board upon which such action shall be taken as seems to be desirable.
- All monies disbursed by on behalf of the organization shall be authorized by the board except as specified in the rule 11 (d).
- The quorum for meetings of the Board shall not be less than 2/3 of members.
8. GENERAL MEETINGS
- There will be two classes of meetings – Annual General meeting and Special General meeting.
- (I) The Annual General Meeting shall be held not later than December in each year. Notice in writing of such General Meeting, accompanied by the annual statement of accounts and the agenda for the meeting shall be sent to all members not less than 21 days before the date of the meeting and where practicable, by press advertisement not less than 7 days before the date of the meeting.
- Confirmation of the previous Annual General Meeting
- Consideration of the accounts
- Election of Office bearers
- Appointment of auditor in accordance with rule 11 (a)
- Such other matter as the Board may decide or as to which a member or members in writing shall have been given in writing by a member or members to the meeting.
- Any other business with the approval of the Chairman
- The Board may call a special General meeting for any specific purpose. Notice in writing of such meeting shall be sent to all members not less than fourteen days before the date there of and where practicable by Press advertisement not less than fourteen days before the date of such meeting.
- Quorum for General Meetings shall be not less than two third of the registered members of the organization.
- Quorums for General meeting shall not be less than 2/3 of the registered members.
(II) The Agenda for the General meeting shall consist of the following:
9. PROCEDURE AT MEETINGS
- At all meetings of the organizations, the Chairman or in his absence, the Vice-chairman or in the absence of both these officers, a member selected by the meeting shall take the chair.
- The Chairman may at his discretion limit the number of persons permitted to speak in favour of and against any motion.
10. COUNCIL OF MENTORS
The Council shall consist of 12 mentors who shall operate as the Trustees of the Foundation – This will be the Supreme Council which will advice and oversee the Board of Governors. They should meet regularly three times annually unless there is an urgent issue to be discussed upon.
- All land, buildings and other immovable property and all investments and securities which shall be acquired by the organization shall be vested in the names of not less than (12) twelve trustees (mentors) who shall be honoraria members of the foundation. They shall be appointed at the discretion and by divine direction of the Vision carrier and who will thereby present them to the Board of Governors, Affiliates, Partners and the Members. The Trustee may at any time remove any other Trustee from office as a Trustee hereof and the person so removed shall forthwith upon receipt of a certified copy of such deed cease to be a Trustee. All vacancies occurring by removal, resignation or death shall be filled by appointments, made by the Trustees in consultation with the Vision carrier. On retirement, new appointees shall replace such trustees.
- The trustees shall pay all income received from property vested in the trustees to the treasurer. Any expenditure in respect of such property, which in the opinion of the trustees is necessary or desirable, shall be reported by the trustees to the Board, which shall authorize expenditure of such money as if thinks fit.
- An auditor shall be appointed for the following one year by the General meetings. All the organization accounts, records and documents shall be opened to the inspection of the auditors at any time. The treasurer shall produce an account of his receipts and payments and a statement of assets 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 General meeting. The auditor shall examine such accounts and statements and either clarify 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.
- A copy of the auditors report of the accountant and statements shall be furnished to all members at the same time as the notice convening the General meeting is sent out. An auditor may be paid such honorarium for his duties as may be resolved by the General meeting appointing him/her.
- No auditor shall be an office bearer of the Board of the Foundation.
12. BRANCHES AND AFFLIATONS
Branch Offices, all affiliation bodies and Outreach centers of the organization may be formed with the approval of the Board and the
NGO’s Co-ordinating Board, and they will receive instructions, directives and orders from the headquarters for implementation.
13. AMENDMENTS TO THE CONSTITUTION
Amendments to the constitution of the organization must be approved by at least two-thirds majority of members at a General Meeting of the Organization. They can not however be implemented without the prior consent in writing and signed by three of the office bearers.
- The funds of the organization may be used to form the following department that will run autonomously under each set structure:
- Kingdom Ministry Co-ordination Department
- Kingdom Consultancy and Training Department
- Kingdom Trade Centre.
- Relief Outreach Department
- All moneys and funds shall be received and paid by the treasurer and shall be deposited by him/her in the name of the organization in any bank or banks approved by the board.
- No payment shall be made out of the bank account without the authority of the Board, the Treasurer and two other office bearers who shall be appointed by the board shall sign cheques on such bank account.
- A sum not exceeding Kshs 100,000 may be kept by the Treasurer for petty disbursement of which proper accounts shall be kept.
- The board shall have power to suspend any officer who it has cause to believe is not accounting for any of the funds or property of the organization.
- The organization shall not be dissolved except by a resolution passed at a General Meeting of members by a vote of two-thirds of the members present. The quorum at the meeting shall be as shown in rule 8 (e). If no quorum is obtained, the proposal to dissolve the organization shall be submitted to a further general meeting, which shall be held six months later. Notice of this meeting shall be given to all members of the organization at twenty one days before the date of the meeting. The quorum for this meeting shall be the number of members present.
- Provided however that, no dissolution shall be effected without prior permission in writing of the NGO’s Co-ordinating Board, obtained upon application to them in writing and signed by the three of the office bearers.
- When the dissolution of the organization has been approved by the NGO’s Co-ordinating Board, no further action shall be taken by the board of the organization 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 payments of all the debts of the organization, the balance thereof shall be distributed in such other manner as may be resolved by the meeting at which the resolution of dissolution is passed.
16. INSPECTION OF ACCOUNTS AND LIST OF MEMBERS
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 office of the organization by any officer or member of the organization on giving not less than fourteen days notice in writing to the organization.