draft constitution. 1. introduction 1.1: name of the organization: multipurpose cooperative society...

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DRAFT CONSTITUTION

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Page 1: DRAFT CONSTITUTION. 1. INTRODUCTION 1.1: Name of the organization: Multipurpose cooperative society (may be changeable) 1.2: Type of organization: co-operative

DRAFT CONSTITUTION

Page 2: DRAFT CONSTITUTION. 1. INTRODUCTION 1.1: Name of the organization: Multipurpose cooperative society (may be changeable) 1.2: Type of organization: co-operative

1. INTRODUCTION

1.1: Name of the organization: Multipurpose cooperative society (may be changeable)

1.2: Type of organization: co-operative/ limited company

1.3: Address(Temporary/parmanent): 152/2-D Green Road (2nd floor), Dhaka-1205, Bangladesh

1.4: Establishment: 6th January, 2011.

1.5: Language of constitution: English

1.6: Registration No.: will be given after completion of registration

1.7: Area of operation: All over Bangladesh initially.

Page 3: DRAFT CONSTITUTION. 1. INTRODUCTION 1.1: Name of the organization: Multipurpose cooperative society (may be changeable) 1.2: Type of organization: co-operative

2. INTERPRETATION

Page 4: DRAFT CONSTITUTION. 1. INTRODUCTION 1.1: Name of the organization: Multipurpose cooperative society (may be changeable) 1.2: Type of organization: co-operative

3. OBJECTIVES

3.1: The object of the society is

i.promote the economic interest of its members

ii.encourage co-operation, self-help and mutual assistance among its members

iii.to undertake co-operative ventures and projects for the benefit of the members

iv.to promote greater awareness and consciousness of a progressive and improved life style among the members

v.To perform social welfare activities as a responsible citizen of Bangladesh

vi. To strengthen the bondage between members through different kind of activities like annual picnic, study trip for kids, outings, remembering our beloved departed friends & their family, award scholarships for our kids, sports for our kids etc.

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4. MEMBERSHIP

4.1: Eligibility

i.All students of REMIANS 91-93 batch can be a member of this society. However, Any such person (not institute) excluding REMIANS 91-93 batch can be an associate member after fulfillment of particular terms and condition.

ii.All members shall:

a)not be below the age of 18 yearsb)be of good characterc)not be physically on mentally disabledd)not be an undischarged bankrupt; ande)not be a person against whom a conviction stands for an offence punishable with

imprisonment.

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4.2. Procedure for obtaining membership

4.2.1. Application for membership shall be submitted on a prescribed form duly completed and sent to the registered address of the Society. The executive committee shall have power to approve or reject any application without assigning any reason provided that an applicant so rejected may appeal in writing to a general meeting of the Society.

4.2.2. Every member should deposit a fee of 1000/=(Tk. One thousand only) as membership fee (non refundable).

4.2.3. The approval or rejection of any application shall be notified to such applicant without delay.

4. MEMBERSHIP (continue)

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4. MEMBERSHIP (continue)

4.3. Classification of members

Members may be classified as A.General member and B.Associate member

4.3.1. General member

All students of REMIANS 91-93 batch who will join this forum will be treated as generalmember. General members will be subdivided into

Founder member: Those who will join this forum within 15th February, 2011 and

Delayed member: Those who will join this forum after 15th February, 2011

Associate member: Any such person (not institute) excluding REMIANS 91-93 batch can be an associate member after fulfillment of particular terms and condition and with the final approval of executive committee.

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4. MEMBERSHIP (continue)

4.4. Conditions for continuing membership

i.All members should abide by the constitution of this organization.

ii.Every member has to renew his membership every year. Membership renewal fee will be deposited by 15th January of each year. Year will be calculated from January to December

iii."Delay Charge/Fine" for membership renew fee will be Tk. 100/-in every month.

iv.Every member have to contribute in every respect for the betterment of the society.

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4.5 procedure for withdrawal of membership

i.Any member can withdraw his membership after giving prior notice of three months (03) to the executive committee. But every member should continue at least one (01) year after his joining.

ii.If any member withdraw after one year, 50% of his/her monthly subscription and down payment will be refunded to him/her.

iii.If any member withdraws before one year, then only down payment (if deposited) will be refunded to him/her. He/she have no right to claim his/her monthly subscription.

4. MEMBERSHIP (continue)

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4. MEMBERSHIP (continue)

4.6. The transfer of membership

No member can sell/transfer his/her membership to any persons. Only organization has right to take over his/her membership.

4.7. the procedure for expulsion from membership i.If any member contravenes any provision of the Act, the Rules or these By-laws or acts in any way detrimental to the interests of the Society he may be expelled by the executive committee provided that he is given a reasonable opportunity to show cause as to why he should not be expelled. An expelled member may, however, appeal in writing to the next general meeting, which may reverse the decision of the EC if not less than two-thirds of the members present and voting so decide.

ii.Debts and liabilities of the cancelled member will be similar to those of withdrawn member.

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4. MEMBERSHIP (continue)

4.8. duties of the members

i.Every member must renew his/her membership fee within 15th January of each year.

ii.Every member must deposit his/her monthly subscription on due time.

iii.Every member must cooperate with any activity for betterment of the society.

iv.Every member should attend all general meeting and annual general meeting of the society.

v.All members should abide by the constitution of this organization.

vi.If included in any committee, he/she should deliver his/her duties with pleasure.

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4. MEMBERSHIP (continue)

4.9. Rights of the members

i.All members will enjoy equal benefit/loss in every respect of this organization

ii.All members have single voting power.

iii.Any member can be selected/elected for any committee.

iv.Founder members will get privilege in administrational function of the society.

v.Delayed members will enjoy every rights as mentioned above after completion of three (03) years as delayed member. In this probation period, the delayed members will enjoy the benefit/loss of the society. He may also have voting rights but cannot be included in the executive committee.

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5. NOMINEE/SThe number of nominee will be at least one (01) but not more than three (03). Nominee can continue the share after death of any member or can withdraw after meet up all liabilities from both party (co-operative society and member). In case of continuation, 1st nominee will act as the representative.

5.1. Rights of the nominee/s

i.Nominee can enjoy every right of the member if the member is dead/physically and mentally disable. However, if nominee/s is below 18 years age, executive body will supervise his/her right. After 18 years ages, the nominee/s will decide whether to continue or not with this forum.

ii.If nominee is any institute then it will not be eligible as member or representative.

iii.Only 1st nominee (representative) has right to continue or withdraw from this society. If 1st nominee is unavailable, then descending order of nominees will be maintained.

iv.If no nominee is available, then the society has sole right to take up all his liabilities.

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6. MANAGEMENT COMMITTEEThere will be three types of committee namely convening committee, executive committee and sub-committee.

6.1. Convening committee

i.Convening committee must be selected among the general members. Convening committee will operate all operation including full committee formation. However convening committee will continue maximum one (01) year. Convening committee may dissolve before stipulated time. Convening committee will be accountable to general meeting only.

ii.Convening committee must be odd number members. Maximum 7/9 persons can be included in the convening committee. Structure of convening committee may be

• Conveyor: 01 - equivalent of president of EC• Joint conveyor: 01- Vice president and treasurer of EC• Member Secretary: 01- General secretary of EC• Member: 04/06- other posts of EC

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6. MANAGEMENT COMMITTEE (continue)

6.2. Executive committee

i.The size of the executive committee will be limited to 13 members with the following structure:

• President: 01

• Vice-president: 02

• General secretary: 01

• Joint secretary: 01

• Finance secretary/Treasurer: 01

• Office secretary/public relation: 01

• Social welfare secretary: 01

• Executive member: 05

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6.2. Executive committee (continue)

ii.It is recommended to select the executive committee through mutual consensus of all members. If necessary, executive committee (required posts) can be elected.

iii.Executive committee must have supreme authority to take and implement any decision for the betterment of the organization.

iv.Executive committee will be selected /elected for two (02) years.

v.After completion of executive committee tenure, 50% members may be replaced in the executive body (recommended but not mandatory).

vi.Executive committee must be accountable to the general meeting only

vii.Executive committee will hold a meeting in every month. However in case of emergency, the convener/president can ask for any meeting at any time.

viii.If any executive member fails to attend the meeting for consecutive three times without prior notice, his executive membership will be cancelled automatically. Then this vacant post will be filling-up ASAP.

ix.There will be no salary/remuneration for any committee members. However the organization will bear all kind of operational cost.

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6.2. Executive committee (continue)

x.Functions of the executive committee

a.President: President shall preside at all the meetings of the executive committee. If executive committee cannot reach in consensus in any agenda, president has sole rightto take and implement any decision.

b.Vice president: Vice president shall preside at all meeting of the executive committee and the society in the absence of the president. The vice president shall have the power supervise the activities of the society and he shall remain responsible for its management.

c.General secretary: The general secretary shall perform the following duties:Maintain the register of the membersKeep minutes of all the meetings of the executive committee and the societyAttend to all correspondence on behalf of the society and maintain all records of the societyTake steps for compliance and implementation of the resolutions passed by the executive

committee and the societyMaintain the office and perform the executive functions of the societyCall meetings of the executive committee in consultation with president/vice presidentIssue notice of all meetingsPrepare the annual reportPerform all other duties arising out of day to day administration of the society

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the general secretary shall have the power to spend a sum not exceeding Tk. 3000 anually to meet petty cash and contingency requirement of the society without reference to the executive committee.

d.Joint secretary: Joint secretary shall assist the general secretary and in his absencedischarge the duties of the general secretary as assigned. He shall also performsuch other duties as may be assigned by the executive committee.

e.Treasurer: treasurer shall maintain the books of accounts of the society and shallkeep all the money of society in bank approved by the executive committee. He shall prepare the report for the annual audit and accounts and have it duly auditedby the authorized auditor.

f.Social welfare secretary: He shall supervise all the social activities of the societyfrom time to time.

g.Executive members: They will assist the committee to take and implement anydecision for the welfare of the society.

6.2. Executive committee (continue)

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6.3. Sub committee

i.In case of betterment of the organization, there is provision to form any sub-committee.

ii.Any member can be included in the sub-committee.

iii.The sub-committee must be accountable to the executive committee only.

iv.Sub-committee must be headed by an executive committee member. The member of sub-committee must be restricted to three (03) persons.

v.There will be no salary/remuneration for any committee members. However the organization will bear all kind of operational cost.

vi.The sub committee should finish the assigned work in stipulated time as decided by the executive committee.

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7. MEETING

There shall be three kinds of general meeting namelyi.Quarterly general meeting ii.Annual General Meeting and iii.Extra-Ordinary General Meeting

7.1. Quarterly General meeting

i.There will be a general meeting in every three (03) months and executive committee will give an overall statement about their activities within this period.

ii.Quorum for any meeting will be minimum 1/3 of the total members. However to pass the constitution, 2/3 members must agree in the general meeting.

iii.No quorum shall be necessary for an adjourned meeting.

iv.Notice of every general meeting shall be sent to each member entitled to attend the meeting and to the Registrar at least 7 clear days and in the case of a proposed amendment to the By-laws at least 15 clear days, prior to the date of the general meeting.

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7.2. Annual General Meeting (AGM)

i.Annual General Meeting shall be convened by the executive committee and shall be held as soon as practicable, but not later than six months after the end of the financial year, unless the approval of the president has, within the said period of six months, been obtained to extend that period.

ii.The function of the annual general meeting shall be

a.to consider and confirm the minutes of the last Annual General Meeting and any other intervening general meetingb.to consider and pass the auditor’s report, and any report made by the treasurer or his representativec.To consider the report of the general secretary about the activities of the societyd.to consider and resolve the manner in which any available surplus shall be distributed or investede.to consider and adopt any amendments to the By-lawsf.to select/elect members to the executive committee

iii.Fifteen days notice specifying the time, date and place of the meeting shall be given together with the agenda and a copy of audited statement of accounts for the preceding year.

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7.3. Extra ordinary General Meeting (EGM)

i.An Extra-Ordinary General Meeting shall be convened by the executive committee whenever it thinks fit, or on receipt of a requisition for such a meeting signed by at least 25% of the total membership, whichever is the less, stating the objects of the meeting.

ii.If the Board fails to convene a meeting within one month of receiving the requisition for the meeting, the members making the requisition shall have power to convene the meeting themselves by notice to all members of the Society stating the objects of the meeting and the fact that the executive committee has failed to convene the meeting.

iii.The president or his representative may at any time convene a Special General Meeting and may also direct what matters shall be discussed at the meeting.

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8. BOOKS, DOCUMENTS AND SEAL OF THE SOCIETY

The following books and documents shall be kept

i.Register of members and their nomineesii.Official pad with sealiii.Register of Assetsiv.Register of Purchasesv.Subscription and down payment Registervi.Register of Member’s Liabilitiesvii.Minutes Booksviii.Copy of the Act, the Rules and the By-lawsix.any other books and documents that may be found necessary or prescribed by the executive committee.

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9. FUND

i. The society will open a savings account in the name of organization in any scheduled bank having online facilities

ii. The account will be operated by three (03) signatory, money can be withdrawn by at least two (02) signatures.

iii. Any fund can be deposited in the form of cash or cheque

9.1. Fund Raising program

i. Monthly subscription: 1000/= (changeable). Must be deposited within 15 of every month. Delay fine 100/=.per month

ii. Monthly subscription can be deposited for 1/3/6/12 months at a time but that should be deposited in advance.

iii. 5% of monthly subscription will be exclusively utilized for charity purpose

iv. 10% of monthly subscription will always be reserved in bank as liquid money

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9.1. Fund Raising program (continue)

v. 5% of monthly subscription can be used for entertainment activity of the society

vi. Remaining 80% of monthly subscription will be used for commercial purpose

vii. Down payment : will be decided after discussion.

viii. Down payment can be deposited by maximum 5 installments. However, all installments should be deposited within two (02) months maximum

ix. Obtain loan from any person, bank, loan giving agency, Govt./semi govt. organization, autonomous body or any institution after having approval from executive committee.

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10. INVESTMENT PROGRAM

i. The fund can be invested in Land development , agro business, construction, long term, short term financial investment etc. however, the fund can be invested in any sector considering the high rate of return.

ii. Loan: members can take loan through proper channel. However there is no provision to sanction any loan in first three (03) years.

iii. The society can sanction a loan of 1.5-2 times of his/her deposited money

iv. Maximum 2 members can apply for loan at a time

v. The loan must be refunded within set time with a nominal profit margin

vi. No loan will be sanctioned if prior liabilities was not meet up.

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i. The books and accounts of the Society shall be audited by an external auditor authorized by the executive committee, once a least in every year. The auditor shall inspect and audit the accounts and other relevant records of the Society and shall forthwith draw the attention of the Registrar and the society to any irregularity disclosed by the inspection and audit that is, in his opinion, of sufficient importance to justify his so doing.

ii. The external auditor shall report:

a) whether the financial statements show fairly the financial transactions and the state of affairs of the Society; and

b) such other matters arising from the audit as he considers should be reported.

11. THE AUDITOR

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12. LEGAL REGISTRATION

Legal registration will be taken from respective government authority as soon as possible.

13. DISSOLUTION

If upon dissolution of the society there remains, after satisfaction of the debts and liabilities, any property, whatsoever, the same shall be distributed equally among the members present.