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THE ASSOCIATION OF PROFESSIONAL SOCIETIES IN EAST AFRICA
By-Laws for Branches
1. BRANCHES
The Council may establish branches of the Association in such countries or regions or within a country, as it may deem appropriate from time to time, provided there are at least ten duly registered members of the Association in good standing, duly represented by at least fifty individual members of those associations.
1.1 The style and title of each branch shall be:-
"The Association of Professional Societies in East Africa
........... Branch"
Proper stationery, to include letterheads and receipt books shall be printed by each branch in such format and design as may be from time to time prescribed by the Council of Association and all official correspondence and business of the branch shall be conducted on such printed stationery.
1.2 Each branch shall rent and maintain a Post Office Box, an email address, telephone contact, and such other communication facilities/contact in the name of the branch for the sole use of the branch and these shall be the only recognized addresses/contacts for the branch. Such addresses shall be printed on all stationery of the branch.
2. AIMS AND OBJECTS
The objects of each branch shall be inter alia: -
To provide a local organization for members of the Association.
To generally promote maintenance of and facilitate improvements in professional standards in the public interest in the area represented by the branch and to undertake continuous professional development of members. To facilitate multi disciplinary professional interaction and development.
To arrange for periodical meetings of members, organize lectures, seminars and similar functions on subjects of professional or topical interest, and to disseminate by any other means, information calculated to be of value to members and the public at large.
To afford opportunities for enhanced communication routes amongst members and with the Council of the Association.
To arrange social functions within the branches.
To investigate and report to Council such matters as may be referred to the Branch by the Council from time to time.
To undertake any other assignments that the Council may from time to time delegate to the branch.
3. MEMBERSHIP
3.1 Membership of the branch shall be restricted to associations; institutes or similar professional bodies that are at the time of registering with the branch office are members in good standing of the Association. New membership application to the Association will be made directly to the Head Office of the Association or be made through the branch office. The application shall be on prescribed forms.
3.2 All associations, except where specific approval has been granted by the Council, shall be members of a branch. Any association ceasing to be a member of the Association shall automatically cease to be a member of a branch.
4. MANAGEMENT
4.1 The management of a branch shall be vested in a committee known as "The Branch Council", which shall consist of one representative from each member association. The Branch Council shall elect at its annual general meeting an Executive Committee to run the affairs of branch. The Executive Committee shall comprised of:-
1. Branch Chairperson
2. Vice Branch Chairperson
3. Branch Secretary
4. Assistant Branch Secretary
5. Branch Treasurer
6. Two Additional Members
All elected officials shall be members in good standing in their respective member associations.
4.2 All office bearers and additional members of the Executive Committee shall be elected in Annual General Meeting of the Branch, provided that no person shall serve as Chairman of a branch for more than 3 consecutive years. The President of the Association or his nominee shall be an ex-officio member of each Branch Council.
4.3 The Branch Council shall have power to nominate not more than three persons from any bodies in there area of operation considered appropriate for the Branch development to sit in the Branch Council as ex-officio members.
5. ELECTION AND RETIREMENT OF THE BRANCH COUNCIL MEMBERS
5.1 Members of the Branch Council shall retire each year, but shall be eligible for re-election without nomination. Nominations to the Branch Council shall be proposed by individual branch members and approved by the Executive Committee of the Branch. Such nominations shall be notified to Branch Secretary at least twenty-eight days before the Branch annual general meeting. If the Branch member fails to nominate a representative as required above, the Executive Committee shall endorse the existing representative provided that such representative has not served for more than three years in the Branch Council.
5.2 Casual vacancies in the Branch Council within the year may filled by the Executive Committee in consultation with the member affected.
5.3 The Branch Secretary shall notify the Council of the Association of any changes in the Branch Management within seven days of such change.
6. FINANCIAL
6.1 Each Branch shall collect subscription dues from their branch members and retain such amounts as shall be stipulated from time to time by the Council of the Association to run the affairs of the branch. The balance not so retained shall be forwarded to the Head Office within fourteen days of receipt of such subscription dues. Each Branch Council shall be authorized to raise funds for its own activities provided that each such proposal shall be within the overall strategy and mission of the Association.
6.2 The Branch Council of each branch shall be empowered to levy such fees or charges, as it may deem appropriate in respect of any function or activity it may organize for the members and/or other persons, or for the augmentation of Branch Fund.
7. BANKING
Each branch shall maintain a bank account the signatories in respect of which shall be the office bearers of the branch. The President and the First Vice President of the Association shall additionally be registered signatories for every branch but shall not be required to exercise this prerogative except in exceptional circumstances as directed by the Council. The signatures of any two of the registered signatories shall suffice to operate the bank account.
8. ACCOUNTS
8.1 The accounting year of each branch shall be the same as that of the Association.
8.2 The Hon. Treasurer of each branch shall maintain proper Accounts. Such Accounts duly certified by the Hon. Auditor appointed by the branch and shall be laid before the Annual General Meeting of the branch. A copy of the signed Accounts together with reports and statements thereto shall be forwarded to the Council of the Association within thirty days from the date of the Annual General Meeting of the Branch.
9. HONORARY AUDITOR
An honorary auditor shall be appointed annually at the Annual General Meeting of the Branch. The honorary auditor shall be a practising member of the respective body of accountants and auditors duly authorised to license such auditors. Such Hon. Auditor shall not be an Officer or Member of the Branch Council.
10. MEETINGS
10.1 Ordinary Meetings of the Branch Council
Ordinary meetings of the branch shall be held at such times and places as the Branch Council may decide. The quorum for Branch Council meetings shall be a third of the registered branch members in good standing. The Branch Council shall meet at least twice in any calendar year. The Executive Committee of the Branch Council shall meet at least every three months.
10.2 Annual General Meeting
10.2.1 The Annual General Meeting
The Annual General Meeting of each branch shall be held not later than ninety days after the financial year-end. The quorum shall be a third of the membership of the Branch.
10.2.2 The normal business to be transacted shall be:
[a] Adoption of the minutes of the previous AGM.
[b] Adoption of Branch Chairperson?s Report
[c] Adoption of the audited Accounts and financial reports
[d] Election of Branch Executive Committee
[e] Appointment of Honorary Auditor
[f] Any other business with the approval of the person presiding at the meeting
10.3 Special Meetings
At the request of the Branch Chairman or by a resolution of the Branch Council, or upon a requisition signed by five or more members of a branch, the Branch Secretary shall convene a special meeting, stating clearly the object for which it is called. Every such meeting shall be held within twenty-eight days from the passing of such resolution or upon receipt of such request or requisition. The quorum shall be one half of the membership of the Branch.
10.4 Notices
A minimum of fourteen days written notice shall be given to each member for all meetings except that Executive Committee meetings may be called by shorter notice as the Committee may decide.
11. REPORTING
Branches shall be responsible to the Council and shall forward duly signed minutes of all their meetings and deliberations to the Council thirty days from the date of such meetings.
All communications from branches shall be addressed to the Executive Director or to such other designated officer of the Association at the registered office of the Association except that communication signed by the Branch Chairperson shall be addressed to the President of the Association.
12. DISSOLUTION OF A BRANCH
The Council may at its own discretion dissolve any branch on receipt of a solution made by a simple majority of branch members at a special meeting convened for that purpose. Members of a dissolved Branch shall remain members of the Association. The Council may dissolve a branch for any of the following reasons:-
[a] Non-compliance with these by-laws
[b] If for any other reason the Council deems it desirable in the interests of the Association to dissolve the Branch.
Assets and liabilities of a dissolved branch shall be taken over by the Council of the Association except that the Council shall not be held liable for actions committed by any branch official acting in contravention of the Constitution of the Association, these by-laws or any national laws or international laws.
The Council reserves the right to dissolve the Branch Council as it deems fit and appoint an interim Branch Council in its place until another Branch Council is duly elected.
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Issued By The Council Of The Association Of Professional Societies In East Africa.
August 2004
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