CONSTITUTION

Our future events

OWOSHO ADEBOWALE FOUNDATION ANTHEM

Lyrics:
We are the OWOSHO ADEBOWALE FOUNDATION …To Build Greater Future
We work in love, to make an impact, to become a blessing to our nation,
Ooooh lord please give us all the strength, to achieve all our goals
We are the heroes of achievers,
We are the heroes of achievers,
We believe,
We will succeed,
With love and determination By the power of God
By the greatness of God OWOSHO ADEBOWALE FOUNDATION ever shine.

 

ARTICLE 1
GENERAL
SECTION 1:1. NAME
The name of the organization is OWOSHO ADEBOWALE FOUNDATION, and the motto of this organization is “BUILDING OUR FUTURE”

SECTION 1:2 PURPOSES

OWOSHO ADEBOWALE FOUNDATION is organized and shall be operated exclusively as a non-governmental organization dedicated to the purposes stated in its Articles of Association more particularly stated as follows:

SECTION 1:3 AIMS AND OBJECTIVES

1. To eradicate the rate of corruption, criminality, and ignorance by educating the teens and the youths.
2. To help develop and maintain an upright generation of youths by contributing to the standard of education and Values.
3. To increase the number of youth and teens who have relevant skills, including technical and vocational skills, for employment, decent jobs, and entrepreneurship.
4. To build and upgrade education facilities that are child, disability, and gender sensitive and provide safe, non-violent, inclusive, and effective learning environments for all.
5. To create programs that educate and inspire the teenagers and the youth
6. To support young people’s independence and sense of responsibility and enable them to cope with life independently.
7. To enable youths to develop holistically, working with them to facilitate their personal, social, and educational development.
8. To enable them to develop their voice, influence, and place in society and to reach their full potential.”
9. To enable the exchange of experience and knowledge
10. To motivate the young stars to get active and thus empower them to turn their ideas into real activities

 

SECTION 1:4.i
REGISTERED OFFICE
The Organization shall continuously maintain a Registered Office within Lagos state Nigeria.

SECTION 1:4: ii
PRINCIPAL OFFICE
The Organization’s principal administrative office (where its chief operating officer and
Administrative staff shall be located) shall be situated at such place as shall be determined by the Board of Trustees.

SECTION 1:4.iii
ADDITIONAL OFFICES:
The Organization shall also have offices including regional/state offices, at such other places as the Board of Trustees may determine and as the activities of the Organization require.

ARTICLE II
MEMBERSHIP
SECTION 2. i
CLASSES OF MEMBERS:

The Organization shall have two classes of members. One shall be called “Full Members” the second shall be called “Associate/Honorary Members” Each shall have the rights and privileges subject to stated limitations, as outlined in this constitution.

SECTION 2: ii
QUALIFICATION OF MEMBERS:

Membership of OWOSHO ADEBOWALE FOUNDATION shall be open to anyone interested in helping the organization achieve its aim and willing to abide by the rules of the Organization.

SECTION 2: iii
Membership shall be open to everybody irrespective of sex, ethnic, political, and or religious creed, or profession.

 

SECTION 2: iv
ADMISSION PROCEDURE

Any individual, Nonprofit organization, or entity wishing to join OWOSHO ADEBOWALE FOUNDATION as a “member” or “Associate member” shall file its application for membership with the chief operating officer (coo) The application shall be made by following the application procedure as established by the organization and made available on the Organization website i.e. (www….) the application shall include a declaration by the applicant of its commitment to and the endorsement of the purposes and the objectives of the Organization.

SECTION 2: v
THE ENDORSEMENT:

The application shall be endorsed or attested to by at least two existing members of the Organization (members or Associate members).

SECTION 2: vi
GRANTING OF MEMBERSHIP:

The Organization Board of Trustees or Executives shall after reviewing the application and after due consideration of the coo decide whether the membership application is meritorious and should be accepted. Admission to membership may be conditioned by the Board and effective only upon the applicant’s payment of dues and other levies. If the Board rejects a membership application of an applicant, such applicant shall not be precluded from re-submitting the application after due compliance with the reasons for the rejection of the initial application.

SECTION 2: vii
MEMBERSHIP RIGHTS AND PRIVILEGES

Each member and Associate member shall have the right to:

1. Participate in all the activities of the Organization.
2. Have the right to use the facilities of the Organization upon a grievance
3. Have the right to vote and be voted for.
4. Have the right to receive a certificate of membership of the Organization. Shall have the right to attend all meetings of the members and the right to nominate and be nominated to serve as a member of the Board; provided that the right to vote and be voted for shall be limited to those members in good standing as defined in this constitution.

 

SECTION 2: viii
DUES AND LEVIES OF MEMBERS:

The dues and levies shall be set annually by resolution of the Board of Trustees and payments and time of payment shall be as stipulated in this constitution a member shall be deemed to be in good standing among other requirements if he has timely and is up to date with his dues, any members which have not paid its dues and other levies by the time limit as provided in this constitution, such member shall be deemed not to be in good standing.

SECTION 2: VI
TERMINATION OF MEMBERSHIP

Any member may terminate its membership by issuing a 30 days notice, effective from the day the notice is received by the Coo; provided however such member shall remain liable for any unpaid dues and levies and shall not be entitled to any refund, including any peroration of already paid dues or levies of the applicable year.

No member may be deprived of its membership or have its membership terminated or suspended except for cause by action of the Board of Trustees, which may include:-

1. A member ceases to satisfy the qualifications as stated in this constitution.
2. The Organization has the option to terminate a member for non-payment of dues for a continuous period of the years as stipulated in this constitution after due reminder notice by the Coo.
3. In the case of a member violating the constitution or other just cause of a substantive nature.

SECTION 2: vii
RE-ADMISSION OF MEMBER

Any member whose membership has been terminated or suspended may apply to the Board of
Trustees/Executives for reinstatement of its membership, consistent with the re-admission procedure set out in this constitution.

 

ARTICLE III
SECTION 3:i
MEETINGS
GENERAL

Meeting of the members shall be held at such time and place as shall be fixed from time to time by the Board and through the procedure as spelled – out in this constitution. The Director shall chair the meeting, in his absence the deputy or any other official delegated by the Director.

SECTION 3: ii
GENERAL ASSEMBLY MEETING:

The Board shall under the time stipulated in this constitution call the ‘General Assembly Meeting’ the notice of the time and place of such General- Assembly Meeting and all other meetings shall be given by the Coo at least 30 days in advance, each member shall be allowed to contribute to an agenda which shall be circulated to members 20 days in advance.
Minutes of the General Assembly and all other Meetings shall be kept and made available to the members of the Foundation’s website or otherwise.

SECTION 3: iii
SPECIAL MEETING OF MEMBERS:

A special meeting of the members may be called by the Director, or a majority of the members upon a written request to the COO. The notice of the time and place of such a special meeting shall state the time and place of such a special meeting and shall state the purpose or purposes and the agenda for such meeting.
Notice of such meeting shall be given in writing not less than 10 days before such meeting.

SECTION 3: iv
QUORUM: One-third (1/3) of all members (in good standing) who may be present in person shall constitute a quorum at all regular and special meetings of the members for the development of OWOSHO ADEBOWALE FOUNDATION; if such quorum cannot be achieved at any meeting of the members, those members entitled to vote, though less than a quorum, shall have the power to adjourn the meeting from time to time until a quorum shall be attained.

 

SECTION: 3: v

Members may participate in a general Assembly or other meetings of members or in committee using a conference telephone, voice, video, or any similar communication equipment whereby all persons participating in the meeting can hear one another. Participation by conference telephone shall constitute presence in person at such meeting for purposes of a quorum.

ARTICLE IV
SECTION 4:
VOTING

When a quorum is present at any meeting the vote of a majority of members having voting power (as stated by this constitution) shall decide any question brought before such meeting unless the question is one upon which a different or higher percentage vote is required by law. Votes may be cast at such a meeting by a show of hands, provided, however in the Director’s direction or upon override of his ruling by affirmative vote of a majority of the members present, votes may be cast by written secret ballot.

 

SECTION 4a
VOTING BY SECRET BALLOT

Voting into the office of the Director, the office of the Executives shall be taken by ballot system.

SECTION 4b
TELE-CONFERENCE PARTICIPATION IN A MEETING

Members may participate in and vote at a regular or a special meeting of members by use of any means of communication by which all members participating may simultaneously hear one another during the meeting. A member participating in a meeting by this means is deemed to be present in person at the meeting for purposes of a quorum.

 

ARTICLE V

ELECTION

SECTION5:

Nomination of candidates for the elective post of the National Executive Council shall be taken at the Annual general meeting.

(a). Only bonafide members (as recognized by this constitution) shall be eligible to vote and be voted for.     

(b). An electoral committee of (3) bonafide members which shall include one member of the Board of Trustees shall be elected at the AGM to conduct the elections and such committee for election purposes shall.

Bi. Organize and supervise all elections and bye-elections with utmost good faith.

Bii. Exercise its power independently without any influence from the Executive council, but they shall be subject only to the provisions of this constitution.

Biii. They shall have the power to call for the nomination of candidates and shall screen the candidates that indicated interest in all the offices, to determine their eligibility as contained in the section of this constitution.

Biv. The Board of Trustees member who shall be a member of the committee shall have the responsibility of announcing the results of the elections.

Bv. The Electoral Committee shall be a standing committee that shall be responsible for all elections in a given year.

 

SECTION 5a                                                                                                                                                                   

VACANT OFFICE

 An office shall be vacant if:-

(ai) The holder tendered his written resignation and such letter of resignation is accepted by a majority of bonafide members present at the next General Meeting.
(aii) The holder is removed from office for gross violation of this constitution or found guilty of fraud or embezzlement by any resolution of not less than 1/3 majority of bona fide members.
(aiii) The holder is found to be or become of unsound mind or incapable of performing the function of his office.

 

SECTION 5b                                                                                                                                                                                 

(bi) Notice of resignation shall be given to the chief operating officer (coo) or the director or the secretary not less than 14 days before the next General Meeting.
(bii) The standing election committee shall ensure that a vacant office is filled with dispatch.

 

ARTICLE VI

OFFICERS

SECTION 6a

The principal officers of the foundation shall consist of the Director, secretary, Accountant, and Administrator. The chief operating officer (logistics department, project coordinators and others which we will create has the need arises. Logistics and Project Coordinator etc.). All except the (Coo) shall be elected by the members.

 

SECTION 6ai.

The office of the Director:                                                                                                                                           

The Director shall upon his election or nomination by the members be responsible for:-

(a). Setting the agenda, scheduling, and presiding over the General Assembly, meetings, and all Executive Committees of the foundation. In the event of a tie vote, the Director may elect to break the tie with his or her vote. in the absence of the Director, the secretary shall preside at the meeting and have the same responsibilities.

(b). The Director shall have other rights, duties, and powers as are authorized by the General Assembly from time to time.

SECTION 6B

TERM
The Director shall be elected for a term of (5) years, the Director may serve for only two consecutive terms.

 

SECTION 6c

GENERAL SECRETARY

The COO (Chief Operating Officer) shall also serve as the secretary of the Organization, he or she shall attend all meetings unless expressly excused. He/she shall record or cause to be recorded all votes and the minutes of all proceedings in a book or electronic format of the device to be kept for that purpose.

– He/she shall give or cause to be given such notice or notices as is required of all meetings.

– He/she shall have other rights, duties, and powers as are authorized by the Board from time to time.

 

SECTION 6d

FINANCIAL MANAGER

(i). The Accountant shall supervise and be responsible for all the funds of the organization.

(ii). He/she shall oversee the deposit of all money and other valuables to the credit of the organization.

(iii). He/she shall oversee borrowings and compliance with the provisions of all indentures, agreements, and instruments governing such facilities to which the organization is a party.

(iv). He/she shall oversee the disbursement of funds of the organization and the investment of its funds.

(v). He/she shall in general perform all the duties incident to the office of the Accountant and shall have such other rights, duties, and powers as are authorized by the Board from time to time.

 

SECTION 6e

ADMINISTRATOR

(i) The Administrator shall supervise and be responsible for the registration of all members of the organization.

(ii) Answering incoming calls; taking messages and re-directing calls as required

(iii) Dealing with email enquiries

(iv) The organization Diary management and arranging appointments, booking meeting rooms and conference facilities

(v) General office management such as ordering stationery

(vi) Organizing travel and accommodation for all executive and members

(Vii) Arranging both internal and external event

(Viii) Possibly maintaining the organization’s social media accounts.

SECTION 6f

COMPENSATION OF OFFICERS

All officers serve as volunteers without compensation, but they may receive reimbursement of reasonable expenses as may be determined and approved by the Board from time to time.

ARTICLE (VII)

FISCAL MATTERS

SECTION 7a.

DEPOSITS

The Board shall authorize the Director to select Banks, Trust Companies, or other depositories in which the funds of the organization and not otherwise employed shall from time to time be deposited to the credit of the Organization.

SECTION 7b

CHEQUES
All cheques, demands for money and notes, and other financial transactions of the foundation shall be with the approval of the Director.

 

SECTION 7c

GIFTS AND CONTRIBUTION

The director may accept on behalf of the organization any contribution, gift, bequest, or devise for the general purpose or any special or specific purpose of the organization. If such is consistent with the organization’s general tax-exempt purposes or as outlined in the constitutions of the organization. The organization shall reserve all rights, title, and interest in and to control such contributions, as well as full discretion as to the ultimate expenditure or distribution thereof in connection with any special fund. Equally, the organization shall retain sufficient control over all donated funds (including designated contributions) to ensure that such funds will be used to carry out the foundation’s tax-exempt purposes.

SECTION 7d.

CONTRACTS

The Director is empowered on behalf of the foundation to enter into any contract or execute and deliver any instrument in the name of and on behalf of the organization. Such authority can be general or confined to specific instances in furtherance of the tax-exempt purposes of the foundation.

SECTION 7e

PARTNERSHIP AND JOINT VENTURES:

The Director is authorized to enter into any partnership or joint ventures that will advance the tax-exempt purposes of the organization as contained in the constitution.

 

ARTICLE VIII

ALTERATION OF THE CONSTITUTION

SECTION 8a
Proposals for amendments to this constitution or dissolution must be delivered to the secretary in writing. The secretary in conjunction with all other officers shall then decide on the date of a forum meeting to discuss such proposals, giving at least four weeks (28 days) clear notice.

SECTION 8b

Any changes to this constitution must be agreed by at least two-thirds of those members present and voting at any general meeting.

 

SECTION 8c

DISSOLUTION
The organization may be wound up at any time if agreed by two-thirds of those members present and voting at any general meeting. Any assets shall be returned to their providers, if they require it, or shall be passed to another Organization with similar aims.

SECTION 8d

ADOPTION OF THE CONSTITUTION

This constitution was adopted by the board of trustees ………………………………… /01/2021
Signed: (Director)
MR OWOSHO ADEBOWALE SAMUEL
_________________________________________________________
(Secretary)
MISS OLUDE BUSAYO BASEERAH
__________________________________________________________
(Accountant)
MR OMONIYI SAMSON OLUWABUKOLA

(Administrator)
MR ADEKUNLE ADEDAYO ADEDEJI
__________________________________________________________
MR SANUSI YAHYAH
__________________________________________________________

MR IPINSHAGBA EMMANUEL
__________________________________________________________

MR KAMIL YASIR