Constitution

THE

CONSTITUTION

OF THE

YOUNG PROGRESSIVE NIGERIANS INITIATIVE

CONSTITUTION OF THE YOUNG PROGRESSIVE NIGERIANS INITIATIVE

The members of the YOUNG PROGRESSIVE NIGERIANS INITIATIVE have agreed to enact and make this Constitution to enhance the operations of their Association.

Therefore, we as members of this Association agree to be regulated by this Constitution; and this Constitution shall be supreme and binding on all of us as members.

ARTICLE 1:             NAME AND MISSION STATEMENT

1.1       This Association will be known and Registered as the YOUNG PROGRESSIVE NIGERIANS INITIATIVE (hereinafter referred to as the “Association”).

1.2       This Association’s Mission Statement is “We are one nation and our time to move forward has come”.

ARTICLE 2:             REGISTERED OFFICE

The Registered Office and Secretariat will be in Nigeria.

ARTICLE 3:             OBJECTIVES AND POWERS

3.1       The objectives of this Association are:

  1. To define and impact Nigerian core values
  2. To progressively re-orientate the Nigerian youth on patriotism.
  3. To provide a means for Nigerians to demonstrate their patriotism.
  4. To enable progressive minded Nigerians interact and discover the cultures, traditions, languages, history, and etcetera, of Nigeria.
  5. To develop intellectual proposals for improving every sector of Nigeria.
  6. To develop and sustain the ideology of true Nigerianism
  7. To celebrate the achievements of progressive-minded Nigerians.
  8. Any other object that is ancillary to the aforementioned.

3.2     In furtherance of the above-mentioned objects, the Association has the power to:

  1. Arrange and provide for, or join in arranging and providing for, the holding of exhibitions, meetings, lectures, classes, seminars, debates and soirees;
  2. Collect and disseminate information on all matters affecting the objectives of the Association and exchange such information with other bodies having similar objectives whether in this country or overseas;
  3. Procure to be written and printed, published, issued and circulated gratuitously or otherwise such papers, books, periodicals, pamphlets or other documents or films or recorded tapes as shall further the objectives of the Association;
  4. Purchase, build and take on lease or in exchange, hire or otherwise acquire any property and any rights and privileges necessary for the promotion of its objectives;
  5. Construct, maintain and alter any buildings or erections necessary for the work of the Association;
  6. Make regulations for any property which may be so acquired;
  7. Remunerate any person or persons who supervise, organize and carry on the work of the Association;
  8. Accept gifts and borrow or raise money for its objectives on such terms and on such security as shall be thought fit by the Board of Trustees;
  9. Procure contributions to the Association by personal or written appeals, public meetings or otherwise;
  10. Meet with representatives of voluntary organizations, government departments, businesses, corporations, statutory authorities and individuals;

3.3     Where a certificate of ownership of land is granted in the name of the Association, the Board of Trustees shall have the power to accept and hold in trust, all land belonging to the Association and to acquire land on behalf of the Association subject to such conditions as the Commission may impose.

ARTICLE 4:             MEMBERSHIP

4.1       Membership is open to all law abiding male or female citizen of the Federal Republic of Nigeria, as provided by the 1999 Constitution of the Federal Republic of Nigeria.

4.2       Members are required to have participated and completed the National Youth Service Corps as required by the Laws of the Federation.

4.3       Members are required to be persons of good standing in society without any criminal record or pending or suspended criminal sentences.

ARTICLE 5:             APPLICATION OF MEMBERS

5.1       Prospective members are required to apply in writing to the Association; membership shall be granted solely on merit based on the following conditions:

  1. Evidence of Nigerian citizenship;
    1. Evidence of the National Youth Service Corps;
    1. Recommendation from an existing member; and
    1. Reference from two Nigerians of good repute.   

ARTICLE 6:             REMOVAL OF MEMBERS

6.1       A person’s membership shall be void in the following circumstances: 

  1. Where the membership was derived by fraud.
  2. Where the person has been convicted of a criminal offence by a Court of competent jurisdiction.

6.2       A member of the Association may be removed by a simple majority vote of the members at a General Meeting votes if;

  1. The member becomes bankrupt.
  2. The member answers in the affirmative to allegations of conduct found at variance to and against the principles and the set objectives of the Association upon which it was formed.
  3. The member is found guilty by a body set-up to investigate allegations as in (2) above.

6.3.      A member of the Association shall cease to be a member if he resigns his membership by notice in writing, left at or sent to the registered office of the Association.

6.4.      Any member found wanting in any manner or found engaging in acts, conducts of misconducts deemed at variance with principles and objects of the Association may be suspended for as long as the Association may deem fit in the circumstances, by a simple majority of members present at a General Meeting.

ARTICLE 7:              BOARD OF TRUSTEES

7.1       The Trustees of the Association for the purpose of the Companies and Allied Matters Act Cap C20, Laws of the Federation of Nigeria, 2004, Part C shall be appointed by 2/3 majority votes of members present at the General Meeting.

7.2       The Board of Trustees shall not be less than 6(Six) or more than 12(Twelve) in number and shall be known as THE INCORPORATED TRUSTEES OF YOUNG PROGRESSIVE NIGERIANS INITIATIVE.

7.3       The Board of Trustees shall have power to accept and hold in trust all lands belonging to the Association subject to such condition as the Commission may impose.

7.4       The Board of Trustees shall have power to acquire, sell, lease or mortgage any landed property on behalf of the Association with the approval of two-third (2/3) of the member of the General Meeting.

7.5       The Board of Trustees shall have power to raise money or obtain loan from recognized financial institution for the Association’s project.

7.6       The registered Trustees of the Association shall have power to sue on behalf of the Association.

7.7       The Board of Trustees shall appoint three Principal Officers:

  1. The Chairman
    1. Administrative Secretary
    1. Financial Secretary.

7.8       The office of the Principal Officers of the Board of Trustees shall be rotated annually amongst the members of the Board of Trustees.

7.9       A Trustee shall hold office for life, but shall cease to hold office if he;

  1. Resigns his office by notice in writing to the Association
  2. Ceases to be a member of the Association.
  3. Is declared insane by the competent authorities
  4. Is officially declared bankrupt.
  5. Is convicted of any criminal offence by a Court of competent jurisdiction.
  6. Is recommended for removal from office by a simple majority of votes of the Board of Trustees and the recommendation is approved by a 2/3 majority vote of members present at any General Meeting of the Association.

7.10     Upon a vacancy occurring in the number of trustees, an Emergency General Meeting will be held to appoint another Trustee, if deemed required by a simple majority votes of the Board of Trustees, under the Companies and Allied Maters Act, Cap C20, LFN 2004, Part C.

ARTICLE 8:             GENERAL MEETINGS

8.1       The Association shall in each year hold at least 1(one) General Meeting, and not more than fifteen (15) months shall elapse between the date of one Annual General Meeting and that of the next.

8.2       The General Meeting shall be at such time and place as the members decide by notice; and shall not be convened unless a quorum of members is formed.

8.3       A simple majority of registered members shall form a quorum for the purpose of a General Meeting; and a quorum shall be required for the transaction of business at any General Meeting.

8.4       The President of the Association shall preside over the General Meeting of the Association but if he/she shall not be present within thirty minutes after the time appointed for holding the meeting, the Vice-President shall continue, or the Administrative Secretary in the absence of both.

8.5       Every member shall have one vote at any General Meeting; a resolution put to vote of the meeting shall be decided on a show of hands. In the case of equality of votes, the President shall be entitled to a second or casting vote. A simple majority of votes of members present shall determine the resolution passed at any General Meeting.

8.6       A resolution in writing signed by all members for the time being entitled to receive notice of and to attend and vote at General Meetings shall be as valid and effective as if the same was passed at the General Meeting of the Association duly convened and held.

8.7       No member shall be entitled to vote at any General Meeting unless all monies due and payable by the member to the Association have been paid.

ARTICLE 9:             BOARD OF TRUSTEES MEETING

  • The Board of Trustees Meetings shall take place at the Secretariat once every quarter of the year; and the Secretary may at any time summon a meeting of the Trustees on the request or approval of three Trustees.
    • Any Trustee entitled to attend and vote at the Board of Trustees Meeting shall be entitled to appoint another person, who is a member, as his proxy to attend and vote instead of him; and a proxy so appointed shall be required to show written evidence of his appointment and upon satisfaction shall have the same rights as the Trustee to speak at the meetings.
    • The Chairman, Board of Trustees shall preside as Chairman at the Board of Trustees Meetings of the Association, but if the Chairman shall not be present within thirty minutes after the time appointed for holding the meeting, the Secretary shall continue.
    • In the Chairman’s absence, an interim Chairperson may be selected at that particular meeting to chair that particular meeting.
    • Every Trustee shall have one vote at any Board of Trustees Meetings; a resolution put to vote of the meeting shall be decided on a show of hands. In the case of equality of votes, the Chairman of the meeting shall be entitled to a second or casting vote.
    • A simple majority of votes of Trustees present shall determine the resolution passed at any Board of Trustees Meetings.
    • A resolution in writing signed by all Trustees for the time being entitled to receive notice of and to attend and vote at Board of Trustees Meetings shall be as valid and effective as if the same was passed at the Board of Trustees Meetings of the Association duly convened and held.
    • All acts done by a Board of Trustees Meeting shall be valid, and may be ratified by a simple majority of the members at a General Meeting.
    •  No Trustee shall be entitled to vote at any Board of Trustees Meetings unless all monies due and payable by the Trustee to the Association have been paid.

ARTICLE 10:           EMERGENCY MEETING

10.1     Emergency meetings of the Association shall be convened by the Chairman of the Board of Trustees following any developments.

10.2     The Secretary will communicate notice of such meetings to the members at least five (5) days before the date.

ARTICLE 11:           MEETING DECORUM

  1. No member except the Chairman or President at the Board of Trustees Meeting or the General Meeting respectively, shall have reason to interrupt a member addressing the Association sittings.
    1. No member shall leave the Association meetings without due permission from the presiding officer.
    1. Members shall ensure their presence and prompt attendance at the Association meetings.
    1. The violation of the provision of the above sub-sections of this section shall attract penalties of fine as deemed fit by the Disciplinary Committee.

ARTICLE 12:           NOTICE OF MEETING

12.1     The Association may give a notice to a member personally or by sending it by post to his registered address, within Nigeria, or by sending him an electronic mail or text message.

12.2     Where a notice is sent by post, service of the notice shall be deemed to be effected properly by addressing and posting a letter containing the notice.

ARTICLE 13:           DUTIES OF THE OFFICERS OF THE ASSOCIATION

13.1     The Chairman;

  1. shall perform the duties in this capacity as Chairman and shall preside over the Board of Trustees Meetings;
  2. shall present a written report on the state of affairs stating prospects for further expansion and development;
  3. shall co-ordinate the activities of the Secretariat and perform such duties as may arise from time to time.

13.2     The President;

  1. shall perform the duties in this capacity as president and shall preside over the General Meetings;
  2. shall lead the members and strive hard to pursue the objectives of the Association;
  3. shall be the liaison between the Association and the general public;
  4. shall perform such duties as may arise from time to time.

13.3     The Administrative Secretary;

  1. shall be the head of the secretariat’s daily activities, attending to members and their problems as they arise;
  2. shall summon meetings and take minutes;
  3. shall compile all reports apart from financial, as and when directed by the Chairman to do so.

13.4     The Financial Secretary:

  1. shall be the principal financial officer responsible for implementing all financial decisions of the Association;
  2. shall be responsible to the Board of Trustees in performance of his/her duties and carry out such duties as assigned to him/her by the Board of Trustees;
  3. shall be responsible for keeping daily accounts of the Association at the Secretariat;
  4. shall be responsible for liaising with the banks on the accounts of the Association.

13.5     The Vice President;

  1. shall assist the President in performing his duties;
  2. shall strive hard to pursue the objectives of the Association;
  3. shall be the liaison between the Association and the general public;
  4. shall perform such duties as may arise from time to time.

13.6     The Association may from time to time, by Ordinary Resolution at a General Meeting, increase or reduce the number of the Officers of the Association, but the positions of the Chairman, President, Administrative Secretary, Financial Secretary, and Vice President shall be permanent.

ARTICLE 14:           ELECTION OF THE PRESIDENT AND VICE PRESIDENT

  1. Nomination of candidates for the elective post of the President and Vice President shall be taken at the Annual General Meeting.
    1. Only members who have fulfilled all their financial responsibilities to the Association shall be eligible to vote and be voted for.
    1. A member who is occupying the office of a Principal Officers of the Board of Trustees shall not be eligible to contest election, unless he resigns his position.
    1. Notice of resignation shall be given to Administrative Secretary or the Chairman, not less than 14 days to the next Board of Trustees Meeting.
    1. An Electoral Committee of Six (6) members shall be appointed at a General Meeting preceding the election to conduct the elections, and it shall:
    1. Organize and supervise effectively the  election with utmost good faith;
    1. Exercise this power independently subject to the provisions of this Constitution;
    1. Have the power to call for nomination of candidates for the elections and shall determine whether any candidate is eligible or not to contest for the elections;
    1. Voting shall be by secret ballot after which counts shall be taken. Verdict shall be by simple majority;

ARTICLE 15:           HANDING OVER

  1. All elected officers and appointed officers of the Association shall hand over all the Association’s properties in their possession to their successor or to the Chairman as the circumstance may dictate.
    1. Handing over of the Association’s properties shall take place not more than fourteen (14) days after leaving office; failure to comply is a conduct at variance to and against the principles and set objectives of the Association and shall be punishable accordingly.

ARTICLE 16:            ACCOUNTS

16.1     The Association shall maintain both savings and current accounts.

16.2     The Chairman of the Board of Trustees and the Financial Secretaryshall be the two signatories to all financial instruments and the bank accounts of the Association.

16.3     The Chairman can delegate such powers to another member of the Board, where it is not feasible for the Chairman to be a permanent signatory.

ARTICLE 17:            FUNDING

17.1     Every member shall be liable to the payment of Annual Dues, the amount of which shall be fixed by the Board of Trustees for each member, subject to the ratification by members at the General Meetings.

17.2     Donations and all other legal means of fund raising are allowed.

17.3     All cheques and monies due to the Association shall be paid into the accounts operated by the Account through the Financial Secretary, or any member nominated by the Board of Trustees.

ARTICLE 18:            CREATION OF COMMITTEES

18.1     The members at a General Meeting may delegate any of their powers to a Committee consisting of such member or members of the Association as they think fit; any committee so formed shall in exercise of powers so delegated conform to any regulations that may be imposed on it by the General Meeting.

18.2     A Committee may elect a Chairman of its meeting, if no such Chairman is elected, or if at any meeting the Chairman is not present within fifteen minutes after the appointed time of the meeting, the members present may choose a Chairman of that particular meeting.

18.3     A Committee may meet and adjourn as it thinks proper. Questions arising at any meeting shall be determined by simple majority votes of members present, and in the case of an equality of votes the Chairman shall have a second or casting vote.

ARTICLE 19:            COMMON SEAL

19.1     The Trustees shall have a common seal and such seal shall be kept in the custody of the Secretary, who shall produce it when ever is been required.

19.2     Any documents to be executed by the Trustees shall be signed by each of them and sealed by the common seal.

ARTICLE 20:            AUDITORS

20.1     External Auditors nominated by the Board of Trustees shall be appointed at the General Meeting to audit the accounts of the Association annually and submit its report to the Chairman of the Board of Trustees who shall communicate same to the members at the next General meeting.

ARTICLE 21:           AMENDMENT

21.1     This Constitution shall be amended, or altered from time to time provided the decision is supported by 2/3 majority vote of members present at a General Meeting, ratified by the Board of Trustees, and approved by the Registrar General of the Corporate Affairs Commission.

ARTICLE 22:            HONORARY MEMBERS AND PATRONS

22.1     There shall be appointed as honorary members and patron of the Association, persons who by reason of their contribution to the development of the Association and the Nigeria Society, as may be deem fit by the Board of Trustees.

22.2     The Board of Trustees shall review the list of honorary members and patron annually.

22.3     Such appointments shall not be based on or to further political affiliations

ARTICLE 23:            ADOPTION OF THE SPECIAL CLAUSE

The YOUNG PROGRESSIVE NIGERIANS INITIATIVE has adopted the provisions herein as follows:

23.1     THE INCOME AND PROPERTY of YOUNG PROGRESSIVE NIGERIANS INITIATIVE whenever derived, shall be applied solely towards the promotion of the objects of the Association as set forth in this Constitution and no portion thereof shall be paid or transferred directly or indirectly, by way of dividend, bonus or otherwise howsoever by way of profit, to the members of the Association.

23.2     PROVIDED that nothing herein shall prevent the payment, in good faith, of reasonable and proper remuneration to any officer and servant of the Association in return for any service actually rendered to the Association. No member of the Trustees shall be appointed to any salaried office of the Association or any office of the Association paid by fees; and that no remuneration or other benefits in money shall be given by the Association to any Trustee except repayment of out-of-pocket expenses or reasonable or proper rent for premises demised, or let to the Association.

23.3     PROVIDED FURTHER that the provision aforesaid shall not apply to any payment by any company of monies due to a member of the Association and such member shall not be bound to act for any share of profits he may receive in respect of such payment.

23.4     If inthe event of a winding up or dissolution of the Association, there remains after the satisfaction of all its debts and liabilities, any property whatsoever, the same shall be given or transferred to some other institution or institutions, having objects similar to the objects of the Association, and the body or bodies are prohibited from distributing its or their  income and property among its or their members to an extent at least as great as is imposed on the Association under or by virtue of the SPECIAL CLAUSE hereof.

23.5     Such institution or institutions is to be determined by the members of the Association and if in effect it cannot be given pursuant to the said provision, then to some charitable object.