BOMA WARD TAILORS ASSOCIATION

CONSTITUTION
ARTICLE 1: NAME AND STATUS
The name of the Association is “BOMA WARD TAILORS ASSOCIATION”.
Boma ward tailors association shall be located in Boma ward, Mbale Municipality, Mbale
District in the Republic of Uganda and shall operate as a Non-Governmental
Organisation affiliated to BOMA WARD TAILORS ASSOCIATION based in London,
United Kingdom.
ARTICLE 2: OBJECTS
Boma ward tailors association’ objects (“The objects”) are:
a) To improve livelihood of persons living in Eastern Uganda and elsewhere;
b) To promote educational, skills, vocational activities and training;
c) To operate a fashion and design industry
ARTICLE 3: MEMBERSHIP
Membership of the Group shall be open to:
1. Anybody over the age of 18 interested in furthering the Group’s work and
has paid any annual subscription.
2. Every member shall have one vote.
3. The Board of Directors may unanimously and for good reason terminate
the membership of any member provided that the member concerned
shall have the right to be heard by the Board of Directors, accompanied by
a friend or representative, before a final decision is made.
ARTICLE 4: FUNCTIONS
1. All adult members shall have a right to:
a) Participate fully in the activities of the Association.
b) Nominate or be nominated to be appointed to any office on the Board of
Directors.
c) Adult may pay his/her title to the society.
d) All members shall abide by the provisions of this constitution.

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ARTICLE 5: TERMINATION OF MEMBERSHIP
Membership shall be terminated in any of the following ways:
a) Any member of the Association may resign by submitting his/her resignation to
the effect from the date of receipt by the secretary of such notice.
b) The general meeting shall on the recommendation of the committee expel any
member on the grounds that his/her conduct has adversely affected the
reputation of the Association or that he/she has contravened any of the
provisions of this constitution.
c) The Board of Directors shall have power to suspend a member until the next
general meeting of the Association following such suspension but
notwithstanding such suspension a member whose expulsion is proposed shall
have the right to address the general meeting at which his expulsion is to be
considered.
d) The death of an incumbent member shall terminate the membership of the
deceased person.
ARTICLE 6: ORGANS OF THE SOCIETY
The society shall have the following organs:
a) The Board of Directors:
b) The members general meeting.
ARTICLE 7: THE BOARD OF DIRECTORS
1. There shall be a Board of Directors for the Association appointed by the
promoters at their first meeting.
2. The Board of Directors consist of the following:
a) The president who shall preside over all meetings of the Board of
Directors.
b) 7 other persons.
3. The Board of Directors after incorporation shall hold and acquire, assign and
demise any land belonging to or held for the benefit of the Association.
ARTICLE 8: MEETINGS AND PROCEEDINGS OF THE BOARD OF DIRECTORS
The Board of Directors shall hold at least three ordinary meetings each year. A

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 special meeting may be called at any time by the President of the Board of
Directors on request of one-third of the members of the Board of Directors and
upon not less than 4 days’ notice being given to the other members of the Board
of Directors of the matters to be discussed.
ARTICLE 9: ANNUAL GENERAL MEETING
1 There shall be an Annual General Meeting of the Association which shall
be held in the month of August in each year or as soon as practicable
thereafter.
2 Every annual general meeting shall be called by the Board of Directors.
The Secretary General shall give at least 21 days’ notice of the annual
general meeting to all the members of the Association. All the members
of the Association shall be entitled to attend and vote at the meeting.
3 The proceedings of the Annual General Meeting shall be chaired by the
President of the Board of Directors or in his/her absence such person as
those present at the Annual General Meeting shall appoint. If the
President is standing for election onto the new Board of Directors he/she
will stand down while a person appointed by those present at the annual
general meeting chairs the election.
4 The Board of Directors shall present to each Annual General Meeting the
report and accounts of the Association for the preceding year.
5 Nominations for election to the Board of Directors must be made by
members of the Association in writing and must be in the hands of the
Secretary General of the Board of Directors at least 14 days before the
annual general meeting. Should nominations exceed vacancies, election
shall be by ballot.
6 Motions put forwards for debate at the Annual General Meeting shall be
notified to the Secretary General of the Association in writing and duly
proposed and seconded at least 21 days before the meeting.
ARTICLE 10: SPECIAL GENERAL MEETINGS
The Board of Directors may call a special general meeting of the Association at

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 any time. If at least ten members request such a meeting in writing stating the
business to be considered the Secretary General shall call such a meeting and
shall give at least 21 days’ notice of the meeting to all members of the
Association. The notice must state the business to be discussed.
ARTICLE 11: PROCEDURE AT GENERAL MEETINGS
1 The Secretary General or other person specially appointed by the Board
shall keep a full record of proceedings at every general meeting of the
Association.
2 There shall be a quorum when at least four members of the Association
are present at any general meeting.
ARTICLE 12: NOTICES
Any notice required to be served on any member of the Association shall be in
writing and shall be served by the Secretary General or the Board of Directors on
any member either personally or by sending it through the post in a prepaid letter
addressed to such member at his or her last known address, and any letter so
sent shall be deemed to have been received within 10 days of posting.
ARTICLE 13: ARRANGEMENTS UNTIL FIRST ANNUAL GENERAL MEETING
Until the first general meeting takes place this constitution shall take effect as if
references in it to the Board of Directors were references to the persons whose
signatures appear at the bottom of this document.
ARTICLE 14: THE EXECUTIVE COMMITTEE
1. The executive committee shall be the governing body of the society.
2. The executive committee shall consist of:
a) The President
b) The Vice President
c) The Treasurer
d) The Assistant Treasurer
e) The Secretary General
f) The Assistant Secretary General

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ARTICLE 15: FUNCTIONS AND DUTIES OF THE BOARD OF DIRECTORS
1. a) All members of the Board of Directors shall be collectively
Responsible to the members for their actions, decisions and
policies.
b) Each Board member shall be individually responsible to the Board of
Directors.

2. THE PRESIDENT
a) He/she shall preside at all meetings of the Association.
b) He/she shall be the administrative head of the Association and its projects.
c) He/she shall administer all the activities of the Association and shall be
answerable to the general meeting of members.
3. THE VICE PRESIDENT
He/she shall deputise for the President when circumstances require him to do so.
4. THE TREASURER
a) He/she shall receive and disburse under the directions of the Board of
Directors all monies belonging to the Association received by him and
preserve vouchers for all the monies paid by him. He/She shall be
responsible to the Board of Directors and to the members.
b) He/she shall ensure that proper books of accounts for all monies received
and paid by the Association are written up, preserved and available for
inspection.
5. THE ASSISTANT TREASURER
He/she shall perform such duties as may be specifically assigned to him by the
Treasurer or by the committee and in the absence of the Treasurer shall perform
the duties of the Treasurer.
6. THE SECRETARY GENERAL
a) He/she shall keep all the records of the meetings.
b) He/she shall deal with all correspondences of the Association under the
general supervision of the executive committee.

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 c) He/she shall issue notices convening all meetings of the committee and all
general meetings of the society.
7. THE ASSISTANT SECRETARY GENERAL
In the absence of the Secretary General, the Assistant Secretary General shall
perform all duties of the Secretary General and such other duties as shall be
assigned to him by the secretary or committee whether the secretary is present
or not.
ARTICLE 16: RESIGNATION FROM THE BOARD OF DIRECTORS
1. In case a Board member wishes to resign, he/she shall give the President 30
days notice of his intention to resign in writing.
2. In case of such a committee member resigning his post, the Director shall
delegate his/her functions to another member until another election is held to fill
the vacancy.
ARTICLE 17: FINANCIAL PROVISIONS
1. The funds of the society shall consist of:
a) Grants from government through programs like EMYOOGA, The
Community Fund.
b) Grants from individuals and NON Government Organisations
b) Any contributions, offerings and tithes made by members.
c) Any donations.
2. All monies received by the society shall be deposited to the credit of the society’s
accounts in a bank approved by the Board of Directors.
3. Funds of the Association shall be applied for the purpose of establishment,
running projects and others as may from time to time be decided.
4. No expenditure shall be made out of the funds of the Association unless the
expenditure has been approved by the Board.
5. The Board shall by resolution appoint 2 of 3 members of the committee to be
signatories to the account of the Association.
6. The books of the Association shall in respect of every financial year be subjected
to audit by the Auditors to be approved by the committee.

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7. The Treasurer shall at the beginning of each financial year declare the assets
and liabilities of the Association at the time.
8. The Treasurer shall give progressive financial reports to the members each
financial year.
9. The financial year of the group shall be from 1 st September to 31st August.
ARTICLE 18: BRANCHES
Branches of the BOMA WARD TAILORS ASSOCIATION may be formed with the
approval of the Board and the branches will adopt this constitution with the following
modifications:
a) The aims and objectives of the branch shall not include formation of branches.
b) Cannot make amendments to this constitution.
c) Subject to the provision of Article 14 of this constitution, branch may be dissolved
by a resolution of the majority of members.
ARTICLE 19: AMENDMENTS
This constitution may be amended by a resolution supported by at least 1/3 of the
members present and voting.
1 The Secretary General or other person specially appointed by the Board
shall keep a full record of proceedings at every general meeting of the
Group.
2. There shall be a quorum when at least five members of the Group are
present at any general meeting and one-third will make a binding decision.
3. The Management Committee should promptly send to the Commissioners
a copy of any amendment made.
ARTICLE 20: DISSOLUTION
a) The society shall not be dissolved except by a resolution passed at a general
meeting by a vote of two-thirds of the members present. If no quorum is
obtained, the proposal to dissolve the society shall be submitted to a further
general meeting, which shall be held one month later. Notices of this meeting
shall be given to all members of the society at least 14 days before the meeting.
The quorum for the second meeting shall be the number of members present.

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b) Provided, however, that no dissolution shall be affected without prior permission
in writing of the Non-Governmental Organisation Board obtained upon
application to him made in writing and signed by three of the office bearers.
c) When the dissolution of the Association has been approved by the Board of
Directors, no further action shall be taken by the board or any office bearer of the
Association in connection with the aims and objective of the Association other
than to get in and liquidate for cash all the assets of the Association. Subject to
payment of all debts of the Association, the balance thereof shall be distributed in
such other manner as may be resolved by the board meeting at which resolution
for dissolution is passed.
ARTICLE 21: DEFINITIONS
Unless the context requires otherwise, the following words in this constitution shall have
the meaning attached below:-
“Board” means the Board of Directors

1. THE GENERAL PROJECT CO-ORDINATOR (OVERSEAS CO-ORDINATOR)

A) He/She shall under the directions of the Board of Directors be responsible for
all the projects of the Association, submitting full reports to the General
Secretary for record and filing purposes.
B) He/she will ensure that the money entitled for any project or work is properly
used and collection from the project is true.
2. THE ASSISTANT GENERAL PROJECT CO-ORDINATOR
He/she shall work in the absence of the General Project Co-ordinator directed by
the general project manager or the committee.
3. THE COUNTRY CO-ORDINATOR
a) He/She shall keep in contact with co-ordinators in the country, advise and
inform them on administrative matters.
b) He shall be answerable to the Board of Directors and the Country
Executive chairman.

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DISSOLUTION
If the Board of Directors decided that it is necessary or advisable to dissolve the Group
it shall call a meeting of all members of the Group, of which not less than 21 days’
notice (stating the terms of the resolution to be proposed) shall be given. If the proposal
is confirmed by a two-thirds majority of those present and voting the Board of Directors
shall have power to realise any assets held by or on behalf of the Group. Any assets
remaining after the satisfaction of any proper debts and liabilities shall be given or
transferred to such other charitable institution or institutions having objects similar to the
objects of the Group as the members of the Group may determine or failing that shall be
applied for some other charitable purpose. A copy of the statement of accounts, or
account and statement, for the final accounting period of the Group must be sent to the
Commissioners.