NOTARIAL DEED OF DONATION AND TRUST

FOR

PEACE AND DEVELOPMENT TRUST

KNOW ALL MEN WHOM IT MAY CONCERN

That on this 14th DAY of JUNE, in the year of OUR Lord Two Thousand
and Twenty-One (2021), before me

CATHERINE NYARADZO MAGOGE

Of Harare, Zimbabwe, Notary Public and Legal Practitioner by lawful
authority duly sworn and admitted and in the presence of the subscribed
witnesses personally came and appeared

Dr Nelson Tozivaripi Sambureni

In his capacity as the Co-founder of the Trust (hereinafter referred to as
The PDT Trust); and

Commissioner Dr Geoffrey Takawira Chada

In his capacity as the Co-founder of the Trust (hereinafter referred to as
The PDT Trust)

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AND THE APPEARERS DECLARED THAT WHEREAS:
A. The co-founders wish to establish the Peace and Development
Trust in Zimbabwe;
B. The Trustees have agreed to act as the governing Board of the
Trust; and
C. A Trust be and it is hereby created having the following
constitution with the objects hereinafter detailed.

NOW THEREFORE THE APPEARERS HEREBY DECLARED that the

Co-founders of the Trust have made and entered into, as by these
present they do make, enter into, and conclude that the name of the
Trust shall be THE PEACE AND DEVELOPMENT TRUST.

1. INTERPRETATIONS
In this Deed of Donation and Trust, unless the contrary intention
appears:
1.1 Headings, underlining and numbering are for convenience only
and do not affect the interpretation of this Deed.
1.2 Words importing the singular include the plural and vice-versa.
1.3 Words importing a gender include every gender.
1.4 Reference to parts, clauses, parties and schedules are reference
to parts and clauses and parties and schedule to this Deed
1.5 If any part of this Deed is or becomes void or unenforceable, the
Deed is to be read and construed as if that part has been severed
from the Deed so that all parts not void, voidable or unenforceable
remain in full force and effect and unaffected by that severance.

2. OBJECTS
The objects of the Trust shall be:
(a)To promote conditions for sustainable long-term development
and economic growth through cultivating the culture of positive
peace and democracy.
(b)To promote holistic empowerment approach of rebuilding
leadership for rapid socio-economic growth, human capital

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 development, and sustainable development through peace
building, cohesion and unity.
(c) To carry on any activity similar or related to the foregoing or any
activity deemed by the Trustees to be conducive to furthering
the peace and development welfare of the people of Zimbabwe
and the region, including the control or participation of other
NGOs/Trusts or bodies, whether incorporated or unincorporated
in the promotion of peace and development.
(d)To support a just, peaceful and developed society that cares for
the less privileged in particular women, children and the youth.
(e)To provide training for conflict management, conflict prevention,
conflict resolution, conflict transformation, mediation,
negotiation, nation building and peace building.
(f) To encourage dialogue and non-violent approaches within
society at large.
(g)To focus on peaceful initiatives and conflict
resolution/transformation, mediation and conciliation processes
including the development of appropriate dispute resolution
mechanisms.
(h)To help create a society that is more peaceful and fulfilling for
the majority of the citizens
(i) To promote positive peace for good governance.
(j) To promote positive peace for business development and
entrepreneurship.
(k) To promote positive and sustainable peace and long-term
development in order to achieve the objectives of Sustainable
Development Goal 16 of peace, justice and strong institutions
relevant for peace building.
(l) To promote positive peacebuilding for the free flow of
information and equitable distribution of resources
(m) To help empower the vulnerable groups against economic
challenges in society.
(n) To raise funds for the purposes of the Trust and to accept
grants and donations (whether of movable or immovable
property), and generally to administer, manage, invest and
expand the moneys and property belonging to the Trust.
(o) To do all such things as may be deemed to be incidental or
conducive to the purposes, object and administration of the
Trust.

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3. TRUSTEES
1. All the property of the Trust, whether movable or immovable shall
be vested in Trustees who shall be not less than five (5) or more
than ten (10) in number, who shall deal with the same in a manner
and subject to the terms and conditions of this Trust. The first
Trustees shall be:
(a)Commissioner Dr Geoffrey Takawira Chada
(b)Dr Nelson Tozivaripi Sambureni
(c) Mr Martin Chingaira
(d)Ms Tendai Bare
(e)Dr Goodwill Shana
(f) Mr Lovemore Mazero
(g)Ms Elizabeth Chioneso Chimbwanda
(h) Dr Sifiso Ndlovu

2. No Trustee shall be a Member of Parliament, or of the Uniformed

Forces of the Government of Zimbabwe, and should a Trustee
become a member of the said organisations he shall ipso facto
cease to be a Trustee. The office of Trustee shall further be ipso
facto determined and vacated if a Trustee shall be to be a lunatic
or unsound mind or should be removed by the court from any
office of trust on account of misconduct, or should be convicted of
theft, fraud, forgery or perjury and be sentenced to a term of
imprisonment without an option of a fine or should be absent
without leave from three (3) consecutive meetings of the Trustees.
A Trustee may resign from office at any time on giving one
calendar month’s notice to his co-Trustees of his intention to
resign.
3. Notwithstanding the foregoing, in the event of the number of
Trustees being or falling below the number of five (5) but not more
ten (10) pending the appointment of further Trustees or
successors, the remaining Trustees shall be empowered to act as
if of full strength.

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4. CONDUCT OF BUSINESS AND MEETINGS
1. For the purpose of conducting the business of the Trust the
Trustees shall hold meetings at least three times in every calendar
year terminating on the 31st of December and at such meetings a
quorum shall be five (5) Trustees present. Notice of such meetings
shall be in writing, addressed to each Trustees personally,
fourteen (14) days before the meeting is due to take place by the
Executive Director of the Trust or such other person as the
Trustees may unanimously appoint to give such notice, provided
that such notice may be dispensed with on condition that all
Trustees agree in writing to such dispensation.
2. At the meetings of the Trustees the Chairman or his absence, the
Deputy Chairman shall manage the meeting and all business shall
be conducted by way of resolution passed by simple majority. In
the event of their being an equality of votes passed by not
otherwise, the chairman shall be a casting vote in addition to his
deliberative vote.
3. NOTWITHSTANDING the foregoing, the Trustees may conduct
the business of the Trust by passing a resolution signed by all of
them without being present at a meeting. The document containing
such resolution shall provide for the trustees to indicate whether
they are for or against it and a simple majority shall suffice to give
effect to or dismiss such resolution. In the event of an equality of
votes the chairman shall have a casting vote to break the
deadlock.
4. The Deputy chairman who is the Co-founder may conduct the
business if the chairman is not present for whatever the reason.
5. Upon the resignation of or removal from office, or death of any
Trustee, the Founders shall appoint a successor/s to replace the
Trustee or Trustees who has or have resigned, been removed
from office, or died.

5. POWERS
1. The Trust shall have the power to do everything necessary,
expedient or conducive to further the powers and objects of the
Trust, including the following powers:

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 (a)to retain any of the securities, investments, properties and /or
assets belonging to or forming portion of the Trust, or any part or
parts thereof in the actual state of investment or condition in which
the same shall be received by them so long as they shall think fit,
without being answerable for any loss occasioned thereby.
2. To effect at any time any change in investment or condition of the
said securities, investments, properties and/or assets of the Trust or any
part or parts thereof, by selling, calling in or converting into money, the
same or any part or parts thereof, and to invest the net moneys thereby
received in such manner or such properties, securities, investments,
and/or assets , as they may, in their absolute and sole discretion,
consider proper, and in particular to lend moneys against the security of
mortgage bonds registered against the title deed, of immovable property.
3. To vary any investments at any time to the extent that they shall
have the same full and absolute power of investing and transposing
investments as if the Trust were absolutely and beneficially entitled to
the same.
4. To purchase, take on lease or otherwise acquire and to sell, lease
or otherwise acquire and to sell, lease or otherwise dispose of any
movable or immovable property or any interest therein.
5. To erect and maintain buildings, and to alter and improve the
same, to provide the same with light, water, drainage and all other
necessities.
6. To sell, improve, repair, manage, develop, expand, lease,
mortgage, dispose of, turn to account or otherwise deal with all or any
part of the Trust’s property, assets or rights.
7. To receive and give transfer of any and all movable or immovable
property bought or sold as aforesaid, or settled in terms hereof.
8. To collect all dividends, interest, income and/or other sums
derived from or payable in terms of the Trust and to give and grant valid
acquaintance and receipts for the same.
9. To consult and appoint and at pleasure remove legal practitioners
and/or agents.
10. To institute and defend proceedings at law and to proceed to the
final end and determination thereof.

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 11. To enter into compromise and to submit any matter, thing, claim or
demand or arbitration or amperage.
12. To borrow moneys upon security of the movable or immovable
property of the Trust, or without security.
13. To open and operate on banking accounts, building societies or
post office savings bank accounts and to make, accept, endorse,
negotiate, execute and issue promissory notes, cheques, bills of
exchange, and other negotiable instruments.
14. To engage all such persons as may be considered necessary or
expedient for the efficient management of the Trust on such terms and
conditions as the Trustees may consider appropriate.
15. To use the capital of the Trust until such time as the Trustees
consider the income from the capital of the Trust to be sufficient for the
purposes of raising further funds to add to the capital of this fund and for
this purpose may allocate sums of money to any person or organisation
for purposes considered to be related or conducive to the purposes of
this Trust. The income from the capital of the fund may at all times be
used by the Trustees, in their discretion, for the purpose of raising further
capital.
16. The Trustees shall have power to do all such things and to sign
and execute and deliver all such deeds, documents and papers as may
be requisite in the premises or as may be necessary or incidental or
conducive to the due administration of the control of the Trust or the due
execution of this Trust.
17. The Trustees shall be entitled to be reimbursed for any
expenditure incurred by them on behalf of the Trust and to receive such
remuneration for their services to the Trust as may be reasonable,
subject to such remunerations having the prior approval for that purpose.

6. ACCOUNTS
1. TRUE accounts should be kept of all sums of money received and
expended by the Trust, on the matters in respect of which such
receipts and expenditure takes place, and that the property, credits
and liabilities of the Trust on such accounts shall be audited
annually.

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 2. A copy of the annual accounts of the Trust shall be delivered to the
Chairman for this purpose and in addition the Trust shall be
required to furnish such further information, details of its
operations, copies of accounts or documents relating to the Trust
or concerning its affairs as may be required from time to time.

7. INDEMNITY
No Trustee shall be held liable for any liabilities of the Trust, and the
Trust shall indemnify each Trustee against all claims, proceedings and
demands in respect thereof, save and except where any such claim,
proceedings or demand arises from fraud, wilful default, or gross
negligence of the Trustee concerned.

8. SECURITY
The Trustees shall not be required, either jointly or severally, to give
security for the due and faithfully administration of the Trust Fund or for
the due discharge of their trust, and any Master or Masters of the High
Court of Zimbabwe, or any correspondence or like official or officials in
the Court or Courts, in or outside Zimbabwe having jurisdiction in the
premises are hereby directed to dispense with such security.

9. AMENDMENT OR TERMINATION OF THE TRUST

1. The chairman in consultation with the Deputy chairman may
instruct the Amendment or Termination of the Trust.
2. The Trustees may, by resolution reached by two thirds majority
recommend to amend or terminate the Trust.
3. On termination of the Trust, the Trustees shall ensure that the
necessary steps have been taken for the orderly winding up of the
Trust.
4. The balance of the Trust funds shall, after meeting the liabilities of
the Trust, be disposed of in such manner as the co-founders may
think fit and for the interests of the people of Zimbabwe as a
whole.

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 10. ACCEPTANCE
AND at the same place, before me, the said Notary, in the
presence of the subscribed witnesses and on the date aforewritten
also came and appeared the said Trustees named hereof who
declared, by these presents, to accept appointment as Trustees upon
the terms and conditions herein before contained.

THUS DONE AND EXECUTED AT HARARE on the 14th DAY of

JUNE 2021 in the presence of the subscribed witnesses.

Dr Nelson Tozivaripi Sambureni Commissioner Dr Geoffrey Takawira Chada

Witnesses: 1.

2.

3.

4.

Before me