This is a sample using Federal Medical Centre (Ebonyi) Staff Cooperative Thrift and Loans
Society (CTLS) Limited, Abakaliki as a case Study
ARTICLE
1
PREAMBLE
Following the need for staff of the Federal Medical
Centre, Abakaliki “to solve their needs or meet their obligation(s)”, in the
midst of competing demands, some members came together and their discussions gave
birth to Federal Medical Centre (Ebonyi) Staff Cooperative Thrift and Loans
Society (CTLS) Limited, Abakaliki.
ARTICLE 2
The
Society shall be known and addressed as: Federal Medical Centre (Ebonyi) Staff
Co-operative Thrift and Loans Society (CTLS) Limited, Abakaliki.
ARTICLE 3
INTERPRETATION
(A) All words and
expression used in this bye-law are as defined in section 57 of the Nigerian
Co-operative Society Decree 90 of 1993 and subsidiary legislation of
Co-operative Societies Regulations made under section 56 of the same Decree,
shall have the following meanings assigned to them unless otherwise stated.
I. Bye-Law: the registered bye-law
made by a registered Society in exercise of the powers conferred by this
decree, and includes any registered amendment thereof.
II. Committee: the governing body
to which the Management of the affairs of this Society is entrusted.
III. Co-operative Society: voluntary
association of individuals united by common bonds who have come together to
pursue the economic goals for their benefits.
IV. Director: the Director of
Co-operative Societies of Ebonyi State of Nigeria and includes any person
exercising the powers of the Director, on his behalf.
V. Member: persons joining in the application for
registration of this Society and persons admitted to membership after
registration in accordance with the bye-laws and Regulations of the Society.
VI. Officer: includes a President, Secretary, Treasurer,
Financial Secretary, Member of Committee, or other person(s) empowered under
the Regulations or bye-laws to give directions in regard to the business of a
registered Society.
VII. Registered Society: A Co-operative
Society registered under decree No. 90 of 1993.
VIII. Ballot: a vote taken in writing.
IX. Chairman: the President of the
Society and shall include the person who in the absence of the President
performs the duty of Chairman for a time being.
X. Decree: the Nigerian Co-operative
Societies decree No. 90 of 1993.
XI. General Reserve: that part of the
annual net profit of a registered Society which is not distributed or
appropriated to particular purposes.
XII. Honorarium: a share of the profit
of a registered Society divided amongst
some or all of the members of the Committee or the Council of Inspectors
or Scrutinizers of the Society in recognition of services for which otherwise
no payment is received.
XIII. Financial Year: the period of twelve
(12) calendar months beginning from January 1 to December 31 of the same year.
XX. Net Profit: the difference between
income received or accrued during the financial year and the total of
expenditure made or accrued during the year and provisions and allowances for
the depreciation of fixed assets or the writing-off, of losses or bad debts and
for the creation or maintenance of reserves against bad debts or depreciation
of stocks.
XXI. Laws and Regulations: the Nigerian
Co-operative Society’s decree No. 90 of 1993 and any subsidiary legislation
made thereto.
XXII. FMC
SCTLS: Federal Medical Centre, (Ebonyi) Staff Co-operative Thrifts and
Loans Society Ltd.
(B): If there shall arise any doubts regarding
the meaning or intention of any of the sections of this bye-law, the matter
shall be referred to the Director for ruling.
ARTICLE 4
Area
of Operation:
Federal Medical Centre, Abakaliki
ARTICLE 5
OBJECTIVES
a.
To create Co-operative awareness in its area of
operation.
b.
To inculcate the spirit of thrift among members.
c.
To provide loans to needy members.
d.
Capital mobilization through members’ thrift saving
and non-members deposits.
e.
To raise the standard of living of members.
f.
To do any other business that will enhance the
realization of these objectives.
ARTICLE
6
SOURCES
OF FUNDS:
The sources of funds for the Society shall be the following;
(a) Entrance fee.
(b) Contribution and Savings.
(c) Grants and loans – from members,
government establishments and institutions, financial institutions and
individuals subject to acceptance and approval of the general meeting.
(d) Donations.
(e) Levies.
(f) Commercial activities.
(g) Return on investment (ROI).
(h) Interest on loan.
(j) Sales of loan application forms.
ARTICLE 7
SHARE
CAPITAL
****Should be expunged until it is fully
discussed and accepted by members****
ARTICLE 8
USES
OF FUNDS
(a) Funds of the Society shall be applied to
the achievement of the objectives of the Society.
(b) No fund of the Society shall be applied to
any activity outside the objective of the Society except otherwise approved by
the general meeting.
(c) Capital application of fund must receive
two-third (2/3) majority approval of the general meeting.
(d) The Society shall not grant loan to a
person who is not a member of the Society.
(e) All loans (except short-term loan/short
term preference loan) granted by the Society must have at least two (2)
guarantors.
(f) The Committee shall be liable to repay
the Society any loss arising from any unsecured loan.
ARTICLE 9
MEMBERSHIP
(1) Qualification for Membership
(a) Intending members must be members of staff
of the Federal Medical Centre, Abakaliki.
(b) Members
shall be admitted on completion of membership application form. They shall
exercise the full right of membership on payment of an entrance fee of one
thousand naira (N1,000.00) only, or
such other amount as may be fixed from time to time by the general meeting.
(c) Non-permanent staff of FMC, Abakaliki
(Interns, Youth Corpers, Resident Doctors, Industrial Attachees, Contract staff
etc) may be considered for special membership under ad hoc guideline, as shall
be recommended by the Committee/Board and approved by the general meeting.
(d) Once membership application is accepted by
the Committee, the member shall be bound by the bye-law and Nigerian
Co-operative Society Act.
(2) Right and Liability of Members
A
member shall not exercise the rights of a member unless or until he has made
such payment to the Society in respect of membership and equally maintains
monthly compulsory ordinary saving account.
(3) Restriction
of Membership
Except
with the prior consent of the Society no member shall be a member of another
Society whose primary objective is to grant loan to its members and whose
deductions are made at the same source. Where a member contravenes this
section, such member may lose the privilege of credit facility from the Society.
(4) Voting
Rights of Members
A member shall be entitled to have one vote
only as a member in the conduct of the activities of the Society provided that
the President/Chairman shall have the casting vote in the case of an equality
of votes.
(5) Liability of
a Withdrawn or Deceased Member
The
debt of such member to the Society shall be applied on the balance of his
savings with the Society or his monthly salary or his terminal benefit as the
case may be in liaison with the relevant authorities.
ARTICLE 10
Withdrawal/Termination
of Membership
Membership
of the Society may be terminated by:
(a) Notice of termination of membership which must
be in writing to the President with at least 3 months notice given from the
date of official receipt of the notice as recorded in the Society’s official
in-coming mail register.
(b) The effective date of termination shall be
at the expiration of the 3 months notice given in section “a” above.
(c) Upon termination, full repayment for the
debts owed the Society shall be effected on the balance of his savings with the
Society, or his monthly salary or terminal benefit as the case may be.
(d) Where he is not indebted to the Society,
his total savings with the Society shall be paid in full provided that the
interest on savings shall be paid when annual profit is declared and his name
struck off the membership register but the membership number shall not be
re-assigned.
(e) Where the withdrawing member is a
guarantor for another member loan, the Committee may reject the withdrawal
until such a debt is repaid in full.
(f) Where the termination is accepted despite
member’s guarantor status, he shall still be liable to refund the Society in
full where the debt goes into default.
(g) Membership shall terminate if a member
dies, is of unsound mind, ceases to work in the Society’s area of operation or
ceases to be a staff of FMC Abakaliki.
(h) Membership may terminate if a member is
guilty of an act of misconduct adjudged injurious to the interest of the
Society and may be terminated if he is convicted of an offence involving fraud.
(I) A member who terminates his membership
contrary to the bye law shall be liable to pay the Society 10% interest on the
outstanding balance of his debt to the Society in addition to variable cost incurred
in recovering the debt.
(J) If a member withdraws in accordance to
the bye-law, his entitlement shall be repaid within the 3 month notice.
(k) No approval shall be granted to a person
who has applied for withdrawal of membership
unless and until he/she has settled all indebtedness to the Society.
ARTICLE 11
LOAN
ADMINISTRATION
PREAMBLE
Loan
shall be granted to members in accordance with Regulation 44 and 45 and section
11 (3) and (4) of decree 1993 of the Nigerian Co-operative Society.
1. APPLICATION
(a) A member who desires to obtain a loan from
the Society shall obtain the prescribed form from the Officer or staff of the
Society so delegated upon payment of the prescribed fee.
(b) The appropriate application fee shall
only be collected when the member is adjudged to be reasonably qualified for
the loan after verification.
(c) Effective date of application shall be
the date of submission and acceptance of the application form, and the
application shall immediately be entered into the prescribed register in a
serial order.
(d) Submitted application form shall be kept
in the custody of the Secretary or an employee of the Society so delegated
until it is required for consideration.
(e) Completed application form must be
returned with the photocopies of application fee receipt and the most recent
pay slip.
(f) Application fee shall be made to the
Financial Secretary or any employee of the Society so delegated for
transmission to the Treasurer for custody and deposit into the Society’s
designated bank.
(g) Application shall be considered in a fair
and serial manner.
(h) Once a loan is granted, it must immediately
be entered into the member’s personal ledger, reflecting the loaned amount and
date of approval.
(i) Loan shall not be granted to a person who
is not a member.
(j) Applicants shall endeavor to wait for
their turn on the list and not pile pressure on the Committee.
(k) Loan granted from the monthly deduction
or any other source shall be deemed to have been issued in the same month of
that deduction not withstanding when the beneficiary receives his cheque.
(l) There
shall not be upward adjustment of the requested amount once a loan application
has been successfully submitted and entered into the loan register.
(m) A
loan beneficiary shall also be responsible for the correct loan deduction.
However, any error arising from incorrect deduction, the Society shall upon
discovery take necessary action to ensure that relevant section of the bye-law
is not breached and no loss shall be to the Society.
(n) Loan applicant shall not be allowed to use more than 70% of their net
salary to repay their loan.
Short-term
Loan
1 Application fee
shall be five hundred naira (N500.00)
subject to change by general meeting.
2. Compounded ten (10%) interest shall
apply and repayment period shall be for a maximum of three months.
3. The maximum amount loan-able shall be
one hundred thousand naira (N100,000.00)
only.
4. A member applying for short-term loan
shall have a minimum of twenty thousand naira (N20,000.00) only in his special saving.
5. Deduction shall mandatorily commence
from the succeeding month of the loan grant.
6. Under no circumstances shall a member be
granted another loan when he is still repaying an outstanding loan and neither
shall a loan be suspended when there is still an outstanding balance.
Long-term
Loan:
(1) Applicant must have saved at least 35% of
the amount so requested at the point of obtaining the loan application form.
(2) The special saving shall form the only
basis for calculating the 35% in section (1) above.
(3) Five percent (5%) interest shall apply
irrespective of the amount granted and shall be paid in full at the point of
receiving the loan.
(4) The maximum tenor shall be 24 months with
the monthly repayment spread equally over this period.
(5) No suspension or downward review of the
repayment plan shall be allowed by the Committee.
(6) The entire loan sum shall be repaid
to the Society, notwithstanding the 35% collateral.
(7) No additional long term loan shall be
granted to any member who is still repaying a long term loan except the
additional loan so granted must be made to run concurrently and simultaneously
with the earlier loan granted and both monthly deductions for the loan shall
mandatorily be together and concurrently.
(8) Guarantors upon endorsing a loan
application accept responsibility for full repayment of the Society’s debt in
the event of a default and the repayment shall be determined by the Committee.
(9) All loan repayment shall be obtained at
salary source. However, a debtor-member shall be free to repay a loan from a
private source provided that the loan is liquidated at the expiration of the 24
months.
(10) The Committee shall have powers to make
standing orders in pursuance of smooth loan disbursement in line with the
provisions of the bye-law.
(11) No person other than members of the
Committee and the Director shall be present at any meeting where loan
consideration is made.
(12) Maximum Credit Limit
i. Any loan granted above four million
naira (N4,000,000.00) only shall
be given in 2 or more successive
installments
ii. No loan shall be granted to a member if
the monthly repayment value shall be greater than 70% of the member’s net
monthly salary.
(13) Non performing long term loans shall be
recovered from the guarantors of such loans it after six (6) months, the loans
cannot to be recovered as a result of either, dismissal, suspension etc of the
beneficiary.
(14) All other savings of a member except the
special saving may be continued once a loan application is approved.
Fast-Track Loan
(1)
Shall be between two to five hundred thousand naira
(N200,000 to N500,000.00) and attracts
five percent (10%) interest. The refund period shall be 12 months and a
waiting period of one (1) month subject to availability of fund and at the
discretion of the committee.
(2)
Minimum of 35% special saving balance and minimum of
70% net salary lien shall apply.
External Loan
(1) The Committee may subject to two-third
(2/3) majority decision of the general meeting borrow money on such terms and
conditions with the consent of the afore-mentioned for a specific purpose.
(2) The Committee shall issue a written notice
of seven (7) days before a general meeting for which the external loan is to be
deliberated.
(3) The notice shall contain specific reasons
and aims for the loan, interest rate, tenor, lien and repayment schedule.
(4) Question for rejection or approval of
the loan shall be a validly moved motion and decided by a vote count of two-third
(2/3) majority of the general meeting.
(5) The Committee shall be responsible for the
prudent management of the loan in strict compliance with the general meeting
approval.
(6) Any defect, financial loss or
substantial impropriety ascertained shall be borne by the Committee except
otherwise proven.
(7) Not withstanding any section of this
bye-law, any external loan obtained by the Society for the benefit of some
members, the repayment of the entire principal/interest and other associated
charge MUST ONLY be borne by the affected members.
(8) The benefiting members shall be properly
guaranteed in the prescribed form.
(9) No member shall benefit from both
external loan and the internal Society loan if the total monthly repayment sum
shall be greater than 70% of the member’s net monthly salary.
ARTICLE 13
SEAL
OF THE SOCIETY
The
Society shall have a seal and a stamp approved by the Director, both shall be
in custody of the President.
ARTICLE 14
Savings
and Contributions:
(1) The Society shall have different forms of
saving subject to the approval of the general meeting.
(2) The Committee shall have powers to
introduce different forms of savings and to propose guideline regarding the
features and characteristics of the savings subject to majority approval of the
general meeting.
(3) Ordinary
(Compulsory) Saving (OS)
(a) Ordinary Saving shall be compulsory and
no withdrawals shall be allowed except on termination of membership.
(b)
No part of OS shall be
transferred to another saving.
(c) OS shall form the only basis for
distribution of the Society’s annual net profit.
(d) The minimum monthly saving shall be two
thousand naira (N2,000.00) only.
(4) Special (Project) Saving
(a) Shall be voluntary and shall not be
transferred to another savings.
(b) Shall not attract interest, since it is
collateral for long term loan.
(c) A member shall have the right to stop or
review savings for not more than three times in a year.
(d) Savings may be stopped when a long term
loan is granted.
(f) The withdrawal policy shall be
determined by the Committee subject to approval by the Board.
(5) Christmas Saving:
(a) Shall be voluntary
(b) Shall automatically commence every
January for interested old members and new members shall be allowed to
commence at any month of their choice.
(c) Savings shall not be transferred to
another savings.
(d) Payment of savings to entitled members
shall only be between October and November of the same year.
(f) A member shall have the right to stop
or review saving for not more 3 times a year.
(g) Saving shall attract a maximum interest of
two percent (2%) of the total sum saved, provided the member must have saved
for at least 6 months within the particular year.
Non-Permanent
Staff Savings:
(1)
The Committee shall subject to majority approval of
the general meeting make guidelines for the provisional membership of
Non-Permanent staff.
(2) Non-Permanent staff shall
not be entitled to a long term loan.
(3) Short term loan granted to a Non-Permanent
Staff must be suretied by two (2) full members and the relevant Board
representative must also endorse the application.
ARTICLE
15
BOARD
OF TRUSTEES
(a)
The Trustees of the Society shall be the President, Secretary and Treasurer who
shall sign all official documents relating to the Society’s business according
to their respective portfolio and shall affix the seal of the Society on such
documents thereto.
(b)
The President, Secretary and Treasurer shall be signatory to the Society’s bank
account and shall sign all cheques, postal orders or other bills of exchange or
negotiable instruments on behalf of the Society’s account, the President and
either of the two afore-mentioned Officers can withdraw.
ARTICLE
16
GENERAL
MEETING
POWERS
AND DUTIES OF GENERAL MEETING
1. The supreme authority shall be vested in
the general meeting and which must be held at least 3 times a year.
2. Each member shall have one vote only
which shall be exercised in person.
3. Every meeting shall proceed according to
the adopted agenda.
4. Five qualified members shall be
appointed by 2/3 members present in a general
meeting to audit the quarterly financial report.
5. All financial reports shall be
distributed to members at least seven days prior to any meeting. This is to
enable members’ makes quality contributions.
Ordinary General
Meeting (OGM):
1.
Shall mandatorily be held at least 3 times in a
year.
2.
The matters
that shall be brought before the OGM shall include the following;
(a) Presentation of quarterly financial
report of the Society as prepared by the
Financial Secretary.
(b) Receipt and deliberation of the Internal
Audit report of the preceding quarter.
(c) Formation of a new Internal Audit
Committee to assess the quarterly financial report so presented.
(d) State of the Society report by the
President.
(e) The Co-operative supervisor shall be
involved in all the internal audit exercise of the society.
ANNUAL
GENERAL MEETING (AGM)
1. On receipt of the Society’s audited
annual Account the Committee shall immediately convene the Society’s AGM, and
shall specify such in the notice and at least eight days notice shall be given.
2. The period between one AGM and another
shall not be more than 16months.
3. Where the Society fails to hold its AGM
in accordance with this section, the Director may, on the application of at
least 1/5 of the members or twenty members or whichever is less, call or direct
the calling of a special meeting and members present shall count for a quorum
for the AGM.
4. The Functions of AGM shall include the
following:
(a) To confirm the minutes of the last general
meeting
(b) To consider the Committee’s annual report,
the statement of account, balance
sheet, the audit report and the inspection note of the Director.
(c) To decide upon the disposal of the net
profit of the preceding year as recommended by the Committee in accordance with
the bye law.
(d) To dissolve the Committee and elect
Officers where applicable.
(e) To deal with any other business.
QUORUM AT
GENERAL MEETING
1. No business shall be transacted at any
general meeting unless a quarter of the total registered members are present to
form a quorum at the time when the meeting proceeds to business, provided where
the total membership is more than one hundred and twenty (120), thirty (30)
members shall form a quorum.
2. Where in the course of a well
constituted meeting a member or members withdraw(s) from the meeting for what
appears to the Chairman to be sufficient reasons and for the purpose of
reducing quorum, and in fact the quorum is no longer present, the meeting may
continue with the number present and their decision shall be binding on all
members.
NOTICE OF
GENERAL MEETING
1. At
least seven (7) days notice shall be given for any general meeting.
2. Where a special meeting is convened by
the written request of the members at least fourteen (14) days notice shall be
required.
3. When any meeting is summoned by the
Director at least four (4) days notice shall be given by the Director.
4. All notice of meetings shall be
conspicuously written and circulated.
5. Notice of emergency general meeting
shall be at least 4 days and the purpose of the meeting clearly stated.
CHAIRMAN: POWERS
AND DUTIES
1. The President or in his absence the Vice
President (VP) or in the absence of both any other person elected by a majority
of those present shall preside at any general meeting.
2. The duties and powers of the Chairman of
the meeting shall include the duty to:
i. To see that the proceedings are
conducted in an orderly manner.
ii. Reserves the power to take such
measures as are reasonably necessary to achieve (I) above.
iii. To ensure that the true intention of the
meeting is carried out in resolving any issue before it.
3. In the absence of both the Secretary and
his assistant, the Chairman may appoint any other person to perform the duties
of the Secretary at such meeting.
4. The Chairman may if necessary appoint
Officers to assist at meetings.
5. The Chairman may by the decision of the
house adjourn the meeting from time to time, but no business shall be
transacted at any meeting so adjourned other than business left unfinished at
the previous meeting.
AGENDA AND
MINUTES OF GENERAL MEETING
1. Minutes of the meeting shall be entered
in the minutes’ book containing;
(a) The numbers and names of the members, who
attended the meeting,
(b) The time the meeting commenced and ended,
(c) All the resolutions and decisions made at
the meeting,
(d) The minutes of the preceding meeting shall
be read, corrected and adopted then signed by the Chairman and Secretary.
2. Meeting shall proceed according to the
adopted agenda and the order shall be essentially as follows:
(a) Minutes of the previous meeting.
(b) Matters arising from the minutes.
(c) Financial matters and reports
(d) Correspondence(s)
(e) Any other business (A.O.B).
CONDUCT OF
DEBATE/DISCUSSION
1. During meeting members shall not
address the Chairman unless recognized by the Chairman, or any one appointed to
act as the Provost.
2. Every
presentation shall be civil and polite, devoid of abuse and threat.
3. If a member moves a motion or
recommendation the Chairman shall invite the member to open discussion and
shall thereafter ask for a seconder
4. Where there is no seconder, the motion
shall be stood down.
5. Where a motion, recommendation or
amendment is seconded, the motion shall be resolved after discussion by a
majority vote.
6. No member shall address the meeting more
than once on any motion or subject except with the consent of the Chairman.
7. Any member, whether he has spoken on the
matter under discussion or not, may rise to a point of order or information but
such order or information shall be confined to material part of a former
speech. A member so rising shall be entitled to be heard forthwith.
8 The ruling of the Chairman on a point
of order, on the admissibility of information, shall be final and shall not be
open to discussion.
9 Only a member or person permitted by the
Chairman shall address the meeting.
RESOLUTION
OF GENERAL MEETING
The
Secretary shall publish and circulate all resolution of the general meeting
within four (4) days of the general meeting for the benefit of members who
could not attend.
ARTICLE 17
BOARD
POWERS AND DUTIES
1. The Board shall be made up of one
member each from the different departments in the hospital as the Committee
shall stratify subject to the approval of the general meeting.
2. The Board representatives shall be
nominated or elected by only members of that department. The nomination or the
result of the election should be communicated to the Committee through the
President in writing.
3. The tenor of the Board shall be the
same as that of the Committee including commencement and termination of tenor.
4. No Board member shall occupy a Board
position for more than 2 tenures.
5. The members of the Committee shall
automatically assume Board representative of their departments, thus there
shall be no more Board representation from a Committee member’s department.
6. Meeting/Minutes/Debates
The rules
applicable shall be same as that of the general meeting/Committee meeting, but
the quorum shall be half (½) of the number of members.
7. The Board shall meet at least once
every quarter. However half (½) of the Board members may summon an emergency
Board meeting in writing to the President.
8. The Board shall have oversight function
over the activities of the Committee.
9. The non-Committee members of the Board
may be divided into different Sub- Committees to assist the Committee.
10. Without prejudice to any section of this
bye-law the approval for the following activities shall first go through the
Board.
(a) Employment
of Co-operative staff
(b) Capital
Project.
(c) Co-operative
education
(d) Co-operate
social responsibility
(e) Quarterly/annual
account
(f) Acquisition
of external loan
(g) Commodity
shop management
(i) Major periodic product acquisition apart
from Christmas commodities
11. In general, the Committee shall review
the progress of the Society with the Board and map out future plans and
strategies that will move the Society forward.
ARTICLE 18
VACANCIES
AND MODE OF ELECTION
1 a. General election shall be conducted
every two (2) years. Date for general election
shall be fixed at the Ordinary General Meeting (OGM) preceding the election. All
Officers of the Society shall be elected except Ex-officio members.
b. Every financial member shall have one voting
right which shall not be transferable.
c. Only members whose appointment have
been confirmed and has been a member for at least 6 months shall be legible to
contest for election.
d. There shall be a bye-election in cases
of critical vacant positions occasioned by exit, resignation, vote of no
confidence or transfer of an incumbent Officer.
e. A vote-of-no-confidence shall be upheld
by 2/3 majority vote in an Ordinary General Meeting.
f. During general elections, all posts
stand dissolved. Incumbent Officers can be re-elected for a particular
position. He/she shall also be eligible to contest for any other post on which
he/she has not previously served.
g. There shall be a five (5) man ad hoc
Election Committee to be appointed at the preceding Ordinary General Meeting. This
shall consist of Chairman, Secretary and three (3) other members.
h. Nomination for election shall be by an
application form to be completed by the candidate and submitted to the
Secretary of the Electoral Committee at the cost that shall be determined by
the general house. The Committee shall screen all applications in compliance
with the bye-law.
i. The method of voting shall be by open
ballot. The Director of Co-operatives in Ebonyi State or his representatives
shall witness the election as an Observer.
j. Authentic results of each election
shall only be announced by the Chairman of the Electoral Committee.
k. A three (3) man ad hoc Election
Petition Panel shall be appointed at the same Ordinary General Meeting.
Election petition(s) to the panel shall be entertained within seven (7) days
from the date of election. The panel must
dispose of all petitions and submit its report to the new Executive Committee
within twenty eight (28) days from the date of election.
2.
ACCREDITATION:
(a) The
candidate shall appoint one agent in writing, to monitor the election process.
(b) Only
the authenticated membership register shall be used for accreditation of
voters.
(c) Accreditation
of voters must end before actual voting shall commence and the number of
accredited voters announced before voting commences.
(d) The
already approved ballot papers validly endorsed for the election shall be
counted and announced before commencement of the election.
(e) Only accredited
members shall be allowed to vote.
(f) Only
transparent ballot boxes shall be used during the election.
(g) Results shall be
announced publicly by the Chairman, Election Ad-hoc Committee at the end of
balloting/counting of ballots.
(h) Members shall be identified to vote by
their co-operative I.D cards.
ARTICLE
19
POWER AND DUTIES
OF THE COMMITTEE
(a)
The Committee shall represent the registered Society
before all competent public authority and in all dealings and transaction with
a third party, with power to institute or defend suits brought in the name of
or against the Society, and in general, it shall carry out such duties in the
management of the affairs of the Society and exercise all such power of the
Society as provided by the decree or the regulations or bye-laws required to be
exercised by members in general meetings.
(b)
In their conduct of the affairs of the Society, the
Committee shall exercise the prudence and diligence of ordinary members. They
shall be held responsible for any loss sustained through failure to exercise
such prudence and diligence or act contrary to the decree, the regulations or
the bye-laws and as such must account for monies, over which they exercise
control and shall refund any money improperly paid out. They shall exercise
their powers in utmost good faith and in the best interest of the Society and
members.
(c)
The Committee
shall perform all such duties as are laid down in the decree and regulations
and in particular their duties shall include:
i.
To comply with the law, the regulations and the
bye-laws of the Society and to enforce them;
ii.
To maintain true/accurate accounts of the Society’s
asset and liabilities;
iii.
To lay before the Annual General Meeting an annual
report and audited annual accounts;
iv.
To assist in the inspection of the books by any
person authorized to inspect and to .facilitate the annual audit;
v.
To make adequate provision and security for
employees of the Society;
vi.
To supervise the application of loans for the
purpose for which they were granted;
vii.
To take adequate measures for the safe custody and
maintenance of the Society’s money, stock and property;
viii.
To ensure that money is not borrowed in excess of
the Society’s maximum liability and that money is not lent to members in excess
of their maximum credit limits;
ix.
To take prompt action to put right, faults pointed
out in audit report. Director’s comment or inspection reports.
x.
Consider and recommend the admission, discipline,
suspension or expulsion of any member or Officer and present its recommendation
to the general meeting for approval.
ARTICLE 20
COMMITTEE
MEETING
1. The Committee shall meet as often as
the business of the Society requires and in any case not less than once a
month.
2. The Secretary shall at the instance of
the President summon meeting in writing or in any medium adopted by the
Committee and at least 3days notice shall given.
3. The President shall be Chairman or in
his absence the Vice President shall preside.
4.
The quorum for a meeting shall be
half of the number of the Committee members.
At Each Meeting
Proceeding
5. The minutes of the preceding meeting
shall be read by the Secretary and when corrected and adopted, it shall be
signed by the Chairman of that meeting and the Secretary.
6. The matters arising from the minutes
read shall be discussed.
7. The Financial Secretary shall produce
the cash book, detailed entries of receipts and payment made therein since the
last meeting and produce receipt vouchers in support of payments made for
checking.
8. The Treasurer shall produce the cash or
evidence of cash lodgment into Bank for
verification by the Committee.
9. The Financial Secretary shall produce
periodic relevant financial information related to the Society’s transactions.
10. The Secretary shall present the
correspondence received.
11. Any other business shall then be
transacted
12. Attendance register shall be maintained
13. Minutes
Shall
be recorded by the Secretary in the prescribed minute book and shall include:
(a) Names and numbers present
(b) Name of Chairman
(c) Date and commencement time.
(d) Brief and concise record of business done
and decisions taken including whether each decision was taken unanimously or by
a majority.
ARTICLE 21
DUTIES
AND RIGHTS OF OFFICERS
A.
PRESIDENT
i. The President shall be the Principal
Officer of the Society and shall be responsible for ensuring that the decree,
regulations and bye-laws are observed by all Officers and members and that all
decisions and resolutions of the general meeting are given effect to.
ii. The President shall preside at general
and Committee meetings and ensure that meetings are summoned as prescribed by
the bye-law and regulations.
iii. The President shall be a member on at
least grade level 10 and who has not been indicted in any fraudulent matter.
iv. The President shall approve all
authorities for the disbursement of funds in accordance with decisions of the
Committee.
v. He must not hold a similar position in
another association or primary cooperative society.
B. VICE PRESIDENT
i. The Vice President shall act in
the absence of the President. He shall carry out any other duty(ies) as
directed by the President or Committee.
C. THE SECRETARY
i.
To attend all
meetings of the Society and of the Committee and to carry out all the
instructions of the Committee.
ii.
To record the whole of the
transactions of the Society in the books prescribed for that purpose.
iii.
To summon, attend and record
minutes of the meetings of the Society as shall be directed by the President in
accordance with the regulations and bye-laws.
iv. To conduct correspondences in conjunction
with the President on behalf of the Society.
v.
To perform such other duties as
may be laid down in the bye-laws or assigned by the Committee.
vi. The Secretary shall be a member on at
least CONHESS 08 (grade level 09).
vii.
He shall keep custody of all the
Society’s documents/materials.
viii.
He must sign the minutes of the
meeting with the President.
ix.
He must submit his books to the
Auditors whenever the need arises.
x
He must not hold
an Executive position in another primary Co-operative Society or Association.
xi
He may be entitled to some
remuneration or imprest as shall be determined by the Committee subject to the
Board approval in order to cover his logistics/incidentals expenses.
D: THE ASSISTANT
SECRETARY:
i.
The Assistant
Secretary shall act in the absence of the Secretary.
ii.
He may be assign duties by the Committee or General
Meeting.
E: THE FINANCIAL
SECRETARY
i. The Financial Secretary shall be in
charge of collecting monies that are deducted and shall record same in the
member’s passbooks and ledger in compliance with the provisions of the bye law.
ii. All monies collected by the Financial
Secretary are to be handed over to the Treasurer for onward payment to the Bank
within 72 hours.
iii. Shall prepare promptly the quarterly and
annual statements of the Society’s account to the general meeting.
iv. Shall ensure that all financial transaction
of the Society are accurately assembled, transmitted and recorded as may be
directed by the Director.
v. The Financial Secretary must be a member
on at least CONHESS 7 (grade level 08) and must possess a minimum of HND or BSC
in Accountancy, Banking and Finance, Economics or Business Management.
vi. Shall not be a member who has been
indicted in any financial matter.
vii. Shall not hold executive position in
another association or primary Cooperative society.
F:
TREASURER
i. The Treasurer shall be responsible for the
safe custody of cash and other valuables belonging to the Society.
ii. The Treasurer shall receive monies due to and
payable to the Society and issue receipt to the Payer for like sum from an
approved counterfoil receipt book, obtaining at the same time the signature of
the person making the payment on both original and counterfoil or duplicate of
the tellers. Or shall receive from the Financial Secretary or Secretary, monies
collected by the latter on behalf of the Society, furnishing him with a receipt
on a form taking from an approved counterfoil book and obtaining at the same
time the signature of the person on the counterfoil.
iii. The Treasurer shall make payments as authorized
by the Committee.
iv. The Treasurer shall produce
the cash balance whenever he is called upon to do so by the Committee, general house or
the Auditor.
v. The Treasurer shall keep
records in the prescribed form of all monies
collected by him and of all monies paid to him.
vi The Treasurer shall be required to give security for
such amount as may be determined by and to the satisfaction of the Committee.
vii. The Treasurer shall pay into
the accounts of the Society in such Banks as may be approved by the Committee
within 72 hours of the receipt of such amount from the Financial Secretary.
viii. He shall maintain a retire-able imprest of five thousand (N5,000.00)
naira only.
ix. He shall do such
other duties as may be assigned to him or laid down in the decree or
regulations.
x. Shall not be a member who has been
indicated in any financial matter.
xi. He shall not hold executive position in
any other association or primary cooperative society.
G:
EX-OFFICIO
i. Ex-officio members shall be the
immediate past President, Secretary, Financial Secretary and Treasurer.
ii. They shall be admitted or invited at
Committee meeting
iii. They shall not have voting rights neither
shall they have the right to move motion for deliberation.
vi.
They shall be entitled to
allowances approved for the Committee only for the meetings they attend.
viii. Their role shall essentially be to give
the Committee correct perspective on the past action of the preceding
Committee.
ARTICLE
20
TENURE
OF OFFICE
a. The tenure of an elected Committee
shall be for two (2) years.
b. Retiring Officer(s) shall be eligible
for re-election.
c. Elected Officer shall serve for a
maximum of two (2) tenures in a particular office.
ARTICLE 21
REMOVAL
FROM OFFICE
i. Any Officer found wanting in the
discharge of his/her duties can be removed from office.
ii. Motion to that effect shall be moved at
a general meeting and two-thirds (2/3) majority votes shall be required for the
motion to be upheld.
iii. No Committee member shall be removed from
Office until the Committee member shall be given opportunity to defend himself
in person, before the Board and then the general meeting.
ARTICLE
22:
DISPOSAL
OF ANNUAL SURPLUS
The
annual net surplus of the Society shall be determined after examining all the
Society’s income and expenditure accounts which shall arise from the annual
audited account approved by the Director in the following fraction;
1. Interest on savings shall not exceed
fifteen percent (15%). Ordinary Saving’s shall form the only denominator for
payment of interest on savings.
2. Maximum of ten percent (10%) of the net
surplus shall be applied to Co-operative education of the Officers and members.
The Board shall be actively involved in the implementation of the Co-operative
education.
3. The Society shall not spend more than
two (2%) of its net surplus on implementation of Co-operate Social
Responsibility (CSR). The decision on the project choice shall be taken at the
Board level.
4. Honorarium payable to the Committee
shall not exceed 8% of the net annual surplus. Where two (2) different sets of
Committee administered a financial year the honorarium shall be shared in a
ratio to reflect the period managed by each Committee.
5. Twenty five (25%) of the net annual
Surplus shall be credited to the Reserve Fund which shall be indivisible and no
member shall be entitled to claim any part of it. The “reserve fund” may be
expended in strict Compliance with Regulation 49 (3) of the Nigerian
Co-operative Society Act 1993.
6. The general reserve shall not exceed
forty (40%) of the net annual surplus and may be utilized with the approval of
the general meeting for special and non- recurrent expenditure, capital
projects and also for equalization of bonuses/interests where applicable.
7. Payment of interest on Christmas Savings
Surplus shall be as stated in the relevant section of this bye-law.
ARTICLE
23
ACCOUNTS/AUDIT
1. BOOKS AND RECORDS
The
Society through the Financial Secretary and Treasurer shall keep and maintain
such books, records, accounts and registers in a manner as shall be prescribed
by the Director and particularly the following books shall be maintained.
a.
Register of members by the
Secretary.
b.
Attendance registers by the
Secretary.
c.
Cash book
d.
General and personal ledgers
e.
Journal
f.
Loan register
g.
Property/asset registers
h.
Monthly analysis book.
2. ANNUAL
ACCOUNT
a. The Committee shall prepare or cause to
be prepared the annual account of the Society in such a form as may be
prescribed by the Director.
b. The annual account shall be submitted
to the general meeting not most than 5 months after the end of the preceding
year.
c. The President shall be held responsible
to provide explanation for any delay arising from late submission of annual
account.
e. Any Officer found to be culpable for
the delay of annual account shall be severely sanctioned by the general house.
f. The general meeting upon receipt of the
audited annual account may have the powers to set up a five (5) man ad hoc
Internal Audit Committee to scrutinize the report as presented.
3. QUARTERLY ACCOUNT
i. The Committee shall prepare and present
the quarterly account of the Society at least two (2) months after the
preceding OGM.
ii.
The President shall be
responsible to provide explanation for delay or non presentation of quarterly
account and any Officer so indicted shall be severely punished by the general
house.
iii. Following the presentation and adoption
of the quarterly account, the general meeting shall instantly constitute a five
(5) man ad hoc Internal Audit Committee.
iv. The Chairman and two other members of the
committee shall have a minimum of a degree or HND in Accounting, shall be a
confirmed staff and shall be at least 6
months old in the society and at least two (2) members that have sound accounting
background.
v.
The terms of reference shall
include the following;
(a) Ascertain the correctness of the report
as presented in compliance with the bye-law.
(b) Examination of all books/record of account
to ensure that all loans and credit facilities and other liabilities granted by
the society are being repaid in line with the bye law.
(c) May make recommendations especially for
gross financial abuse and violations of the bye-law and general competence or
incompetence of the Officer.
ARTICLE
25:
FINES
AND PENALTIES
The
Committee shall have power to impose fines and penalties on members for the
following reasons:
(a) Late coming to meetings.
(b)
Absence from meetings.
(c) Noise making during meetings.
(d) Infringement on the bye-law.
(e) Negligence of duty.
(f) Any Officer found guilty of gross
financial violation of the bye-law shall be removed from office with two-third
(2/3) majority vote at a general meeting.
ARTICLE 26:
SUPPLY
OF ESSENTIAL COMMODITIES
1. The Society shall organize and stock for
sales to members domestic and personal goods.
2. The Committee shall determine the most
reasonable mode of sales which may be through the Co-operative Commodity Shop
or through periodic sales.
3.
The
committee shall have powers to nominate a 5 man shop management committee to be
presented to the Board for ratification. Subsequently the president shall
appoint the chairman and secretary from amongs the ratified members.
4. The Committee shall from time to time
provide the Shop management Committee with guidelines and incentives to ensure
probity and productivity.
5. The Committee shall appoint a 5-man
Audit Committee to audit the account and sale transactions of the shop before
the Shop Committee’s commission shall be paid.
6. The net proceeds of the shop transaction
shall form an integral part of the Society’s annual net profit.
7. The Committee shall recommend periodic
commission payable to the Shop Managers only after that period has been audited
by the Committee.
8. The Commission which shall not be more
than 8% may be paid quarterly.
ARTICLE
27
BANKING/BANKERS
1. The Society shall enter into business
transactions with Banks considered suitable by the Committee. The transactions
shall include but not limited to opening and maintaining accounts.
2. All Cheques, postal orders, bill of
exchange or negotiable instruments shall be signed by the President, Secretary
and Treasurer.
3. The President and either Secretary or
Treasurer may sign all Cheques for withdrawals from the Society’s account.
ARTICLE
28
AUDITORS
1. The general meeting shall appoint
Internal Auditors from among the members to audit the books and financial
transactions of the Society quarterly and annually.
2. The external audit of the Society’s
books and account shall be conducted by the person approved in writing by the
Society in a manner prescribed by the Director.
3. The Auditors observations/recommendation
and the Director’s comments shall be made available to all members at least a
week before the meeting with Director’s comments unedited.
ARTICLE
29:
BOOKS
AND RECORDS
The
Society shall keep such books, records, accounts and registers as the Director
may prescribe under the rules and as the need arises. Particularly, the
following books shall be maintained:
1. A Register of members (nominal roll).
2. An Attendance Register (for Meetings).
3. A Cash Book.
4. General and Personal Ledgers.
5. Journal.
6. Loan Register.
7. Property/Asset Register (Inventory).
8. Monthly Analysis Book.
9. Handover Records.
10. Members shall be given access to all
books and records of the Society on request in writing.
ARTICLE
30
PERMANENT
ASSET/PROPERTY
The
Society shall acquire assets/property, if in the opinion of the general
house/Committee; it can make for any of the following reasons:
a.
Serve
the best interest of the majority of members.
b.
Yield
returns on their investment for the overall interest of members.
c.
Help
in efficient administrative processes of the Society.
d.
Further
reallocation of properties to interested, qualified and capable members.
ARTICLE
31:
HANDOVER
1.
At the expiration of the tenure
of office, the out-going Officer shall account for and handover all monies,
documents, books, receipts, properties and other relevant materials of the
Society to the in-coming Committee. The Officer shall prepare a handover note
which must contain a numeration of all items handed over, the receipt of which
must be acknowledged by the in-coming Officer. The exercise must be carried out
not later than one month after the election.
2. Handover note shall be prepared and
submitted individually and separately by each outgoing Officer in three (3)
copies, which shall be kept in a marked file.
3.
The Outgoing and Incoming
Officers shall retain a signed copy each while one (1) copy shall be retained
in the Society’s handover file.
ARTICLE
32:
AMENDMENT
OF BYE-LAW
1. Any of the provision of this bye-law
shall be subject to amendment in whole or in part.
2. Notice for the proposed amendment must
be given in a preceding general meeting and the Secretary must include it in
the notice of the next general meeting stating the proposed amendment for any
amendment to be valid.
3. The resolution to amend the bye-law
shall be passed by not less than three-quarter (¾) of the members present at a
general meeting at which not less than one third 1/3 of
the entire members are present.
4. The notice and resolution must be
validly raised and deliberated before a vote count is made.
5. The amendment shall be deemed to be
completed with Director’s notification and his formal approval obtained in
writing, in accordance with regulation 51 (2).
6. No part of this bye-law shall be
arbitrarily suspended without compliance to the provisions of the bye law.
7. Generally, the Society’s bye law shall
be subject for review every four (4) years from the date it took effect.
ARTICLE
33
EMPLOYEES
1. Subject to the ratification of the
general meeting, the Committee may appoint/employ such employees as it
considers necessary and fix their salaries, wages or other conditions of
service of such employee.
2. Without prejudice to section one (1)
above, the Board must approve such employment before presentation to the
general meeting.
3. The essential contribution of the
employee and the ability of the Society to provide for the wage/salary of the
employee shall be a paramount reason for any recruitment.
This
bye-law was reviewed following considerations of several memoranda submitted by
members to the bye-law review and amendment committee compose of the following:
1.
Barr (Mrs) Felicia N. Chukwu Chairman
2.
Mr Emeka E. ChukwaAja Vice
Chairman
3.
Mr. Solomon U. Ama Member
4.
Mr Obieshi Nshiowo Member
5.
Mr. Peter Iroh Secretary
The proposed review and amendment by the committee
went through a two day thorough first reading by the Board and Exco of the
Co-operative society and members of the bye-law review and amendment committee.
The second reading shall be brought before Emergency General Meeting of
the society for a second reading before it shall be presented for adoption at
the forthcoming Annual General Meeting of the society.