BYLAWS AND FINANCIAL CONTROLS
Bylaws concerning the organization “Heart for Africa” (HfA)
Agreed by vote of the General Assembly Jan. 25th, 2014
Non-binding English translation
Chapter 1: Name, Home, (Ideology) and Aim
#1 Name and Address
- The organization’s name is: “Heart for Africa” and has headquarters in Rebild, Denmark. The address is: Kirketerpvej 70, postal code 9541, DK-Suldrup. Denmark.
#2 Ideology and Aim
The organization acts with Christian vision to give people of all ages of the Central African Republic, no matter their tribe or religion, the possibility for a better life.
The organization aims to help the Central African people by:
Providing better possibilities for education, general information and news in order to become more proactive, filled with confidence and self-respect.
- Supporting small scale industries, enabling each person more independence and better living conditions
- Offering humanitarian help when and where needed
Chapter 2: Membership
# 3 Approval
Membership is open to anyone, as well as legal organizations, who wishes to support the work of HfA. We appreciate personal involvement as well as financial support.
- The Membership fee is DKK 100 for the year 2014 and is reviewed annually.
- Members receive voting rights when their annual fees are paid.
#4 How to join
- Membership can be obtained by contacting HfA headquarters with your name, address, telephone number, email and VAT/PSN (if applicable)
- The financial office keeps financial records of the organization’s members
Chapter 3: Management, organization and voting laws
#5 Management, organization and voting laws
- HfA is managed by a Board of Directors who plan and coordinate all activities.
- The Board has 5 members plus 1 substitute. Members are elected at the General Assembly for a period of four years. There is a vote every two years. To assure continuity, at the very first assembly two of the members are elected only for a two year period. Board members can be reelected.
- Board meetings will take place as needed, though at least once a year. Time and place to be announced on the HfA home page. The meetings are open to every member, but only Board of Directors can vote. Minutes are taken at every meeting and will be posted on the HfA home page within 14 days. The Board can take a decision to have a closed meeting if necessary.
- After the General Assembly, the Board of Directors will appoint a Chairman, 2nd Chairman, Secretary and financial Treasurer.
- The Board carries the responsibility for running the organization. They can appoint people to help with permanent or ad-hoc jobs.
CHAPTER 4: GENERAL MEETINGS
# 6 General meetings and decisions
- The Board can call for group meetings. These meetings are to be a forum where members and those of interest can meet, to present new ideas and initiatives for discussion.
- The General Assembly takes place on a weekend before the end of April and must be called in writing with not less than 4 weeks notice, to all paid members. The time and place will also appear on the HfA home page.
- Every registered member is entitled to forward suggestions to the General Assembly. These must be received at the headquarters at least 8 days prior to the meeting.
- Candidates for the Board of Directors must to agree the aim and bylaws of the organization, and must be a member. Written acceptance of candidacy must be in the hands of the Board at least fourteen days before the General Assembly.
- At the General Assembly the Chairman reports on the past year’s activity, the vision for the coming year, and the financial Treasurer will present the audited financial accounts of the latest year.
- Futhermore the financial Treasurer will present a budget for the next year as well as any special needs for the coming year to be considered by the General Assembly.
- Agenda for the General Assembly consist as minimum the following:
- Vote for a meeting coordinator
- Vote for a meeting secretary
- The Board’s reports and approval
- The Treasurer’s previous year audited accounts and budget for the next year are approved
- Adjustments to the Membership Fee
- Discuss Forwarded suggestions
- Election of Board and Substitute
- Election of Accountant to audit the records
- Open Discussion
- An Extraordinary General Assembly can be called when the Board or 25% of the registered members demands. It must be by written statement, members shall be notified no later than 14 days after the request has been received and a General Assembly must take place no later than 30 days after notification.
- All members in good standing have voting rights at a General Assembly. Legal organizations have only one vote.
- Decisions on forwarded suggestions is taken by vote of the attending members, as explained in # 8 & 9. The General Assembly cannot take decisions on matters which were not on the agenda and no decisions can be made on issues raised in the Open Discussion.
- Written minutes from the General Assembly will appear on the HfA homepage within 14 days of the meeting.
CHAPTER 5: FINANCIAL CONTROL
#7 Financial Control
- There is to be made an account for all income as well as for expenses, and
- There shall be Separate accounts for each ongoing project. HfA accounts consist of running expenses and status. The accounts are maintained by the Treasurer and are audited by an independent accountant, elected by the General Assembly, annually.
- The board is responsible for the economic health of the organization:
- Membership fees are to be used to administer the organization.
- Any money left from the membership fees shall be transferred to projects
- Special donations from members or other organizations are to be used only for the Organization’s approved projects, and not for administration.
- Donors cannot stipulate conditions not in accordance with these bylaws and the Board’s decisions.
- The HfA Accounting year follows the calendar year
- The HfA Organization cannot be held responsible for any costs in excess of its own balance.
- Any two of the following can legally sign on behalf of the organization: Chairman, 2nd Chairman or financial Treasurer.
CHAPTER 6: DISSOLUTION AND CHANGE OF BYLAWS
#8 Change of bylaws
- Suggestions to change the bylaws of HfA must be presented to the Board, who may also suggest changes.
- Suggestions to change these bylaws must be presented at a General Assembly and a vote of 2/3 of the members present is required for approval.
# 9 Dissolution
- Dissolution of the Organization can only take place at a General Assembly with a vote of 2/3 of the members present. The dissolution must be confirmed by a simple majority of members present at a separate General Assembly taking place no later than 4 weeks thereafter.
- If HfA is no longer able to continue its work, all the funds and anything else of value shall be given to another organization in the home country, with similar bylaws and aim as HfA.