MEMORANDUM OF ASSOCIATION
I. NAME OF THE SOCIETY:
The name of the Foundation is
UNIVERSAL ENVIRONMENTAL HUMAN RIGHTS FOUNDATION
II. ADDRESS OF THE SOCIETY:
The registered office of the Foundation is situated at 250 SHER-E-BANGLA RD, RAYER BAZAR. DHAKA 1209, Bangladesh But upon decision of the Board of the Foundation it can be changed anywhere in Bangladesh and in abroad.
III. Operational Area:
Will be through out Bangladesh and as per decision will open branch offices anywhere in Bangladesh.
IV. Objective and purpose:
It is a non-government, non-profitable, non-political, voluntary and charitable organization. All the objects will be implemented after obtaining necessary permission from the Government / Concerned authority/ Competent authority before implementation of the objects and the objects contrary to the provision of Section 20 of the Act shall be treated as ineffective.
- To undertake and carry on any humanitarian or charitable program for the poor and under privileged people.
- To establish run and maintain school, college, madrasha, education & research centre and such other educational institution both general and technical for the purpose of diffusion of useful knowledge among the people or target group and to run certificate and Dip. in human rights programs.
- To set up Hospital, Clinic and Center for drug addicted people.
- To arrange for treatment of the drug addict and cancer and AIDS patients, to undertake and operate service oriented activities for them, and arrange for their rehabilitation.
- To take general measures for health in the country for arsenic free drinking water
- To take and develop and prevention of health less sanitary latrines.
- To arrange the distress people for free medicine, food and water supply. Different types of Health program will be setup in the rural area.
- To develop a mother and child care center and set up old home for men and women.
- To take increase & oriented pollution free of Natural calamities to take various steps and to arrange meetings, seminars for public awareness and establishment of human rights, award certificate, crest and gold medal to the renowned persons of the Country and abroad, to different organizations for making contribution for the establishment of Human rights.
- To develop awareness in the Foundation to avoid polythene & Industrial waste, gas, oil & advance effect on rampant use of them.
- To organize the blind, lame, deaf and dumb and refugee / stateless People in Foundation and to take attempts to establish them.
- To send voluntary team for the assistance, medical treatment of the victims of earthquake, flood tidal wave, cyclone within the country and in abroad.
- To help the local community to overcome the sufferings from the natural calamity, epidemic and depredation of wild animals.
- To improve formal and informal and human rights related education to adult & children and establish institute for them and to run economic program and organise training on human rights and to establishment of fundamental rights and rule of law.
- To settle disputes through conciliation, mediation and arbitration. To observing national and local election. To set up human rights monitoring committee.
- To provide legal assistance against dowry, child marriage, divorce and other oppression against women and conduct activities to this end. To publish human rights related publications and to establishThana, Upozila, District and Divisional committee of the Foundation.
- To receive all kinds of aid, grants, donations, assistance, benefaction, subscriptions for the purpose of the Foundation (in case of some foreign donations, grants, aid and assistance the foreign donates on (voluntary activities) regulation ordinance, 1978 (ordinance No. /1978) will be applicable), and to collect various funds and acquire and preserve assets and properties through receiving of such donations, grants, aid, assistance and benefaction.
V. Expenditure
The fund of the society will be spent in implementing aims and objectives of the society and income of the society shall not be distributed among the members of the society by way of dividend or bonus.
VI. Audit
The Executive Committee will get the accounts of the Society audited by any Chartered Accountant Firm. Audit report will be submitted and approved in the Annual General Meeting.
VIII. Dissolution of the Foundation
Upon the winding up or dissolution of the Society there shall remain, after the satisfaction of all its debts and liabilities any property whatsoever, the same shall be handed over or transferred or given to some other institutions, having objectives similar to the objectives of Society, to be determined by the 3/5 voting of the general and founder members of the Society in the extra ordinary general meeting at or before the dissolution.
About Our Organization
- In this society there shall be 3 categories of members:
- (i) General Committee Members (ii) Member of The Executive Committee
(iii) Life Members
(i) GENERAL COMMITTEE MEMBERS
(a) Those who were present in the meeting held with a view to established the
Foundation and donated minimum 30,000/- at a time, will be considered as per decision of the Executive Committee of the Foundation. Founder member or their representative will get priority to be elected as member of the Executive Committee.
(b) Those who applied for having general memberships.
(c) Whose application approved by the Executive Committee and accepted by the
Chairman.
(ii) MEMBER OF THE EXECUTIVE COMMITTEE
(a) Those who are elected by the general committee.
(b) Those who are admitted having approval of the Executive Committee.
(iii) LIFE MEMBERS:
After motivated to know the objectives and programs of the society those who, will donate Tk. 50,000/- in each or property equivalent to Tk. 50,000/- at a time will be treated as a life member, donation will be considered as per decision of the Executive Committee.
- RULES FOR MEMBERSHIP:
Any person who will come with a view to get benefit from the programs and projects of the society through submitting applications to the local office accepting the condition of Tk. 1,000/- as admission fees and minimum Tk. 100/- as monthly fees (will be considered as per decision of the Executive Committee) and if it is accepted by the local officer in charge and approved by the Chairman/ General Secretary will be treated as Primary member of the Foundation.
- DUTIES & RESPRONIBILITIES OF MEMBERS
- Regularize payment of weekly or monthly fees.
- Take participation in the training program organized by the Foundation.
- Take Participation in the programs thrown by the Foundation.
- CANCELLATION OF GENERAL MEMBERSHIP:
- Failure in regular payment of 03 consecutive weekly (Project Member).
- Failure in attending three sequential consecutive meeting.
- Those who involve the activities that hampers the interest of the Foundation when proved.
- Non-compliance of the constitutional responsibilities bestowed
by the executive committee member and activities without paying due honors to the rules & regulations of the Foundation.
- Participation in any activities subversive of the society / state / discipline or declared as made or bankrupt.
- Death or willingly resignation.
- RENEWAL OF MEMBERSHIP:
This respective terminated member should submit a application addressing the Chairman begging forgiveness for his misdeed and if the application approval by the executive committee then it will be accepted by the Chairman.
- BODY OF THE GENERAL COMMITTEE:
The founder and general members will form the general Committee.
There are 21 persons in the General Committee.
- BODY OF THE EXECUTIVE COMMITTEE:
Through confidential voting by the general members and founder members 7 members executive committee will be elected for 5 years by the election commission.
- BODY OF ADVISOR COMMITTEE:
Body of Adviser Committee will be formed among leading social workers, bankers writers, journalists & retired government officials, lawyers & others professional Advisor committee will coordinate the election of the Foundation and supervise the problems and accordingly will solve it. Executive Committee will form the Advisor Committee for 5 years. They have no voting rights. The Chairman of the Foundation will preside over the Advisory Committee.
- DUTIES & RESPONSIBILITIES OF GENERAL COMMITTEE:
- Approved of Annual Income & Expenditure.
- Approved of Development Program.
- Attending annual general meeting.
- Casting vote to elect executive committee.
- Any member of Executive Committee can be discharged from his appointment by casting votes of 3/5 General Committee members.
- DUTIES & RESPONSIBILITIES OF THE MEMBERS OF EXECUTIVE COMMITTEE:
10.1 Chairman
- Will be the constitutional chief.
- Will monitors all programs.
- Will preside all the meeting.
- Will take effective measures to upgrade the society to the national level.
- Will explain the constitution of the Foundation.
- Will perform the responsibilities bestowed by the Executive Committee through all Directors.
- Will approve all expenditure & Vouchers.
- Will cast vote during any voting against any decision if casting of vote remains equal.
- Will be able to take individual decision in any emergency matter and will be
approved through next executive committee meeting. - Will keep regular contact with the Foreign donation and Aids Agencies and local government, non-govt. corporation autonomous, local administration, registration authorities, advisor committee, consultants and all possible sectors. He will represent the society every where. Except this he will do all the given duties of executive committee through all Directors.
- On behalf of the Foundation he will be authorized to perform any agreements with foreign countries / agencies and local organizations / agencies and also authorized to take lawful measures against any criminal / subversive activities done against the Foundation by anybody else.
- Will decide appointment of Staffs /officers, Transfer, promotion / demotion & dismissal / discharge of employees of the Foundation.
- Will approve all Thana, District and Divisional Committee of the Foundation.
- Will approve all human rights monitoring committee.
10.2. VICE CHAIRMAN:
Will act as Chairman in absence of the Chairman.
Will execute the following jobs mentioned below:-
- Will ask for meeting and determine the agenda of the meeting upon consultation with the Chairman.
- Will operate, control, co-ordinate, supervise and take necessary measure of the implementing projects / programs.
- Will preserve society’s official records & documents.
- Will co-operate in every respect the executive committee for the operation of their program and perform the responsibilities bestowed by the Chairman.
- Authorized by the Chairman of the Foundation he will be able to file any case to any Court of the People’s Republic of Bangladesh against any subversive activities against this Foundation by anybody else.
- Above all he will execute all orders / instructions given by the Chairman.
10.4. TREASURER:
(a) Will collect the weekly/monthly income & expenditure statement form branch & project offices, keep the entries of those in the record books and prepare weekly/ monthly statement.
(b) Will preserve central cash-book, ledger book, receipt book, check book, pass book of the Foundation.
(c) Will maintain the income expenditure vouchers & salary sheet.
(d) Will conduct audit of branch & project offices.
(e) Will be responsible for error in accounts, error in finance and total accounts.
(f) Will perform the responsibilities bestowed by Chairman and General Secretary
(g) Will submit last month’s financial accounts within 7 days of the next month & all over account transparency everywhere.
(h) Will maintain all the files related to accounts and preserved them.
10.5. EXECUTIVE MEMBERS:
(a) Will perform the responsibilities bestowed accordance with the decision of Executive Committees Meeting.
(b) Will express own comment favoring or disfavoring the agenda if not contrary to the constitution.
11. DIRECTOR:
Chairman can appoint any director as an when required for directing the programs & projects of the Foundation.
- Finance Division/Departments
- Administrative division/Department.
- Project Department.
- Advertisement, Publications &Public-relation Department
- Training Department.
- Law and Human rights Department
- Education and Research Department
- Public Health Department
- Environment Development Department
- Human Resource Department
- International Relation Department
- Social Welfare Department
- All above divisions / departments will be under Chairman.
13. ELECTION:
13.1 ELECTION COMMISSION:
Before on month of expiring of the executive committee, the executive committee will form the Election Commission with 3 person among the Advisor Committee. One of them will be Election Commissioner and rest of them will be member. The election commission will form Executive Committee among the founder and general members by voting.
13.2 RESPOSIBILITIES OF THE ELECTION COMMISSION:
Within 14 days of formation of Election Commission the Commissioner will declare the Election Schedule and then within 2 weeks they will make necessary arrangements of completion of the election and transfer of responsibilities to the elected representatives.
13.3 DISQUALIFICATION OF PERTICIPATIONS IN ELECTION:
(a) If any person terminated from the Foundation and again reinstated.
(b) If any person has any expired liabilities to any institution and if complaint lodge in respect of that.
(c) If any person receipt any show-cause notice for his misconduct or misappropriation of money.
(d) If any person’s age comes to below 18 or above 75 years.
14. RESIGNATION:
(1) Member of the committee will submit their resignation letter to the General Secretary.
(2) Chairman will submit his resignation to the Chairman.
15. SPECIAL POWER:
(1) If a situation/ Problem arise that is not clarified in any section or sub-section of the constitution will be finalized as per decision of the Chairman of the Foundation.
(2) No objection should be raised if this constitution does not repugnant the public right.
(3) All decision will be taken by the Chairman / Executive Committee.
16. MEETING:
(1) MEETING OF GENERAL COMMITTEE:
Meeting of the annual general committee shall be held at least once in every calendar year. General Secretary with consultation of Chairman will call this meeting. 2/3rd members of the General Committee shall form a quorum
(2) MEETING OF EXECUTIVE COMMITTEE:
Meeting of the Executive Committee will be held after every three month. The meeting will analyses the decision of previous meeting, will submit & analyses and will take next planning. 2/3rd members of the Executive Committee shall form a quorum.
(3) SPECIAL MEETING:
Special meeting will be held depending on the special situation Chairman also can call this meeting.
(4) DEMAND MEETING:
If meetings does not held as per rules then others members will request General Secretary to call upon the meeting. If General Secretary does not comply with the request within 15 days then the members will request the Chairman for the same and if the Chairman does not comply with the request with 7 days, then if the other members arrange a meeting selection any member to preside over the meeting in that case the decisions of the meeting will be final.
17. RULES OF CALLING MEETTING:
At least 2 weeks before the meeting of General committee, at least 3 weeks before the meeting of Executive Committee and at least 3 hours before the special meeting the members of the committee should have to be informed the date, time & place of the meeting in writing . Every resolution of the meeting should reached to the members.
18. QUORUM & DECISION:
2/3rd members of the Foundation present in the general meeting shall form a quorum. In case of any decision if the present members divided equally then Chairman’s decision will be final.
19. FINANCIAL MANAGEMENT:
(1) BANK ACCOUNT:
Account of every fund of the Foundation shall be opened separately in any scheduled bank. Every account should be operated by joint signatures of any Two of Chairman, General Secretary and Treasurer.
(2) AUDIT:
Cash book, ledger book, receipt book, vouchers ,statement &other relevant papers used for the purpose of maintaining income & expenditure of the society can be audited by any registered C/A firm. Moreover, central office will perform audit in branches & project office and will submit it to the meeting of executive committee. Finance Director will organize the audit programme of the Foundation.
20. INCOME SOURCE OF FOUNDATION:
- Membership Fee.
- Member lawful/subscription/donation.
- Well-wishers subscription/ donation/grant.
- Gift, Donation with lawful manner.
- Donation from local-foreign firm or govt.
- Profit from implemented project of Foundation with lawful manner.
- Officer/Staffs donation/gift /subscription with lawful manner.
- Earnings from the legal sale of Foundation’s property, publication, rent and earnings from the services of the members & official of the Foundation.
21. SECTORS OF EXPENDUTURE:
- For the purpose of implementing the objectives, aims & programs of the Foundation.
- For the purpose of administrative activities for charitable purposes of the Foundation.
- Chairman can spent maximum Tk. 50,000/- at a time without consent of the Executive Committee.
- No expenditure will be made of it is contradictory to the constitution or programs or without the approval of Executive Committee.
- Any expenditure against in any unknown head can be made only with the consent of Chairman, General Secretary & Finance Director and consent of the Executive Committee.
- General Secretary can spend 10,000/- taka on emergency demand. Then will be regularized by the approved of Chairman.
22. FUND OF FOUNDATION:
- General fund :This fund will be formed with membership fee, donation/ subscription & profit of different project. This fund will be utilized for implementation of the objectives, aims, programs & projects of the Foundation.
- Relief fund will be formed with the unconditional donation of govt. & local-foreign individual or firm. This fund will be utilized for damages caused by cyclone , tidal bore & natural disaster.
- Reserve fund : This fund will be formed from unconditional donation of Tk. one of officers/staffs, members of the project & people related to this Foundation. This fund can be used only for emergency purpose.
23. SALARY/ HONORARIUM &ALLOWANCES:
Salary & allowance for the officers/staffs employed in implementing the programs of the Foundation can be made according to the service rules depending on the financial condition of the Foundation. This salary and allowances will be fixed by the General Secretary on consultant with Chairman and Treasurer. The Chairman and any members who will be directly involved with the activities of the Foundation they will get monthly honorarium decided by the E.C.
24. APPOINTMENT OF OFFICERS / STAFFS:
For appointing skill, experienced officer/staff notice can be made in the daily newspaper, preference will be given to the female candidate. The Chairman will appoint officers / staffs of the Foundation on consultation with Executive Committee.
25. LAWFUL LIEGALITY:
(1) It will be treated as lawfully legal if it is registered by any registration authority of Bangladesh government.
(2) Executive Committee can register the Foundation with other department of the govt. if they feel necessary.
(3) It will not require any permission from any other local administration for setting branch or project office or implementing credit programs any where in Bangladesh once it is registered with joint stock of co. under the ministry of Commerce of the Peoples Republic of Bangladesh.
26. BRANCE & PROJECT OFFICE:
Branch /project offices of this Foundation can be established in any place of Bangladesh.
27. CONSTITUTION AMMENDMENT:
Any amendment or addendum of any section or subsection of this constitution can be made with vote of 3/5th majority of the Founder and General members and with the approval of general meeting .
WINDING UP OF FOUNDATION:
If the question of winding up of Foundation arise in that case with vote of 3/5 majority of the general members present the assets of Foundation will have to donate to any other charitable organization after meeting and all liabilities of the Foundation.