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| Title: |
  Charter Of The Pan-Somali Council For Peace And Democracy |
| CHARTER
We the people of the Somali Diaspora, in order to re-form and sustain a vibrant nation of Somalia, commit to connect people across the Diaspora together, organize the considerable wealth and assets of our members, advocate for particular advancements that improve the stability and prospects for our nation and all our people across the Diaspora, and actively engage any and all progressive efforts that support us in this cause.
Whereas by Letters of Patent, dated, August 31, 1999, the Somali Council for Peace and Democracy (aka ISRAACA), was incorporated: August 31,2024
BE IT ENACTED AS THE CHARTER OF THE SOMALI COUNCIL FOR PEACE AND DEMOCRACY AS FOLLOWS:
I. NAME AND SEAT OF THE ORGANIZATION
A. The name of this organization shall be PAN SOMALI COUNCIL FOR PEACE AND DEMOCRACY, hereafter referred to PSCPD or ISRAACA.
B. The headquarters of ISRAACA is located in Washington, D.C., capitol of the United States of America.
II. EMBLEM OF THE ORGANIZATION
A. The Emblem of ISRAACA Shall Be: A white dove holding the scale engraved upon the ISRAACA logo.
III. AIMS AND OBJECTIVES
A. The Aims and Objectives of ISRAACA Shall Be To:
1. ADVOCATE for Somali unity, democracy and peace in order to rebuild our nation and foster the social and economic well being for all Somalis, with appreciation for cultural diversity and justice based upon equal opportunity for all.
2. PROPAGATE the values of freedom of speech, expression of thought, Assembly and movement, inside Somalia and throughout the Somali Diaspora through educational workshops, seminars and by utilising numerous media including internet, television, radio, print, and popular education.
3. FOSTER and PROMOTE understanding and co-operation among the Somali Diaspora communities through workshops, lectures and conferences in order to strengthen the communities, and connect assets across the Diaspora to national development objectives.
4. FOSTER and PROMOTE the redevelopment of sustainable national, social, and economic civil institutions in Somalia.
Israaca will work to build on the strengths of existing civil society organizations and promote capacity building.
We will advocate and facilitate addressing the following limiting factors:
a. limited experience in management;
b. limited structures and resources available for development in our country.
5. ADVOCATE the De-institionalization of clanism and its exclusion from all public and governmental affairs and operations in Somalia and social service affairs in the Diaspora communities.
6. ADVOCATE an atmosphere of reinvestment in education, ensuring that an educational infrastructure is re-established and managed to realize high educational attainment for all Somali people.
7. PROPOGATE procedures, norms and values of good governance and constitutional integrity in Somalia to avoid a recurrence of social strife and accompanying ills.
8. ORGANIZE and ACTIVATE regional alliances throughout the Horn of Africa to support shared projects and processes to restore and sustain peace and democracy in the region.
9. CONDUCT research into the issues facing the Somali immigrants in North America and Europe and create strategies to advocate for economic, political and social empowerment with in their Diaspora communities.
IV. MEMBERSHIP
A. ISRAACA shall admit two kinds of Members:
1. INDIVIDUAL SOMALIS, who are over the age of eighteen who have expressed interest in social activism and active in his/her community, pay the required fees, and accept the principles, rules, policy and programs of ISRAACA.
2. HONORARY INDIVIDUALS, whose principle and objectives are compatible with those of ISRAACA. (reserved for people with special recognition, Somali or non-Somali)
2.1 Organizations that sponsor and give financial support ISRAACA in its endeavour to undertake programs inside or outside Somalia become partners of ISRAACA, the partnership
is for the duration of the support or project.
V. RIGHTS AND DUTIES OF MEMBERS
A. A Due Paying Individual Member Shall Have the Right To:
1. FULLY PARTICIPATE in the DISCUSSIONS and FORMULATION of ISRAACA�s policies and programs.
2. FULLY PARTICIPATE in the MANAGEMENT and ADMINISTRATION of his/her Chapter, without compromising the effective operation of the Chapter.
3. FULLY PARTICIPATE both as a candidate and as a voter in all the ELECTIONS of ISRAACA.
4. PETITION all organs of ISRAACA and REQUEST redress of wrong?doings and other faults.
B. A Due Paying Individual Member Shall Bear the Duty To:
1. UNDERSTANDS thoroughly and CARRIES OUT the policies, aims and programs of ISRAACA.
2. OBSERVE all the rules and regulations of ISRAACA.
3. SHARE the burden of RUNNING and MAINTAINING the effective operation of ISRAACA.
5. MAINTAIN contact with his/her Chapter and NOTIFY the office of its Secretary ANY CHANGE of address, and availability to specific Projects and Programs.
VI. ORGANIZATIONAL STRUCTURE OF ISRAACA
A. The organizational structure of ISRAACA shall consist of the general membership and the local chapters that are LINKED by common principles, rules and policies. The organization shall have a central office managed by the Executive Director and staff.
1. The central office will be located in the Headquarters of the organization.
2. The Board of Directors shall appoint the Executive Director.
3. The Executive Director can be a member of ISRAACA but once appointed to this office shall not have any voting powers.
4. Committees of the Board will include:
a. Executive Committee:
b. Reconciliation and Governance Committee
c. Environmental Protection Committee
d. Human Rights Committee
e. Political Action-Public Relations Committee
f. Education Committee
g. Policy and Program Committee
5. Chapters of ISRAACA exist in Toronto Canada, Columbus OH, Washington D.C., Minneapolis MN, and a �home chapter� in Somalia.
VII. THE DUTIES OF THE CENTAL OFFICE
A. The Central OFFICE (in Washington D.C.) Shall Have the Duty To:
1. Manage the day-to-day operations of the organization.
2. Liaison, co-ordinate with the local chapters and provide tasks, programs and projects that will enhance the performance and awareness of the local chapters.
3. Identify, with the help of the Board, conduct research for needs assessment of issues and challenges facing Diaspora communities and undertake projects aimed at advocating and alleviating these concerns at the national and state levels.
4. UNITE and HARMONIZE the efforts of all the individual members and chapters of Israaca in order to produce effective and efficient policy and programs.
5. CONDUCT careful studies of all the theories and ideas that are relevant to the principles and objectives of ISRAACA.
6. RAISE funds and make them available to all the chapters of ISRAACA.
7. PUBLICIZE the principles, ideas, and policy positions of ISRAACA.
C. The Executive Director Shall Have the Duty To:
1. The Executive Director shall be accountable to the Board for the proper and legal conduct of the business of ISRAACA according to the policies from time to time established by the Board and the General Membership.
2. PARTICIPATE in all phases of the budgeting process in co-operation with the Treasurer of the organization.
3. Plan and execute fundraising events and coordinate fund development and management for the organization.
4. Sign Documents and enter in to Negotiations on behalf of the Organization,
5. CO?SIGN with the General Treasurer checks and authorize payments.
6. Appoint, manage and supervise the staff of his/her office.
7. IMPLEMENT the decisions and instructions of the General Membership and the Board.
8. COORDINATE the efforts of the Central Office and the Local Chapters.
9. Speak for ISRAACA and develop relationships with international media and stakeholders on behalf of the organization and edit annual reports and public relations documentation.
10. MAINTAIN a good financial record and ENSURE ISRAACA's healthy financial status.
11. Ensure the integrity of the organization in consistently focusing on its mission and vision, regardless of the complex circumstances facing the organization at any given moment.
E. The General Treasurer Shall Have the Duty and Power To:
The General Treasurer is the Chief Custodian of the Funds and Property of the ISRAACA and shall be appointed by the Board of Directors.
1. As the Chief Custodian of the Funds and Property of ISRAACA, he shall RECEIVE and BANK all monies on Behalf of ISRAACA.
2. KEEP the books, receipts, and record of the financial position of ISRAACA, in accordance with generally accepted accounting practices.
3. PREPARE and SUBMIT to the General Assembly an Annual report showing the income and expenditure of the past year.
4. PREPARE and SUBMIT periodical reports to the Board of Directors, the Executive Director and all Standing Committees.
5. COOPERATE with the Executive Director and the Board of Directors in the development and implementation of fund raising plans.
6. CO?SIGN with the Executive Director cheques and authorize payments.
F. The Board of Directors Shall Have the Duty and Power To:
1. Formulate the policies and platform that provide overall direction to ISRAACA
2. Formulate the strategies to achieve the organizational goals
3. Undertake studies and decide upon the appropriateness and effectiveness of projects and programs intended for implementation in Somalia and in the Diaspora.
4. Represent ISRAACA, its vision and mission and strengthen ISRAACA's identity within the community.
5. Supervise and provide guidance to the Executive Director, especially to ensure the integrity of the organization in consistently focusing on its mission and vision, regardless of the complex circumstances facing the organization at any given moment.
6. Preside over all Annual General Meetings and submit Progress Report on the status of the organization.
7. Create special committees, permanent and temporary, to study or address a specific task(s) such elections committee, Diaspora committee, chapter development and etc.
8. SUPERVISE the activities of all the functional committees of ISRAACA.
9. Maintain a harmonious relationship within ISRAACA and attend to solution of conflicts.
X11. Meetings of the board, elections, terms of office, vacancies and dismissals:
A. Meetings.
The Board of Directors shall meet three (2 times) a year. The first meeting will take place immediately after the session of the Annual General Membership Meeting.
The Staff of the Central Office will take and compile the minutes every Board meeting. All minutes of the Board will be approved and signed by the Chairman of the Board before such minutes are permanently archived in the Central Office.
B. Elections/Nominations
Any person is eligible to be a Director of ISRAACA who:
a. Meets the eligibility requirements of ISRAACA set out in Article IV
b. Is not an employee of the ISRAACA
c. Is otherwise legally competent to conduct business and enter contracts
The affairs of ISRAACA shall be governed by a Board of Directors comprised of (Seven) Directors elected by the members of the organization. All Directors elected shall hold office for a period of two years.
Directors shall normally be elected by a majority of the members in attendance personally at the annual general meeting of the corporation. The election of the directors shall be conducted by ballot. The candidate or candidates with the largest number of votes shall fill director vacancies where the number of candidates exceeds the number of vacancies filled.
C. Nominations for vacant Director positions shall be submitted in writing to the Chair of the committee responsible for nominations at least 10 days in advance of the meeting at which the vote is to be held. At least two members of the Board should endorse a nomination and such endorsement must be writing. The nominee must also accept the nomination and provide such acceptance in writing.
Any vacancy in a Director position, however caused, may be filled by a majority vote of the remaining directors so long as a quorum of directors remain in office. A Director so elected shall remain in office for the duration of the vacant term. The directors shall not fill a vacancy in the manner specified in this clause during the ninety (90) day period immediately preceding an annual general meeting. If there is not a quorum of directors, the remaining directors shall forthwith assign the nominating committee to get at least 15 members of good standing to endorse the nomination of the Board to fill the vacancy.
D. Dismissals
A director shall automatically cease to hold office if�:
a. A resolution to that effect is passed by two-thirds majority of the members of ISRAACA voting at a meeting duly called for that purpose or at an annual general meeting; or
b. The director otherwise ceases to be eligible as a member under the terms of clause IV of this charter.
H. The General Membership Assembly Shall Have the Power To:
1. APPROVE the framework of policies and programs proposed by the Board of Directors.
2. APPROVE the budget of the organization.
3. ELECT the Board of Directors.
4. CHANGE and/or AMEND the Charter/bylaws of the ISRAACA.
5. CHOOSE the site of the general assembly�s yearly convention.
6. Elect the audit of the organization.
VIII. AMENDMENTS
A. Only the General Membership Assembly has the power to amend charter and change the By?Laws of ISRAACA.
1. To Amend the Charter or the By?laws, the General Membership Assembly must cast a super majority (2/3) Vote.
IX. DISSOLUTION OF ISRAACA.
A. Only the General Membership Assembly can decree the dissolution of ISRAACA and decide upon the salvage/disposal of its assets in accordance with the provisions of the By?laws.
B. ISRAACA shall have PERPETUAL SUCCESSION and POWER, apart from its individual members, to acquire, hold and alienate property, enter into agreements and do
all things necessary to carry out its aims and objectives.
X. GENERAL PROVISIONS.
A. The OFFICIAL and WORKING languages of ISRAACA are Somali, English and any other official language where its branches are organized.
B. In case of any disagreement in the interpretation of the provisions of the Charter, By?laws or in any other document, the ENGLISH text shall be ACCEPTED as standard and authentic until the Somali version of these documents is ratified.
C. In its internal procedure, ISRAACA shall follow Standard Rule of Order as found in the By?laws or in other documents.
XI. INDEMNIFICATION
A. The Directors, officers, members and staff are indemnified against all omissions and errors. ISRAACA relies on its own resources to pay board member�s legal costs for claims that result from board service. Also, ISRAACA has an option to seek purchasing Director�s and officers insurance (D&O;) to complement its indemnification clause.
X11. Conflict of interest:
1. Where a director, either on his behalf or while acting for, by, with or through another, has any pecuniary or personal interest, direct or indirect, in any matter, or otherwise has a conflict of interest as a director, he:
a) Shall disclose his interest fully at a meeting of the directors in the manner prescribed by the applicable jurisdiction of the organization;
b) Shall disclose his interest and the general nature thereof prior to any consideration of the matter in the meeting;
c) Shall not take part in the discussion of or vote on any question in respect of the matter; and, Shall not in any way whether before, after or during the meeting try to influence the voting on any such question.
The pecuniary or personal interest, direct or indirect, of an immediate family member shall, if known to the director, be deemed to be also the pecuniary interest of the director. Every declaration of interest and the general nature thereof shall be recorded in the minutes of the meeting.
2. Directors� Accountability:
The Board and individual directors represent the membership of ISRAACA and are directly accountable to the said membership. They also have a fiduciary duty to those who provided funds to ISRAACA and to its staff for the sound administration of the organization. In addition, they have a general duty of trust to those served by the organization and to the general public.
Every director of ISRAACA shall exercise the powers and discharge the duties of his office honestly, in good faith and in the best interest of the organization, and in connection therewith shall exercise the degree of care, diligence and skill that a reasonably prudent person would exercise in similar circumstances.
3. General Treasurer: The Treasurer shall keep full and accurate accounts of the all receipts and disbursements of the organization in proper books of accounts and shall deposit all monies in the name and to the credit of the organization in such bank or the Board may from time to time designate banks as.
The Treasurer shall, under the direction of the Board, disburse the funds of the organization, taking proper vouchers therefore and shall render to the Board at regular meetings thereof, or whenever required, an account of all such transactions and the financial position of the organization.
The Directors, acting together in their capacity as a Board, shall have the authority to exercise any of the powers prescribed by the laws of Washington DC and the Federal Government of the United States, or by other statutes or laws from to time to time applicable, except where such power is contrary to the statutes or the law regarding charities and, without limiting the generality of the foregoing, shall have the following powers in particular:
The Board of Directors oversees the functioning and the financial health of the organization. The Board of Directors shall have the power to accumulate, invest, solicit donations and grants; hold and dispose of the property of the organization; hire employees and engage agents; sue and settle claims; set remuneration and fees; issue cheques; make policies, rules and regulations; and any restrictions on such powers.
4. Appointment of the yearly financial Auditor:
Auditing financial accounts, an accredited financial auditor shall do accounts of the organization once every year nominated by the General Membership. In addition, the Board of Directors shall add additional clauses to establish rules for keeping books and records; execution of documents; banking; borrowing and procedures to appoint financial auditors � in accordance with generally accepted accounting principles and procedures.
Interpretation:
In this charter and all other legal documents pertaining to ISRAACA, unless the context requires otherwise:
a) �Board� means the Board of Directors;
b) �Member� means a member as defined in the article IV.
c) �ISRAACA� is interchangeable with: �The Somali Council For Peace and Development� and vice versa.
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| Added on: |
03/23/2004 |
| Author/Source: |
PSCPD |
| Author's email/website: |
www.israac.org |
| Posted by: |
admin |
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