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CHINA NAIDOO FAMILY FOUNDATION
1. NAME
The name of the Foundation is The Chinna Naidoo Family Foundation (CNFF)
2. PURPOSE DESCRIBING THE MAIN BUSINESS
The main business which the company is to carry on is to promote the best interest of the Chinna Naidoo family locally and internationally.
3. MAIN OBJECT
The main object of the Foundation is to undertake projects and programmes that would further the interests of the Chinna Naidoo family. The Foundation will try to achieve this object in the following ways:-
3.1 Purchase property for the purpose of development.
3.2 Utilise the land for purposes decided at a family meeting.
3.3 Utilise the land for the construction of a Wellness Centre..
3.4 Utilise the land for property development.
3.5 Utilise the land for any other project that the Foundation identifies.
3.6 Ensure that the unity of the family is guaranteed.
3.7 Support the education of the Chinna Naidoo family.
3.8 Maintain a data base of the family.
3.9 Set up a website in the name of the Foundation.
3.10 Set up an effective networking system.
3.11 Undertake any other activity or programme that the Board deems fit.
4. MEMBERSHIP
There shall be the following classes of members of the Foundation:
(a)Founding Members: being such persons who:
(i)initiated the formation of the Foundation
(ii)determine the policy and functioning of the Foundation
(b)Life Members: being such persons as defined in Regulations made by the Council in recognition of their contribution to the Foundation.
(c)Patrons: being such persons who, by reason of outstanding service rendered to the Foundation are so appointed by the Board.
(d) Ordinary members
Include all generations from Chinna Naidoo including spouses.
The rights and privileges of membership shall not be transferable.
5. REGISTER OF MEMBERS
The Foundation shall mantain a data base of all members.
6. TERMINATION OF MEMBERSHIP
The Board may terminate the membership of any member without assigning any reason therefore, if it considers that the continued membership of such person may be detrimental to the interest of the Service.
7. GENERAL MEETINGS
7.1 .The Annual General Meeting of the Board shall be held at such time and place as the Executive shall determine, provided that such Annual General Meeting shall be held not more than three(3) months after the end of each financial year.
7.2 .At least twenty-one (21) clear days notice shall be given for the convening of a General Meeting and any notice if given by post shall be deemed to have been served at the time when the notice was posted.
7.3 .No business shall be transacted at any General Meeting unless a quorum of not less than twenty-five members are present at such meeting.
7.4 .If within half an hour from the time appointed for the meeting a quorum is not present, the meeting if convened upon a requisition of members shall be dissolved; in any other case it shall stand adjourned to a day nor earlier than seven days and not later than twenty-one clear days after the date of the original meeting. At such adjourned meeting the business of the meeting shall be transacted irrespective of the numbers of members present. Notice of such adjourned meeting shall be given as provided in Article 55 not later than three days after the adjournment.
7.5 The Chairman of the Executive, or in his absence, the Vice-Chairman, shall act as Chairman of every General Meeting of the Board, and in the absence of both the Chairman and Vice-Chairman the meeting shall appoint its own Chairman.
7.6 .The proceedings at any meeting of the Board or any Committee thereof or of any sub-committee shall not be invalidated by any omission to give any notice, or by any defect in the election or qualification of its members.
7.7 Only members of the Board shall be permitted to speak and/or vote at meetings, provided that the Executive Committee may allow such persons as they in their sole discretion may deem expedient to attend and to address any meeting.
7.8 .The business of the Annual General Meeting shall be:
(a)The presentation of reports on the progress and financial position of the Board by the Chairman.
(b)Such other business as is required to be transacted at such meeting.
(c)The reception of such addresses and other communications and the discussion of such matters pertaining to the aims and objects of the Board as the Executive shall have arranged to be received or discussed at such meeting.
16.The minutes of any meeting of the Board and of meetings of any Committee shall be available for the inspection of members in such manner as the Executive shall determine.
7.9.At any General Meeting a resolution put to the vote of the meeting shall be decided on a show of hands unless a division is (before or on the declaration of the result of the show of hands) demanded and unless a division is so demanded, a declaration by the Chairman that a resolution has, on a show of hands, been carried, or carried unanimously or by a particular majority, or lost shall be entered in the minute book of the proceedings of the Association, and shall be conclusive evidence of the fact and the number and proportion of the votes recorded, in favour of or against such resolution.
7.10.If a division is duly demanded it shall be taken in such a manner as the Chairman directs, and the results of the division shall be deemed to be the resolution of the meeting at which the division was demanded.
7.11 One a show of hands, or on a division, every member present in person shall have one vote.
8. POWERS OF THE BOARD
20.The BOARD shall have the power to
(i)determine the policy of the Foundation, in conjunction with the Executive Committee, and to ensure that such policy is in the best interests of the Foundation.
(ii)appoint the majority of the members of the Executive Committee
(iii)make, alter and repeal regulations for the admission of all classes of members and for the termination of membership except on medical grounds
(iv)receive and approve the annual report of the Executive Committee and make such recommendations as it may think fit, which recommendations the Executive Committee is obliged to follow
(v)define geographical areas within which the activities of the Foundation may be delegated and also the measure of such delegation and to revise such definition and measure of delegation from time to time
(vi)amalgamate, or affiliate with or render assistance whether pecuniary or otherwise, to any companies, institutions, societies or associations having objects altogether or in part similar to those of this Foundation, but limited as to profit as is this Association
(vii)purchase or otherwise acquire and take over all or any part of the property, assets, liabilities and engagements of any one or more of the companies, institutions, societies or associations with which this Foundation is authorised to amalgamate or become affiliated with
(viii)transfer all or any part of the property, assets, liabilities and engagements of this Foundation to any one or more of the companies, institutions, societies or associations with which this Association is authorised to amalgamate or become affiliated with.
8.1 CONSTITUTION OF THE BOARD
The Board shall consist of:
(a) founding members.
(b)Appointed Representatives:
Being representatives of the family and other such persons who have the expertise to benefit the Foundation and whose appointment shall be for a period of twelve months but who may be eligible for reappointment.
The Board shall following every third Annual General Meeting elect a Chairman and a Vice-Chairman from amongst its members so that the Chairman and Vice-Chairman shall hold office for two years.
MEETINGS OF THE BOARD
The Board may meet for the dispatch of business on such occasions and at such times and places as it may think fit, and may adjourn or otherwise regulate its meetings in its discretion provided that it shall meet at least one a year and provided further that a meeting of the Board shall be called by notice in writing under the signature of either the Chairman, the Vice-Chairman or the Board Secretary.
Seven members of the Board shall form a quorum.
.No decision shall be taken by the Board on any matter arising after the circulation of agenda without full consultation with such parties as may be concerned.
CONTROL AND ADMINISTRATION
The control, administration and management of the Board shall vest in the Executive.
POWERS OF THE BOARD
-The Executive shall manage the business of the Foundation and exercise all the powers and functions of the Foundation as are not by the Act required to be exercised by the Foundation in general meeting
ACCOUNTS
-The financial year of the Foundation shall be from the first day of January to the thirty-first day of December.
-The Executive shall cause such books of account as are prescribed by the Companies Act to be kept. The books of account shall be kept at the registered office of the Foundation or at such other place or places as the Executive think fit, and shall always be open to inspection by two members of the Executive.
-The Executive shall from time to time determine whether and to what extent and at what times and places and under what conditions or regulations the accounts and books of the Foundation, or any of them, shall be open to inspection by members who are members of the Foundation and no member who is not a member of the Board shall have any right to inspect any account or book or document of the Foundation except as conferred by Stature of authorized by the Executive or the Foundation in General Meeting.
The Board shall draw up
- a financial policy for the Foundation.
- rules and regulations
- a procurement policy
- a code of ethics policy
- a family record of understanding document
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