Wli Orphanage Home
WOH


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- Wli Orphanage Home -
(Non-Governmental Organization)
NGO


Constitution

Article 1: Mission
To contribute towards the betterment of the living conditions of the orphans in order to prepare them for their social reinsertion, and also to make them become better citizens and future leaders, motivating the whole community to work in the good sense to safeguard them in promoting nature, ensuring their food security, confronting and ameliorating their health and social problems in rural areas of developing nations that are currently overlooked or insufficiently addressed by government efforts, non-governmental organizations, and other charitable groups, both directly within structures established  by Wli Orphanage Home - WOH - and indirectly by providing the necessary knowledge and material means through which external solutions can be arranged.

Article 2: Objectives

To welcome all orphans of the Wli traditional area and beyond,
To provide them food and decent accommodations,
To support them to continue their education and training,
To engage them in rural enterprises by building their capacities in commercial farming and animal husbandry and craftsmanship and other trades,
To invest in human capital within the target communities to ensure their continued growth,
To enhance cross-cultural exchange programmes between the North and the South volunteers, …

Article 3: Project Selection and Implementation
Section 1
The Executive Council, in selection and in implementing all projects of Wli Orphanage Home - WOH -, shall give priority consideration to the impact such projects will possess for women, children, the handicapped /disabled, mentally ill, and/ or any other disadvantaged or vulnerable groups within the target populations. Any actions to the contrary require the unanimous vote of the EC. Absolutely no project that will further disadvantage any of the aforementioned groups shall be undertaken by the Wli Orphanage Home - WOH -, nor shall any project adopted by the EC be implemented in such a way as to further disadvantage any of the aforementioned groups.

Section 2
All projects of Wli Orphanage Home - WOH - shall work at the grassroots level, with direct input from and, whenever possible, participation by the target population in both selection and implementation of the projects.

Section 3
All efforts on part of Wli Orphanage Home - WOH - shall adhere to the laws and regulations of the official government of the country in which those efforts are carried out, except when such laws or regulations:
are in violation of international laws or regulations, in which the international laws and regulations shall be observed; and
cause undue harm to any individual without his /her consent, or, if the individual is incapable of consent, that of his/her appointed agent.

Section 4
Wli Orphanage Home - WOH - shall respect the customs and traditions of the target communities and shall operate in a manner acceptable to the target communities, except when doing so will:
violate international laws or regulations, in which case the international laws or regulations shall be observed;
violate the laws or regulations of the official government of the host country, in which case the laws or regulations of the official government of the host country shall be observed, insofar as doing so will not violate the specifications of Article 3 Section 3; and
cause undue harm to any individual without his/her consent, or, if the individual incapable of consent, that of his/her appointed agent.

Section 5
All goods and services provided by Wli Orphanage Home - WOH - or its subsidiaries shall be equally available to all members of the target communities without regards to gender, nationality, ethnic origin, political affiliation, religious beliefs, or memberships in or affiliation to any organizations.

Section 6
The EC, in selection and in implementing all projects of Wli Orphanage Home - WOH -, shall, to the best of its ability, attempt to minimize any adverse effects such projects may have on the environment, and, where applicable, undertake compensatory measures for such effects.

Section 7
No project of Wli Orphanage Home - WOH - once adopted and initiated, shall be ended prior to its completion without the unanimous vote of the EC. For all projects so ended, the EC shall undertake measures to minimize the detriment to the disadvantaged/vulnerable groups mentioned in Article 3 Section 1. Absolutely no project shall be ended prior to completion if doing so will leave those groups more disadvantaged or vulnerable than before the project’s initiation.

Article 4: Affiliation and partnership.
Wli Orphanage Home - WOH - shall not be affiliated with any political, religious, or other partisan groups or individuals. This shall not preclude employment of, collaboration with, and/or receipt of donations from the aforementioned groups or individuals, provided that the policy of non-affiliation is explicitly agreed upon prior to such employment, collaboration, and/or receipt of donations. Wli Orphanage Home - WOH - shall not provide such groups or individuals any goods or services, nor allow such groups or individuals the use of its properties or its name, for purposes unrelated to Wli Orphanage Home - WOH- activities. Nor shall such employment, collaboration, and/or receipt of donation grant such groups or individuals any advantage whatsoever in the receipt of the goods and services provided by Wli Orphanage Home - WOH -, as stated in Article 3 Section 5. Any violation of the agreement of non-affiliation on the part of either party shall suspend the employment, collaboration, and/or receipt of donations for a minimum of three years, effective immediately.

Article 5: The Executive Council
Section 1
The EC of Wli Orphanage Home - WOH - manages all activities of Wli Orphanage Home - WOH -, possesses the power to represent Wli Orphanage Home - WOH - in Wli Orphanage Home - WOH - related activities. All matters concerning the general welfare and development of Wli Orphanage Home - WOH - shall be decided by the EC via simple majority vote, with each member having one vote, with the following exceptions:
The election of the members or the EC requires two-thirds majority, as detailed in Article 5 Section 4;
The revocation of membership in the EC following annual review require two-thirds majority, as detailed in;
The forcible removal of members form EC requires three-fourths majority, as detailed in;
Amendments to this constitution requires the unanimous vote of the EC, as detailed in; and
Any other exceptions stated in any of this constitution or its amendments.

Section 2
In the event that one or more members of the EC cannot be reached for voting, after reasonably exhaustive measures have been attempted to contact those members, the vote shall be taken and the requisite majority determined to the exclusion to such members. “Reasonably exhaustive measures” specifically means five or more emails, telephone calls, postal mail, facsimiles, or in personal visits, or any combination thereof, over a period of three weeks. Such measures shall not be required given the prior, written consent of the excluded members.

Section 3
In the event that one or more members of the EC become incapacitated, meaning that such members cannot reasonably be expected to make decisions for an organization or to convey such decisions, the vote shall be taken and the requisite majority determined to the exclusion of such members.

Section 4
The EC or Wli Orphanage Home - WOH - shall, at any one time, consist of no fewer than three and no more than fifteen members. With the exception of the founding members of Wli Orphanage Home - WHO -, members of the EC shall be elected by two-thirds majority vote of the existing members of the EC. Membership in the EC shall be lifelong, pending annual review, as detailed in article 6 except on occasions of resignations or forcible removal.

Section 5
Any member of the EC may resign at any time, following the procedure below.
1) The member must circulate amongst members of the EC a letter of intent to resign. It must clearly state the member’s intention of completely relinquishing his/her position in the EC of Wli Orphanage Home  - WOH -, as well as any rights, privileges, powers, and duties that are contingent upon membership in the EC.
2) The member shall return all properties of Wli Orphanage Home - WOH - in his/her care.
3) The member shall compose a report of the status of all projects or portions of projects with her/she has been entrusted, and return the said report, along with any additional documents related to such projects or portions of projects, to the EC of Wli Orphanage Home – WHO-.
4) Two other members of the EC, after ensuring the completion of the above steps, shall promptly endorse the Intent to resign, thereby completing the resignation procedure.

Section 6
Any member of the EC shall be forcibly removed from the EC of Wli Orphanage Home - WOH - if he/she is found to have committed one or more of the following acts of misconduct:
embezzlement of intentional misuse of the funds or properties of Wli Orphanage Home  - WOH - or attempts or concrete plans to that effect;
exchange, or plans or promises of exchanges, of Wli Orphanage Home  - WOH - goods or services for personal profit or advantage;
violation of any portion of this constitution or its amendments, or the intentional misguidance of any individual to violate any portions of this constitution or its amendments by which he/she is bound, or attempts or concrete plans to that effect;
violence, threat of violence, or repeated harassment of any individual or groups in conjunction with Wli Orphanage Home  - WOH - activities, under the pretence of Wli Orphanage Home  - WOH - activities, or while the member is acting in his/her capacity as a member of the EC of Wli Orphanage Home  - WOH -; and
any other attempts to undermine Wli Orphanage Home  - WOH -, its governance, activities, or reputation.
The procedure for forcible removal of members of the EC shall be as follows:
1) The individual shall be charged with one or more of the aforementioned misconduct, with the act of misconduct, its time and place or occurrence, possible sources of evidence, and potential witnesses explicitly stated in writing and submitted to the EC. Any evidence available at the time shall also be submitted. Both the charge and the evidence shall be circulated amongst all members of the EC. A member of the EC who has not been charged shall, using reasonably exhaustive measures as detailed in Article 5 Section 2, ensure that the individual charged has received and understood the charges against him/her.
2) The individual charged shall be given the opportunity to prepare a defense, including counterevidence or a list of possible sources of counterevidence and potential witnesses. The length of this preparation shall not exceed a period of four (4) weeks, starting with the time the charges are filed, during which the EC has the authority to initiate investigations.
3) Once the individual charged has completed his/her preparations, or the end of the four-week period, whichever occurs first, the defence shall be circulated among all members of the EC. If, at any time, no defence is circulated amongst the EC, the matter shall proceed directly to a vote.
4) The EC shall then launch an impartial investigation lasting no more than four (4) months, during which witnesses are interviewed and evidence collected.
5) The results of the investigation shall be circulated amongst all members of the EC and the vote taken.
6) Conviction and the subsequent removal from the EC requires three-fourths majority vote by all members of the EC who are not being charged. If that three-fourths majority is not achieved, the individual charged are acquitted: he/she shall be treated equally with other members of the EC, and cannot be charged for the same act of misconduct again, notwithstanding the emergence of the new and potentially decisive evidence.
7) The EC of Wli Orphanage Home - WOH - may, at its discretion, pursue any legal actions in addition to the forcible removal.
Section 7
The members of the EC may but shall not be required to elect from amongst their own numbers any or all of the following officers:
President, whose primary duties include overseeing and maintaining the long-term sustainability of Wli Orphanage Home  - WOH -, exploring new projects and sources of funding, enforcing the articles and sustainability of Wli Orphanage Home  - WOH -, and external groups and individuals;
Vice-President, whose primary duties include ensuring the timely progress of all Wli Orphanage Home  - WOH - projects, assisting other officers in their appointed duties, and acting in the office of the president in his/her absence or incapacitation ;
Secretary, whose primary duties include keeping and circulating minutes of all meetings of the EC and/or otherwise keeping all members of the EC informed about the current status of all activities of Wli Orphanage Home  - WOH - and organizing, safekeeping updated all documents of Wli Orphanage Home  - WOH -; and
Treasurer, whose primary duties include maintaining the accounts of Wli Orphanage Home - WOH -, preparing monthly and yearly balance sheets of the said accounts, and ensuring the prompt acquisition and distribution of funds as approved by the EC.

All officers shall have the power to delegate portions of their duties to other individuals, with the consent of all the individuals directly involved as well as the consent, by vote of simple majority, of the EC. No individual may be concurrently elected to more than two officer positions on the EC. All officers shall be elected by simple majority vote of the EC. The length of term for all officer positions in on year.

Article 6: Annual Review
The purpose of the annual review is to monitor the progress and trajectory of Wli Orphanage Home - WOH - and to ensure the continuing contribution of the members of the EC. The procedure of the annual review shall be as follows.
1)On 1 September of every year, all members of the EC shall file a detailed report to the secretary of Wli Orphanage Home  - WOH - or another appointed individual, concerning the status of projects, portions of projects, or other Wli Orphanage Home  - WOH - related activities with which he/she has been entrusted. Where appropriate, this report may be filed jointly.
2)The secretary or appointed individual shall compile these reports and compose a summary progress report for Wli Orphanage Home  - WOH - for that year, to which a balance sheet of Wli Orphanage Home  - WOH - accounts for the year, as prepared by the treasurer or another appointed individual, shall be attached. He/she shall also compose a summary contributions report for members of the EC, listing the three most significant accomplishments of each member for that year. Copies of both the progress and contributions reports shall be distributed to all members of the EC by 10 June.
3)All members shall review these two reports and make known to all members of the EC any questions, concerns, and/or recommendation regarding  Wli Orphanage Home  - WOH -  projects or activities by 30 June. These questions, concerns, and/ recommendations shall be discussed promptly.
4) Should any questions or concerns arise regarding an individual’s fitness to continue serving as a member of the EC, these shall be made known to all members of the EC by 30 September, keeping confidential the identity of the member who raised the question or concern.
5)  The aforementioned individual shall respond to the questions or concerns raised, citing and/or producing evidence and/or references where appropriate, and distribute this response to all members of the EC. Failure to issue a response by 10 July nullifies the individual’s right to do so, and voting for the revocation of membership may proceed.
6) Any member of the EC, if he or she deems necessary, may then motion for a vote to revoke the EC membership of the said individual. This motion shall be anonymous and must be made known to all members of the EC by 10 June. A vote shall then take place, with two-thirds majority required for the revocation of membership.


Article 7: Finances
Section 1
Wli Orphanage Home - WOH - shall be a non-profit, charitable organization. All incomes and properties of Wli Orphanage Home - WOH - shall be applied solely towards the pursuit of its objectives, as stated in Article 2.

Section 2
No member of the EC shall be paid remuneration, dividends, or bonuses, in cash or in kind, for his/her services to Wli Orphanage Home - WOH - in his/her capacity as a member of the EC, with the exception of repayment for out-of pocket expense. This shall not prevent the payment to such members for good and or services rendered in other capacities, provided that such individuals have not been favoured in the selection of the provider of such goods and or services, or in the rate of payment of interest on money lent, provided that such individuals have not been favoured in the selection of the lender or in the interest rate for his/her membership in the EC.

Section 3
All remuneration to providers of goods and or services and all interest to lenders of money shall be paid at a reasonable rate. ‘Reasonable rate’, specifically, means not above the rate typically paid for goods, services, or money of comparable quantity and quality in the country or part of operation and during the period in which the goods and/or services are provided or money lent.

Section 4
All members of the EC shall possess the power to deposit money into, withdraw money from Wli Orphanage Home - WOH - accounts, with the prior consent of the EC by vote of simple majority, and prompt notification of the Treasurer or another appointed individual after the completion of the deposit or withdrawal. In extraordinary circumstances in which delay would cause significant detriment to Wli Orphanage Home - WOH - and/or its objectives, a member of the EC may forgo the prior consent; however, that member shall notify all members of the EC, as soon as possible, that such a privilege has been taken and provide a satisfactory explanation of such an action. If, after hearing the given explanation, the EC decides by simple majority vote that such action was unwarranted; the member who took the privilege may be reprimanded and held responsible for restoring the account to its original balance.

Section 5
The Treasurer or another appointed member of the EC shall keep an account and prepare a balance sheet of all incomes and expenditures of Wli Orphanage Home - WOH -. On the first of every month, he/she shall circulate amongst all members of the EC the balance sheet from the previous month. All questions or concerns about the account shall be made known to all members of the EC by the fifth of every month. Investigations, if deemed appropriate by simple majority vote of the EC, shall be conducted by two un-implicated members of the EC, or two un-implicated outside individuals selected by simple majority vote of the EC, and findings promptly reported to all members of the EC.

Section 6
The Treasurer or another appointed individual shall also be responsible for preparing an annual balance sheet, to be submitted to the Secretary or another appointed individual, to be attached to the progress report for annual review, as detailed in Article 6.

Section 7
Annual summary records of Wli Orphanage Home - WOH - accounts shall be available to the public. All members of the EC shall also have the power to gain access to the detailed records of Wli Orphanage Home - WOH - accounts at any time. Official governments in countries in which Wli Orphanage Home - WOH - operates, divisions of such governments shall have the representatives or appointed agents of such governments shall have the power to gain access to the detailed records of the portions of Wli Orphanage Home - WOH - accounts that directly relate to their official capacity. Specific project donors shall have the power to gain access to detailed records of the portions of Wli Orphanage Home - WOH - accounts that explicitly relate to the projects to which their contributions have been directed. General donors whose contribution exceeds twenty percent (20%) of Wli Orphanage Home - WOH - revenues for a given year to date shall enjoy similar powers. Any other groups or individual seeking to gain access to the detailed records of Wli Orphanage Home - WOH - accounts shall submit to the EC of the Wli Orphanage Home - WOH - a written application stating such intent and reasons for such intent. Such a request may be granted by three-fourth majority vote of the EC.

Article 8: Amendments
All amendments to this Constitution require the unanimous vote of the EC. All amendments, once failed, shall not be motioned for again within three years without significant revisions.

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