THE CONSTITUTION

OF

PASI FOUNDATION ACADEMY

 THE CONSTITUTION
OF
PASI FOUNDATION ACADEMY

TABLE OF CONTENT

PART 1: PRELIMINARY
ARTCLE 1: Short Title and commencement
ARTICLE 2: Interpretation
ARTICLE 3: Interpretation of the constitution
ARTICLE 4: Preamble

PART 2: CONSTITUTION, DENOMINATION, REGISTRATION, HEAD OFFICE,

AREA OF OPERATION.
ARTICLE 5: Constitution
ARTICLE 6: Name of the Organization
ARTICLE 7: Registration
ARTICLE 8: Head office
ARTICLE 9: Area of operation
ARTICLE 10: Nature
ARTICLE 11: Statement (Core) of values
ARTICLE 12: Our approaches
ARTICLE 13: Thematic area

PART 3: VISION, MISSION, OBJECTIVES, PROTECTION OF THE

ASSOCIATION
ARTICLE 14: Vision statement
ARTICLE 15: Mission statement
ARTICLE 16: Organization goal and objectives
ARTICLE 17: Power
ARTICLE 18: Application of Penal code and contravening by- laws

PART 4: MEMBERSHIP AND TYPES OF MEMBERS

ARTICLE 19: Membership
ARTICLE 20: Types of members
ARTICLE 21: Rights of members
ARTICLE 22: Liabilities and obligations of ordinary and ambassador members
ARTICLE 23: Liabilities and obligations of members of the board of director
ARTICLE 24: Termination of ordinary and ambassador members
ARTICLE 25: Termination of members of the board of director

PART 5: ORGANIZATIONAL STRUCTURE AND OFFICE BEARER

ARTICLE 26: Organization Management Structure
ARTICLE 26: Chairperson
ARTICLE 26: Vice chairperson
ARTICLE 26: Executive Secretary
ARTICLE 26: Treasury
ARTICLE 26: Director of finance and economic empowerment
ARTICLE 26: Director of education
ARTICLE 26: Director of public relation and policy
ARTICLE 26: Director of public health
ARTICLE 26: Director of community service programmes
ARTICLE 26: Advisory council
ARTICLE 26: Sub committee

PART 6: ELECTION AND TERM OF LEADERSHIP AND DUTIES OF LEADERS

ARTICLE 27: Chairperson
ARTICLE 28: Chairperson Duties and responsibilities
ARTICLE 29: vice chairperson and its duties
ARTICLE 30: Secretary
ARTICLE 31: Executive secretary duties
ARTICLE 32: Treasury
ARTICLE 33: Treasury duties
ARTICLE 34: Director of finance and economic empowerment
ARTICLE 35: Director of education
ARTICLE 36: Director of public relation and policy
ARTICLE 37: Director of public health
ARTICLE 38: Director of community service programmes
ARTICLE 39: Advisory council

PART 7: GENERAL MEETING

ARTICLE 40: Annual General meeting
ARTICLE 41: Functions of the General meeting
ARTICLE 42: Special general meeting
ARTICLE 43: Ordinary general meeting
ARTICLE 44: Executive general meeting

PART 8 INDEMNITY
ARTICLE 45: Indemnity

PART 9: FINANCIAL MANAGEMENT, SOURCES OF FUNDS AND USES OF

FUNDS
ARTICLE 46: Financial year
ARTICLE 47: Sources of funds
ARTICLE 48: Uses of funds
ARTICLE 49: Bank Account
ARTICLE 50: Annual report
ARTICLE 51: Audit and control

PART 10: CONSTITUTIONAL AMENDMENTS, DISSOLUTION AND

MISCELLANEOUS DISPOSITION
ARTICLE 52: Constitutional amendments
ARTICLE 53: Conflict resolution
ARTICLE 54: Transmission of membership
ARTICLE 55: Non discrimination
ARTICLE 56: Logo
ARTICLE 57: Official language
ARTICLE 58: Notice
ARTICLE 59: Adoption

PART 1
PRELIMINARY
1. Short title and commencement

In this constitution, PASI FOUNDATION ACADEMY herein referred to as PAFA

refers to that which is bound by this constitution, to be registered as a Non-
Governmental Organization, hereafter known as NGO under the NGO Act, 2002.
2: Interpretation
(a) Interpretation of Terms
Unless otherwise provided in this Constitution the following words shall have the
meaning assigned here to:
Annual General Meeting- means the general meeting of the
foundation held once in every calendar year.
By Laws- means rules enacted by the Executive Committee under this Constitution.
Member- means Founder and members who will join later the foundation.
Annual Report- means the report provided annually by the Foundation at the
Annual General Meeting.
Executive committee- means a board of director
Group- means organization
The Foundation: means Pasi Foundation Academy
The Constitution: means the Constitution of Pasi Foundation Academy.
The Board of Directors: means the elected or temporarily appointed body of
officials to govern the Foundation
Initiative means organization (PAFA)

3. Interpretation of the Constitution

a) In the interpretation of this constitution, meaning of word(s) concerned shall be

considered and taken as being prescribed in either the formal dictionaries,
Encyclopedia or from common terminologies of the law; in consistence with general
view of the constitution itself.

b) Notwithstanding the provision of the foregoing clause herein above in the event
of conflict between members as regards to the meaning of any article, clause herein
contained, the organization (General Meeting or Executive committee) shall appoint
any practicing and the registered advocate of the high court of Tanzania to interpret
the said ambiguous word(s). The interpretation so made shall be the final and not
appealable.
c) Where this Constitution conflicts with any other instrument of the Foundation, this
Constitution shall prevail.

4. Preamble

We, the founder members of PASI FOUNDATION ACADEMY. Undertaking to

support, promote and defend the fundamental human rights of the community in all
sphere economically, socially culturally and political belief.
Reaffirming our responsibility to contribute towards the community development,
And upholding, nurture and abide by the core values of volunteerism, tolerance,
gender equality, non-discrimination, participation, transparency and accountability,
and strive to become and remain a member driven organization,
Are a network that enables companies and individuals to help in an effective way,
Will work in an efficient way so that the administration costs are kept low and our
work and the financial expenditure are transparent at any time.

PART 2
CONSTITUTION, DENOMINATION, REGISTRATION, HEAD
OFFICE, AND
AREA OF OPERATION

5. Constitution

This is the constitution of PASI FOUNDATION ACADEMY

6. Name of Organization

The name of the Organization shall be PASI FOUNDATION ACADEMY hereinafter

referred to as the PAFA as the “Organization” or such other titles as the general
meeting may from time to time decide to pronounce with the approval of the
concerned authority

7. Registration

The Organization (PASI FOUNDATION ACADEMY) shall be registered by

following all national (United Republic of Tanzania) procedures of registration of the
Organization
8. Head Office

The head office of PASI FOUNDATION ACADEMY shall be located in Mwanza,

Tanzania.
9. Area of Operation

The area of operation shall be within the United Republic of Tanzania.

10. Nature

PASI FOUNDATION ACADEMY abbreviated as PAFA is a developmental non-

Governmental organization that facilitates an equal and sustainable development for
the rural and urban community.
 The Organization shall be autonomous, a non-partisan, a non-religious and
non-political group based on non- profit making, voluntary and social
organization.
 We address community needs and build effective solutions through active
collaboration with members of the community and relevant stakeholders.
 One major principle of our organization is to work directly with the members
of the community and create the projects with a long-term vision and
sustainable structure. In shaping the project one must value the local
knowledge, listen to their vision and develop the idea together with the
population.

11. Statement of Values:

The core values of PASI FOUNDATION ACANDEMY are:-

Commitment:
All PASI FOUNDATION ACADEMY members are expected to show spirit of
commitment, effectiveness and diversity.
Transparency and Accountability:
Leaders and members shall observe transparency in any matters that involve the use
of organizations resources by providing all stakeholders with physical and financial
implementation reports.
Respect:
The potential and dignity of human being shall have worth and be respected.
Learning:
Recognizing the skills, knowledge and expertise that people contribute, building on
these and what has gone before.
Equality:
Challenging discrimination and oppressive practices within organizations, institutions
and communities
Participation:
Facilitating democratic involvement by people in the issues which affect their lives
based on full citizenship, autonomy and shared power, skills, knowledge and
experience
Co-operation:
Working together to identify and implement action, encouraging networking and
connections between communities and organizations
Social justice:
Enabling people to claim their human rights, meet their needs and have greater
control over the decision-making processes which affect their lives when thinking
about community development and empowerment.
Democratic:
The will of the majority must be carried out, but only after all voices are heard and
considered and minority rights are protected.
Inclusive:
There are many barriers to participation in society; poverty, disability, age, race and
ethnicity are some other characteristics that often marginalize people. A healthy
community embraces diversity and recognizes that all community members have a
right to be heard and participate in processes that affect their lives.

Community self-determination:
Community members come together to discuss their concerns, assess options and
arrive at their own conclusions. They may seek advice from "experts", but consider it
along with other sources of information and their own experience and make their
own decisions that are right for them.
Community Ownership:
Communities thrive when they develop their own assets, but also when they "own"
their problems and issues. When communities accept that it is "their" problem, then
they are more likely to work together to develop a solution, and the solution will be
better than one provided solely by an external "expert".
Enhance natural capacities and networks:
There are sources of strength in every community; for example, informal networks
and social support systems, or certain individuals that have particular talents or are
able to help others in need. A community developer identifies these existing
community assets and works with them. It is important not to duplicate existing
structures and functions as that may weaken rather than strengthen the community.

12. Our Approaches:

PASI FOUNDATION ACADEMY uses participatory and appreciative approaches,

through training, research, facilitation, material development and consultancy and
services as its basic methodology to allow and encourage the community (the target
group) on its own problem solving, decision making and implementing its
development programs. PAFA considers this approach as a corner stone to
sustainable community development. This approach is also a means to maintain
sense of ownership and responsibility among the community and to secure its
contribution in development work.

13 THEMATIC AREAS OF PAFA

1. Education like Community mobilization, sensitization and training and

counseling etc.
2. Agriculture
3. Health and nutrition promotion
4. Empowerment of youth, women and children
5. Governance, Leadership, and local Democracy
6. Youth Development and Economic Empowerment
7. Environment Preservation and protection.
8. Art & culture promotion
9. Life skills and digital skills
10. Research & Consultancy
11. Policy Advocacy ,Lobby, Civic Engagement and peace promotion
12. Networking, information (ICT) and experience sharing

PART 3
VISION, MISSION, OBJECTIVES, PROTECTION OF THE
ORGANIZATION

14. Vision Statement

To support community effort from low level to high level of development
by promoting social welfare, conducting environment training, vocational training
and participation of community members for improving the life. And receive an
education that help them achieve their dreams.
15. Mission Statement
To engage, serve, transform and empower community members through
promoting the social, economic development of community both men and women
and with disabilities through capacity building and development, social
accountability, public private partnership, networking at the community level and
service delivery so as to contribute the development of Tanzania communities and
worldwide.

16. Organization goals and Objectives

PASI FOUNDATION ACADEMY has been formed to benefit the communities of The
United Republic of Tanzania with the following objects:
i. Maintenance, regeneration and improvement of the communities’ physical,
economic, social and cultural infrastructure
ii. Advancement of education and training, arts, culture, heritage, sports,
recreation, environmental improvement, social and economic wellbeing But
such that the PASI FOUNDATION ACADEMY shall do so following principles of
sustainable development.
iii. Mobilizing resources to facilitate community engagement in wealth creation
for development by creating saving and credit groups and implementing
sustainable income generating projects to nurture self-reliance.
iv. Promoting the active participation of the community in economic, social,
cultural and political life by acting against all restrictions and discriminations
connected with age, sex, and methods of education, property, social status,
political convictions, color and race.
v. Supporting the struggle of youth (boys and girls) for higher living standards,
for better conditions of education, work and for development of cultural,
educational and sports activities for all young people through encouraging
youth to make positive changes in their lives (community), to expose youth
talents and creativity to the whole society and to fight against poverty and
poor education issues though youth participation and by doing research.
vi. Promoting life skills and social accountability among youth and building the
capacities of youth development relations to enhance the realization of their
goals, through seminars, workshops and conferences, training, field study and
other methods.
vii. Establishment of educational/training centers, health center, school and
collages that will be useful to the community members.
viii. Enhancing dialogue with key stakeholders on promotion of community and
youth’s involvement in policy and development initiative. Analyzing the main
 problems of young men and women in every area trying to find different
solutions.
ix. Advocating for review of conventional laws, policies and development agenda
that are hindrance to youth’s participation and assisting young people to
become aware of their rights and responsibilities as active citizens.
x. Delegates youth to foster and sustain development, it shall equally promote
education, peace and justice, self-esteem and awareness, health, human
rights and the conservation and management of the environment.
xi. To increase community coordination and communication pertaining youth
abuse issues. Network and collaborate with other agencies serving youth and
their families, Organize forums for community members to provide input and
discuss their ideas concerns.
xii. To improve knowledge of the beneficiaries in practical skills and education
that can make them entrepreneurs as well as empowering the youth who
have got little or no chance of formal education with basic
technical/vocational skills.
xiii. To improve and promote food security in households.
xiv. To increase general awareness among all categories of people on HIV/AIDS
and its related problems with specific attention to children.
xv. To increase collaboration plans with other organizations, bodies or individuals
whether national or international but having advocacy strategies for the
similar cause as laid herein.
xvi. To increase awareness about the acceptable health standards among Youth,
the next fathers and care for children suffering from other opportunistic
infections.
xvii. PAFA is very much aimed at empowering youth with the basic information
communication technology (ICT) skills. This is really very important for the
fact that with the growth of the ICT world, it is favorable for youth to be
equipped with basic computer knowledge thus competing with other youth
from the outside world.
xviii. To fundraise and/or secure funding and/or material and human capital
(personnel) from local, regional and national institutions and governments
both religious and secular and use these resources to support all objectives
stated in this constitution and all other objectives of PAFA may establish in
the future provided that those objectives are in their interpretations
consistent with those stated here and lead to support the social and economic
development of the community.
17. Powers
In pursuance of the objects listed in article 16, the PASI FOUNDATION ACADEMY
shall have the following powers:-
 i. To manage community land and associated assets for the benefit of the
Community and the public in general as an important part of the protection
and sustainable development of Tanzania natural environment.
ii. To establish, maintain, develop and/or operate a center or centers providing
facilities for childcare, community learning, healthy living initiatives,
educational and cultural activities, training activities, leisure pursuits and
accommodation for community groups, third sector organizations and public
sector agencies which provide services of benefit to the community, and
which may include refreshment facilities.
iii. To advise in relation to, prepare, organize, conduct and/or support training
courses, educational and training events and activities of all kinds.
iv. To design, prepare, publish and/or distribute information packs, leaflets,
books, newsletters, magazines, posters and other publications, audio visual
recordings, multimedia products and display materials, and to create and
maintain a website or websites.
v. To promote, operate, co-ordinate, monitor, and/or support other projects and
programs (which may include workspace projects) which further the objects
of the company.
vi. To provide information, advisory, support and/or consultancy services which
further the objects of the PASI FOUNDATION ACADEMY.
vii. To liaise with local authorities, central government authorities and agencies,
charities/community benefit bodies and others, all with a view to furthering
the objects of the company.
viii. To carry on any other activities which further any of the above objects.
ix. To promote companies, NGOS, CBOS and etc. whose activities may further
one or more of the above objects, or may generate income to support the
activities of PASI FOUNDATION ACADEMY, acquire and hold shares in such
companies and carry out, in relation to any such company which is a
subsidiary of the company, all such functions as may be associated with a
holding company.
x. To acquire and take over the whole or any part of the undertaking and
liabilities of anybody holding property or rights which are suitable for PAFA
activities.
xi. To purchase, take on lease, hire, or otherwise acquire, any property or rights
which are suitable for the PAFA activities.
xii. To improve, manage, develop, or otherwise deal with, all or any part of the
property and rights of the company.
xiii. To sell, let, hire out, license, or otherwise dispose of, all or any part of the
property and rights of the PAFA.
xiv. To lend money and give credit and to grant guarantees and issue indemnities.
 xv. To borrow money, and to give security in support of any such borrowings by
the company, in support of any obligations undertaken by the company or in
support of any guarantee issued by the company.
xvi. To employ such staff as are considered appropriate for the proper conduct of
the PAFA activities, and to make reasonable provision for the payment of
pension and/or other benefits for members of staff, ex-members of staff and
their dependents.
xvii. To engage such consultants and advisers as are considered appropriate from
time to time.
xviii. To invest any funds which are not immediately required for the PAFA activities
in such investments as may be considered appropriate (and to dispose of, and
vary, such investments).
xix. To establish and/or support any other charity, and to make donations for any
charitable purpose falling within the PAFA objects.
xx. To accept grants, donations and legacies of all kinds (and to accept any
reasonable conditions attaching to them).
xxi. To oppose, or object to, any application or proceedings which may prejudice
the PAFA interests.
xxii. To enter into any arrangement with any organisation, government or
authority, which may be advantageous for the purposes of the activities of
the organization and to enter into any arrangement for co-operation or
mutual assistance with any charity.
xxiii. To provide primary, secondary and tertiary education, and adult and
continuing education through financial, material and technical support to
existing and new public and private educational institutions and libraries.
xxiv. To provide human health care through financial, material and technical
support to existing and new public and private healthcare institutions and
public health awareness campaigns.
xxv. To ensure food security through technical support to farmers, public
education for prevention and eradication of crop and livestock pests and
diseases, and promotion of alternative food crops.
xxvi. To mentor the youths through sports, community services, and hands-on
skills training to help them grow into responsible citizens.
xxvii. To promote economic prosperity by investing in and/or supporting tourism,
commercial agriculture, trade and regional trade with neighboring.
18. Application of penal code and contravening by- laws
Members of PASI FOUNDATION ACADEMY are required to perform their
obligations in accordance with this constitution and the laws and legislation as in
force in the United Republic of Tanzania and are prohibited from contravening the
Penal Code, the laws of the United Republic of Tanzania and these by-laws as stated
herein.
 PART 4
MEMBERSHIP AND TYPES OF MEMBERS

19. Membership
(a) Membership of PAFA shall be open to anyone who is interested in community
development helping PAFA to achieve its aim and willing to abide by the rules of
PAFA.
(b) Every member shall have one vote at general meetings.
(c) The membership shall be non-discriminative on the basis of race, sex, color,
religion, creed, sexual orientation
(d) The Management Committee shall have the power to refuse membership to an
applicant, where it is considered such membership would be detrimental to the aims,
purposes or activities of PAFA.
20. Types of Members
(a) Founder members
Founding Members shall be those who founded the PAFA. They are the ones who
may pay all expenses incurred in getting up and registering the PAFA, and may
exercise all such powers of the organization as by these articles, required to be
exercised by the foundation.
 No dues or fees shall be charged to the founding members.
 Founder Members have preferential rights in the decision making process for
the PAFA and have full voting rights and power of veto.

(b) Ordinary Members

 Ordinary Members are individuals who are dedicated to the vision and core
values of PAFA, and who follow PAFA Policy. These members are the ones
who will be attracted to join the Organization since they will be charged Tshs
15,000/= as the joining fees per year.
(c) Ambassador members
 Ambassador Members are individuals who are dedicated to the vision and
core values of PAFA, and who follow PAFA Policy.
 These members are the ones who will represent and act as the ambassador
of the Organization since they will be charged Tshs 15,000/= as the joining
fees per year.
(d) Members of the Board of Directors
 The Members of the Board of Directors are individuals who make strategic
decisions and install the operational management, whose goal is to further
the organization’s vision. There shall be no less than three and no more than
seven Members of the Board of Directors at any given time.
21. Rights of Founder, ambassador, Ordinary Members and the board of
directors
(a) Right to be heard.

(b) Right to know the financial accounts at each annual general meeting.

(c) Right to attend meetings.

(d) Right to advice the group in consistence with the inefficiency of the
organization to the beneficiaries.

(e) To enjoy any members’ privilege as may be provided by the organization

(some rights might be limited to those who have paid their subscriptions and
other mandatory contributions as decided by the Organization).

(f) Right to advance the objectives of the Organization.

(g) Right to warn about any misbehavior of a leader(s) of the Organization.

(h) Right to participate in matters pertaining to issue(s) which call for the general
meeting’s decision.
(i) To elect officers and be elected in the office (right to vote and be voted is limited
to those who have paid their subscriptions and other mandatory contributions as
decided by the Organization)
22. Liabilities and Obligations of Ordinary and ambassador Members
(a) The Ordinary members are obliged to respect the present statutes and
policies of the organization.
(b) Every two years the Ordinary Members shall have the responsibility of
voting in the election of the Board of Directors. Each Ordinary Member has
one vote.
(c) The Ordinary Members shall keep up to date on the organization’s
activities and attend all meetings or notify the Board of Directors of their
absence in advance.
(d) Only those who commit themselves to carrying out voluntary work aimed
at pursuing the organization’s goal may be an Ordinary Members of PAFA.
(e) An Ordinary Member who for any reason is no longer part of the
organization shall not enjoy any property rights, nor can he claim any
payment for the work done at any title, as each contribution even economic is
done for charitable purposes.
(f) The Ordinary Members shall have the duty of respecting the mission,
vision and core values as enumerated in this Constitution.
(h) Strictly observe all provisions of this constitution and defend it.
(i) Act in good faith when acting on behalf of PAFA.
(j) To pay all subscriptions, fees and other contributions as may be directed
by the Committee or the general meeting.
 (k) To foster the objectives of the PAFA.
(l) To attend general meeting and other meetings that may be convened from
time to time
23. Liabilities and Obligations of Members of the Board of Directors
(a) The Members of the Board of Directors shall be responsible for the overall
management of PAFA and all strategic decisions shall be made by a majority vote at
any meeting or meetings convened by the Chairperson or Vice Chairperson of the
Board of Directors.
(b) The Members of the Board of Directors shall meet quarterly or and whenever so
convened by the Chairperson.
(c) The representatives of the orphanages, that serve as Ordinary Members cannot
be part of the Board of Directors.
(d) The Members of the Board of Directors shall also have the duty of fulfilling the
liabilities and obligations of Ordinary Members.
(e) The Members of the Board of Directors shall be responsible to appoint a certified
Auditor.
24. Termination of Ordinary and ambassador Members
Any Ordinary Member may be removed upon occurrence of one of the following
events:
(a) Death;
(b) Majority vote of the Ordinary Members for any reason whatsoever;
(c) Failure to respect statutory norms;
(d) Violation of the policies of the organization;
(e) Behavior contrary to reaching the associative goal;
(f) Unworthy action and absence or lack of participation in the life of the
organization;
(g) Conviction of any penal code offense in Tanzania or felony crime; or
(h) Voluntary withdrawal given three months of written noticed.
(i). Any member aggrieved by the decision of the Executive Committee with regard
to termination of his/her membership should lodge an appeal with the Committee for
Appeals within thirty (30) days from the date the Executive Committee reached that
decision.
(j). The Committee for Appeals shall review any appeals lodged with it and provide
its decision within thirty (30) days from the day the appeal was received. The
decision of the Committee for Appeals in any such appeal shall be final.
(k). any member whose membership has been terminated through death,
resignation, proven insanity or expulsion from the Organization shall forfeit all claims
to the Organization including the membership fees and the annual subscriptions.

25. Termination of Members of the Board of Directors

(a) Any Member of the Board of Directors may be removed upon occurrence of any
of the events aforementioned in Section 24 applicable to Ordinary Members.
  A member of the Board of Directors may be removed from the Board but still
hold their seat as an Ordinary Member.

 A Member of the Board of Directors may be removed if he or she fails to

attend two consecutive Board Meetings without written notice.

(b) By virtual of his/her membership to the Initiative, every member undertakes to

be bound by this constitution and any regulations made under it. Any intention or
act, willful or negligent breach of this constitution or any rule made under it, or
indulgence in unbecoming conduct(s), may render a member liable to expulsion
from the Organization, if the Executive Committee deems it to be in the interest of
the organization. Provided always that every such member whose expulsion is under
consideration shall be notified of the reason in writing and shall be given an
opportunity to defend himself/herself subject to paragraph (24) above of this
foregoing clause.
 PART 5
ORGANIZATIONAL STRUCTURE AND OFFICE BEARERS

26. Organization Management Structure

PASI FOUNDATION ACADEMY shall be administered by Executive Committee of not
less than seven (7) people and not more than ten (10) members elected at the
group’s Annual General Meeting.

Committee Members must be at least 18 years old.

The administration of this Organization shall be conducted by executive committee

constituted as follows
1. The chairperson / executive PAFA director
2. The Vice Chairperson / vice executive PAFA director
3. The Executive general secretary.
4. The Treasurer
5. Director of Finance and Economic Empowerment
6. Director of education
7. Director of public relation and policy
8. Director of community service program
9. Advisory council
10. Director of public health
 At least seven executive Committee members must be present for the
executive Committee meeting to take place.
 Voting at Executive Committee meetings shall be by show of hands on a
majority basis. If there is a tied vote then the chairperson shall have a second
vote.
 Power to set up sub-groups and working parties as deemed necessary who
shall be accountable to the committee
11. The Sub-Committees
The Sub-Committee is any such committee that may be made by Executive
Committee for the purpose of any specified objectives. Every founder or ordinary
member of PASI FOUNDATION ACADEMY by virtue of his/her profession or
otherwise qualifies to serve any such Sub-committee.
ORGANIZATION STRUCTURE OF PASI FOUNDATION ACADEMY

EXECUTIVE PAFA DIRECTOR

&
VICE EXECUTIVE PAFA DIRECTOR

EXECUTIVE DIRECTOR OF
DIRECTOR
PAFA FINANCE AND
TREASURES ECONOMIC
OF
GENERAL
EMPOWERMEN EDUCATION
SECRETARY
T

DIRECTOR OF PUBLIC RELATION AND POLICY

DIRECTOR OF COMMUNITY SERVICE PROGRAMS

DIRECTOR OF PUBLIC HEALTH

ADVISORY COUNCIL
 PART 7

PART 6
ELECTION, TERM OF LEADERSHIP AND DUTIES OF
LEADERS

27. Chairperson
 At the annual General Meeting of the Initiative, the members shall elect
among the contesting members a Chairperson who shall hold office for two
years term from the conclusion of that meeting and may on expiration of
the first term be re-elected for another term.

28. Chairperson’s duties and responsibilities shall be;

The Chairperson shall have the following duties:
(a) Shall be the representative of PASI FOUNDATION ACADEMY.

(b) Shall chair all the meetings of the Board of Directors or appoint a Member of the
executive committee to chair the meeting on his behalf;

(c) Shall in consultation with the Secretary convene the meetings of the Executive
committee, the Annual General Meeting, and any Special General Meeting.

(d) Shall be the speaker of the organization

(e) To direct and oversee the functions of the Organization.

(f) To ensure that the functions of the Organization are carried out properly, in
accordance with the constitution stipulation and general supervision of the work of
the Organization.

(g) Preside at all general and executive meetings.

(h) Prepare and deliver the Chairperson’s address at every annual General Meeting.
(i) A signatory to cheques and other withdrawal papers .

(j) Any other duty as may be assigned to him/her by the Executive Committee or
any other of the Organization organs.
29. Vice Chairperson
The Vice Chairperson shall have the following duties:
Shall be the representative of PAFA in the case of the Chairperson’s absence and
upon written delegation by the Chairperson;
(b) Shall act in the Chairperson’s place upon the resignation or removal of the
Chairperson until another Chairperson is elected
30. Secretary
 At the annual General Meeting of the Organization, the members shall elect
among the contesting members an Executive secretary who shall hold office
for two years term from the conclusion of that meeting and may on
expiration of the first term be re-elected for another term.

31. The Executive secretary’s duties and responsibility shall be:

The Secretary shall have the following duties:
(a) Shall prepare the annual calendar of events for PAFA and submit it to the Board
of Directors in their first calendar meeting.

(b) Shall convene the meetings of the Board of Directors, the Annual General
Meeting and Special General Meetings, if any, subject to the consultation with and
approval of the Chairperson.

(c) Update Ordinary Members about the organization’s activities and strategic
decisions that has been made.

(d) Communicate meeting minutes to all the Members of the Board of Directors and
assure that the minutes are signed and keep records of the Organization

(e) To plan, develop, and administer the affairs of the Organization.

(f) To be the custodian of the Seal of the Organization.

(g) The executive officer of the Initiative, carry on and manage the affairs of the
PAFA under the guidance of the executive committee.
(h) Keep the Initiative membership register.

(i) In charge and keep the correspondence with the Organization.

(j) Submit an annual report on the activities of the Organization at every annual
General Meeting.
(k) Be a signatory to all cheques and other withdrawal papers.

(l) To perform other duties as may be assigned by the Executive Committee or

PAFA organs.
32: Treasurer
 At the annual General Meeting of the PAFA, the members shall elect among
the contesting members as Treasurer who shall hold office for two year
term from the conclusion of that meeting and may on expiration of the first
term be re-elected for another term.

33. Treasurer's duties and responsibility shall be;

(a) To mobilize revenue through grants, donations and the fund raising activities.

(b) To keep funds of the PASI FOUNDATION ACADEMY in accordance with

financial rules and regulations.

(c) To prepare budget and financial reports of the Organization.

(d) Keep properly all the books of accounts.

(e) Keep the PASI FOUNDATION ACADEMY bank passbook, cashbook, receipt
books and supporting vouchers.

(f) To prepare and submit the financial report accompanied by the auditor’s report at
every annual General Meeting.

(g) To prepare and submit the financial accounts at all meetings.

(h) Shall have the duty to demand from the administration of PASI FOUNDATION
ACADEMY any financial information pertaining to the financial transactions of the
organization as and when he/she deems it fit.
(i) Shall have duty to raise queries concerning any doubt he may have on any
financial information given to him by the management pertaining to the financial
transactions of the organization
(j) The treasurer shall receive all monies paid to the Foundation and deposit the
same to the Foundation’s bank account.
(k) The Treasurer shall release monies for any Foundation expenditure only after
receiving a written financial requisition bearing the Foundation’s stamp and the
President’s signature. Where the President is to be paid, financial requisitions shall
bear the signature of Vice President or Secretary General.

34. Director of Finance and Economic Empowerment

 The Director of Finance and Economic Empowerment shall be the head of the
Finance and Economic Empowerment Section.
 The Director and the Finance and Economic Empowerment Section shall be
responsible for planning and implementing fundraising activities; budgeting
 and reviewing the Foundation’s financial expenditures; reviewing and
planning the Foundation’s investment strategies; advising the Board of
Directors and the Foundation on the acquisition and disposal of assets.
 The Director of Finance and Economic Empowerment shall identify
competent, honest and committed individuals and recommend them for
appointment to the Finance and Economic Empowerment Section by the
Board of Directors.
 It shall be the responsibility of the Director of Finance and Economic
Empowerment to determine the number of people in the Finance and
Economic Empowerment Section.
35. Director of Education
 The Director of Education shall be the head of the Education Section.
 The Director and the Education Section shall be responsible with studying
and reviewing the current and changing educational needs of community;
and how these needs are integrated into the Foundation’s goals and
supported by the Foundation.
 The Director and the Education Section shall advice the Board of Directors on
candidates to receive educational scholarships and/or professorial award
programs administered by the Foundation.
 The Director of Education shall be the main link of the Foundation with
schools, colleges and universities.
 The Director of Education shall identify competent and committed individuals
and recommend them for appointment to the Education Section by the Board
of Directors.
 It shall be the responsibility of the Director of Education to determine the
number of people in the Education Section.
36. Director of Public Relations and Policy
 The Director of Public Relations and Policy shall be the head of the Public
Relations and Policy Section.
 The Director and the Public Relations and Policy Section shall be with
responsible with gathering and disseminating public policy-related information
that affect the community and which the Foundation should be aware of.
 As appropriately determined, the Director and the Public Relations and Policy
shall prepare and/or review briefings to be made by the Board of Directors to
higher level government officials and other individuals with whom the image
and integrity of the Foundation must be carefully managed.
 The Director and the Public Relations and Policy Section shall coordinate
publication of all materials of the Foundations that are to be made available
to non-members.
 The Director and the Public Relations and Policy Section shall identify and/or
review the eligibility of individuals to be considered for Honorary Membership.
  The Director and the Public Relations and Policy Section shall identify areas of
the Tanzanian public policy where the Foundation has to lobby appropriate
authorities and/or institutions for the benefit of society, and developing a
lobbying/advocacy strategy toward a preferred public policy outcome.
 The Director of Public Relations and Policy shall identify competent and
committed individuals and recommend them for appointment to the Public
Relations and Policy Section by the Board of Directors.
 It shall be the responsibility of the Director of Public Relations and Policy to
determine the number of people in the Public Relations and Policy Section.

37. Director of Public Health

 The Director of Public Health shall be the head of the Public Health Section.
 The Director and the Public Health Section shall be responsible for acquisition
of material and information for promoting public health in the community.
 The Director and the Public Health Section shall identify emerging health
problems in community, designing the plan to combat them and sensitizing
the public before the problems get worse.
 The Director of Public Health shall be the main link of the Foundation with
hospitals and other health care institutions.
 The Director of Public Health shall identify competent and committed
individuals and recommend them for appointment to the Public Health
Section by the Board of Directors.
 It shall be the responsibility of the Director of Public Health to determine the
number of people in the Public Health Section.
38. Director of Community Service Programmes
 The Director of Community Service Programmes shall be the head of the
Community Service Programmes Section.
 The Director and the Community Service Programmes Section shall be
responsible for the Foundations activities such as youth mentoring programs,
sports, outreach and assistance during emergencies or crises.
 The Director and the Community Service Programmes Section shall identify
and plan how the Foundation should participate and assist in major
community events in urban and rural areas.
 The Director of Community Service Programmes shall identify competent and
committed individuals and recommend them for appointment to the
Community Service Programmes Section by the Board of Directors.
 It shall be the responsibility of the Director of Community Service
Programmes to determine the number of people in the Community Service
Programmes Section.
39. Advisory Council
 There shall be an Advisory Council that is independent of the Board of
Directors.
 Under this constitution, membership in the Advisory Council shall not be
construed to represent a specific geographic and demographic constituency
and members of the Advisory Council shall not be appointed as such.
 It shall be the responsibility of the Board of Directors to appoint members of
the Advisory Council, and in doing so, the Board of Directors may consult the
Ordinary Members as appropriately determined.
 Membership of the Advisory Council shall not exceed five and as appropriately
determined, gender representation may be considered.
 The Chairperson of the Advisory Council shall be appointed by members of
the Advisory Council from among themselves.
 The Advisory Council shall play an advisory role to the Foundation and its
leadership by bringing the wisdom of those appointed to serve in the Council
to bear on the balanced actions of the foundation and its leaders. The
Advisory Council shall not be construed to appear or act as another
administrative layer of the Foundation superimposed over the Board of
Directors.
 PART 7
GENERAL MEETINGS

40. Annual General Meeting

(a) The Annual General Meeting of the Organization shall be held in each calendar
year at such time and place as the Committee may reasonably appoint.

(b) The Secretary shall give at thirty days’ notice in writing of the time and place of
the Annual General Meeting to every member of the PASI FOUNDATION
ACADEMY such notice to be sent to the address of the member last known to the
Secretary.

(c) Thirty days’ notice in writing of the intention to hold the Annual General Meeting,
together with a copy of the agenda, shall be sent to every Ordinary Member of PASI
FOUNDATION ACADEMY by the Secretary under the signature of the Chairperson.
For the avoidance of doubt, electronic delivery of notice, e.g., by email or facsimile,
is permissible.

(d) An agenda shall be circulated before the meeting. Any member can or may
submit an item for inclusion in the agenda and it shall be the duty of the Secretary
to include on the agenda all such items received by him within two weeks of notice
of the Annual General Meeting being given.

(e) All members of the Organization are entitled to attend and speak at the Annual
General meeting but only founder, ambassador and ordinary members shall have the
right to vote at it
(f) Two-thirds of the existing Members shall represent a quorum. For the avoidance
of doubt, attendance and voting by way of teleconference or voting by way of
written proxy shall be permissible.

(g) For a majority vote, 51% of the Members present at the meeting (whether in
person or by telephone) shall be required.

(h) The business to be dealt with at the Annual General Meeting shall not necessarily
be restricted to that mentioned in the agenda.

(i) The Chairperson of PASI FOUNDATION ACADEMY shall preside over the Annual
General Meeting.

(j) Only PASI FOUNDATION Members shall be allowed to attend the Annual General
Meetings unless otherwise stated by the Executive committee.

41. Functions of the Annual General Meeting

The Annual General Meeting shall have the following functions:

(a) It shall have the authority to decide on all questions which any member of the
Board of Directors may submit to it in writing upon notice of the Annual General
Meeting.

(b) To elect from among its members the Board of Directors every second year.

(c) To receive the Annual Report from the Chairperson.

(d) To confirm the Audited Annual Financial Statements of the Treasurer.

(e) To receive the report of any member of the Board of Directors created for the
Annual General Meeting.

(f) To confirm and approve the budget presented by the Treasurer for the following
financial year. The Members can agree on suggested changes by making friendly
amendments.

(g) To receive and deliberate upon the performance of the Executive Committee
Reports including new plans and projects.

(h) To deliberate and approve the Foundation Guidelines and policy matters.

(i) To make any necessary amendments to the Constitution.

(j) To hear and discuss issues from members

(k) Shall be the highest organ of the PASI FOUNDATION ACADEMY.

(l) Voting shall take place by show of hands or in any other manner agreed by the
Annual General Meeting. In the event of an equality of votes in any resolution the
Chairman shall have a second or casting vote. In the event of an equality of votes
for two or more candidates for an office or place on the Committee the successful
candidate shall be chosen by Lot. Except as otherwise expressly provided a
resolution is carried if the majority of founder and ordinary members present and
voting at the meeting vote for it.

(m) Decision-making shall be by majority vote following discussion and attempt at

consensus.

42. Special General Meeting

The Special General Meeting shall have the functions which are similar to the
functions of the Annual General Meeting. The Special General Meeting shall abide by
the following procedures:
(a) The Secretary shall, if so requested in writing by at least one-third of the Board
of Directors or on request of the Chairperson convene a Special General Meeting of
the organization.

(b) Seven days’ notice in writing of the intention to hold a Special General Meeting,
together with a copy of the agenda, shall be sent to every Ordinary Member of the
organization.

(c) The business to be dealt with in the Special General Meeting shall be restricted to
that mentioned in the agenda.

(d) The Chairperson shall preside over the Special General Meeting.

(e) Only Ordinary Members shall be allowed to attend the Special General Meetings
unless otherwise stated by the Board of Directors.

43. Ordinary General Meeting

(a) There shall be at least three ordinary/regular meetings per year. The executive
committee shall decide when to hold the stipulated meetings. At least a 10 days'
notice must be given before an ordinary meeting is convened. The notice must state
the business to be discussed and the date and time, and place of the meeting. It
shall be the duty of the Secretary to give as much advance notice of the meeting to
every member of the Organization as is feasible in the circumstances and to circulate
an agenda accordingly. However, notice can also be given at the previous meeting
as part of the agenda.
(b) The quorum for an ordinary general meeting shall not be less than one of four of
the current membership.

44. Board of Director’s Meetings /Executive Committee meetings

(a) The Executive Committee shall hold at least four ordinary meetings each year.

(b) A special meeting may be held at any time and shall be called by the Chairperson
or any other two members of the Executive Committee upon notification of not less
than 5 days’ notice being given to the other members of the Executive Committee of
the matters to be discussed, the place, day and time but if the matter is an
appointment of the Executive Committee member, not less than 5 days’ notice must
be given. The accidental omission to give such notice by any such trustees shall not
invalidate any resolution passed or proceedings at any such meeting
(c) Every decision shall be determined by a majority of votes of the members of the
Executive Committee present and voting on the question, but in case of equality of
votes the Chairperson of the meeting shall have a second or casting vote.

(d) The Executive Committee shall keep minutes in books kept for the purpose of
the said proceedings at meeting of the Executive Committee or any sub-committees.

(e) The Executive Committee may, from time to time, make rules for the conduct of
their business, the summoning and conduct of their meetings and the custody of
documents. No rule may be made which is inconsistent with this constitution.

(f) The Executive Committee may appoint one or more sub-committees for the
purpose of making an inquiry or supervising or performing any other function or
duty which in the opinion of the Executive Committee would be more conveniently
undertaken or carried out by a sub-committee; provided that all acts and
proceedings of such sub-committees shall be fully and promptly reported to the
Executive Committee.

(g) The Chairperson shall be responsible for coordinating these meetings and shall
give at least 5 days’ notice prior to holding a Board of Director’s Meeting.

(h) The purpose of this meeting shall be for the Board of Directors to make strategic
decisions in order to further the visions of PASI FOUNDATION ACADEMY.
 PART 8
INDEMNITY

45: Indemnity

In the proposed administration of the PASI FOUNDATION ACADEMY, no officer

shall be liable for any loss to the Organization which may occur as a result of any
improper investment made in good faith or as a result of negligence of fraud of any
agent or other person employed by the executive committee (or their delegate) or
occasioned by any mistake or omission and individual fraud or dishonest of such
officer unless he was a party to that fraud, dishonest or wrong doing. Provided that
no Officer shall be liable for any loss of the Initiative or its income or assets,
occasioned by fraud, dishonest or wrong doing of the other officers unless he was a
party of to that fraud, dishonest or wrong doing.
 PART 9
FINANCIAL MANAGEMENT, SOURCES OF FUNDS AND USES OF
FUNDS
46. Financial Year

The Financial Year shall end on the 31st of December.

The Management Committee will ensure that the organization stays within the
budget.

47. Sources of Funds

1. Collection from membership fees. Dues shall be paid by ordinary members.

2. Annual subscription that shall be from time to time, be Prescribed by the

executive committee subject to any sanctions by the General meeting.

3. Other contributions voluntary or otherwise that may be obtained from members.

4. Aids, Grants, Partners and Donations that may be obtained from sponsors,
benefactors and donor organizations.

5. Services and Investments lawfully undertaken by the PASI FOUNDATION

ACADEMY, also Fundraising exercises PAFA, its global office and chapter networks
will seek funds and in-kind gifts for its program, staff and operational costs from
individual, corporate, foundation, and other donors in Tanzania and internationally.

48. Uses of Funds

The Funds of PASI FOUNDATION ACADEMY shall be used solely for the purposes of
expounding and achieving its objectives. All activities of PASI FOUNDATION
ACADEMY shall be non-profit and the income and property of PAFA, however
derived, shall be applied solely towards the promotion of the objectives of PASI
FOUNDATION ACADEMY as set forth in this constitution. No portion thereof shall be
paid or transferred directly or indirectly, by way of dividend, bonus or otherwise by
way of profit, to the members of PAFA; provided that nothing herein shall prevent
the payment, in good faith, of reasonable and proper remuneration to any officer,
servant, or member of PAFA, in return for any professional services actually
rendered to PAFA.

49. Bank Account

1. Account shall be opened with a bank approved by the Executive Committee and
shall be held in the name of the Organization.

2. The funds of the Organization, including all donations, contributions and requests
shall be paid into an account operated by the Executive Committee in the name of
the Organization at such a bank the Executive Committee shall from time to time
decide. There shall be three cheque signatories who must be members of the
Executive Committee.

3. Withdrawal papers (cheques), clause or any other financial transactions involving

money of the foundation shall be signed by at least two (2) of the following people;
the Chairperson, the Executive secretary and the Treasurer for sums to be agreed by
the Executive Committee.

4. All payment made shall have to be accompanied by supporting documents, the

copies of which shall be recorded for future references.

5. A professional statement of account shall have to be made annually.

6. The Organization books of accounts must be audited by the registered auditor

each and every year.

7. Finances shall be distributed and drawn from the bank or any other financial
institution only and only if, at least two (2) signatories for the respective accounts
have signed the cheque.

8. The head of finance and Administration shall keep track and properly updates
books of accounts for the Organization and such books shall remain open for
inspection by any member of the Organization upon request in writings.

50. Annual Report

The Board of Directors shall ensure Annual Reports as required by the NGO
Coordination Unit and any other regulatory body in Tanzania are regularly completed
and lodged together with payment of any relevant statutory and it shall be the
ultimate responsibility of the Chairperson to ensure that these are carried out in a
timely and accurate manner.

51. Audit and Control

The Board of Directors shall ensure that accounts audits are regularly conducted on
PASI FOUNDATION ACADEMY finances and it shall be the ultimate responsibility of
the Chairperson to ensure that these are carried out in a timely and accurate
manner.

PART 10
CONSTITUTIONAL AMENDMENTS, DISSOLUTION AND
MISCELLANEOUS DISPOSITION

52. Constitutional Amendments

This Constitution may be amended by more 2/3 of the Ordinary Members at any
Annual or Special General Meeting provided that such amendments to not
contravene the laws of Tanzania nor the laws relating to the operations of NGOs in
Tanzania.
53. Conflict Resolution
1. In the event of conflict all parties shall seek to amicably resolve their problems.
2. In the event of conflict between any Member and the Members of Board of
Directors, the decision of the majority of the members of the Board of Directors shall
be final.
3. In the event of conflict between the members of the Board of Directors where
amicable discussions have not resolved the conflict, the parties shall agree to go
seek arbitration.
54. Transmission of Membership
It shall not be permissible for any member to transfer or transmit his or her
membership in any way. Upon the death of any member, such membership shall
immediately be considered as cancelled and no longer existing.
55. Non-Discrimination
No person shall be denied membership on account of their race, ethnicity, color, sex,
sexual orientation, or religion.
56: Logo
There shall be an official logo of the Organization.
57: Official Languages
The official languages for this Organization shall be English and Kiswahili
58: Notice
A notice may be given to any other member either personally by the use of delivery
note or dispatch book or by sending it through registered postal address to his/her
registered address or an electronic mail at his/her email registered with the
Organization.

59: Adoption
This constitution of PASI FOUNDATION ACADEMY has been approved and
passed by members of PASI FOUNDATION ACADEMY, on 2018, and signed by
the chairperson on behalf of all members.
Chairperson’s name Chairperson’s signature

Paschal M James …….…………………………….