1. NAME: #
The name of the Association shall be the “Karen & Langata District Association”.
2. BOUNDARIES OF THE ASSOCIATION’S ACTIVITIES: #
The area enclosed by the following: A. The Magadi Road to the Mbagathi River B. Along the Mbagathi River to Ololua Ridge C. Around the western periphery of Ololua Estate to the City boundary marker on Ngong Road adjacent to the KBC transmitting station. D. A straight line to the sharp corner in Dagoretti Road E. A straight line in a north-easterly direction to the Motoine River F. Along the Motoine River to the point nearest the north-eastern end of Forest Edge Road. G. Forest Edge Road across Langata Road to Magadi Road
3. ADDRESS:
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The address shall, from time to time, be determined by the Committee of the Association.
4. OBJECTS: #
The objects of the Association are to promote and protect the general interests of the Members of the Association, work to enhance the quality of life of residents of the area and to contribute to the development efforts of wider Kenyan society in accordance with the Association’s Motto
“The Future – Our Responsibility”
5. MEMBERSHIP:
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a) Resident Membership – All owners or tenants of property and residents in the District, who have attained the age of 18 years, and their respective families under the age of 18 years, shall be eligible for membership upon payment of annual dues.
b) Associate Membership Any person of good standing who does not qualify for Resident Membership and who wishes to support and benefit from the activities of the Association.
c) Corporate Membership Any organization or body resident within or outside the District which wishes to support and benefit from the activities of the Association.
d) Neighbourhood Association Membership. Any neighbourhood association located within the KLDA boundaries and which has been recognised by the KLDA Committee. e) Guests, who may speak but not vote, may participate in the Committee or a General Meeting with the consent of the Committee for special purposes. f) All membership applications should be addressed to the Hon. Secretary.
6. OFFICERS, COMMITTEE AND TRUSTEES #
a) The Committee shall consist of not more than 12 members including the officers. The officers are the Chairperson, Vice-Chairperson, Honorary Secretary and Honorary Treasurer.
b) The term of office of the Chairperson shall be two years. Elected incumbents may offer themselves for re-election for a period not exceeding one further consecutive term. The Vice-Chairperson, Honorary Secretary, and Honorary Treasurer will be elected annually by the AGM but there is no limitation on the number of terms they can serve. All elected officers must be paid up current members of the Association. c) The remaining members of the committee shall, subject to the provisions of para. 6
(c), then be elected. All elected committee members must be paid up current members of the Association. Six places on the Committee will be reserved for representatives of neighborhood associations located within the boundaries of the Association. subject to the provisions of para. 5. Each representative to represent one of the zones identified by the Local Physical Development Plan. Each proposed zonal representative must be approved by the officers of the Association
(d). If any member of the Committee resigns, the vacancy created shall be filled by co-option, such co-opted member to hold office until the next Annual General Meeting.
(e) In the absence of the Chairperson and the Vice-Chairperson the Committee shall appoint one of its members to act in their stead.
(f) The quorum shall consist of five members of the Committee, three of whom shall be officers. On any vote, a motion shall only pass if it includes the affirmative vote of at least two of the officers.
(g) The Committee shall have power to co-opt members of the Association for any special purpose.
(h) Any member of the Committee, other than an ex-officio member, absenting themselves from three consecutive meetings of which notice has been given to them without an apology previously sent to the Chairman, shall automatically vacate their office and the Committee shall have power to fill the vacancy. Members may, however, apply to the Chairperson for leave of absence which, if granted, shall not render them liable to vacate their office as above.
(i) The Association shall indemnify the Committee and its members against any loss or damage attaching to the members of the Committee or any of them in their personal capacity for actions taken or omissions caused in good faith in the name of the Association and in line of their responsibilities as Committee members
(j) Trustees – There shall be Trustees of the Association who shall own and manage such assets of the Association as are vested in them and who shall be appointed and shall exercise powers in accordance with the Trust Deed approved for such purpose by the Committee of the Association.
7. POWERS & FUNCTIONS:
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a) The activities of the Association, in accordance with its objects, shall be managed and directed and its funds controlled and applied by the Committee in such manner as they, at their sole discretion, think best, subject only to such general or specific directions as may from time to time be given by the Association in General Meeting.
b) The Committee shall meet as often as it considers necessary, provided that it meets in ten out of twelve months annually. The Chairperson or, in his/her absence the ViceChairperson may call a meeting of the Committee at any time on matters of urgency.
c) The Committee shall have power to appoint sub-Committees to investigate, report on and/or act on any matter.
d) The Committee shall have the power to appoint and remunerate a Secretariat to administer the affairs of the Association.
e) The Chairperson of each meeting shall have a second or casting vote. f) The Secretary shall keep a Minute Book in which the proceedings of meetings shall be recorded. Minutes of each meeting shall be submitted for confirmation as the first business of the subsequent meeting.
g) The Treasurer is authorized to receive all subscriptions or other monies on behalf of the Association and to give receipts, also to incur necessary expenses for stationery, postage, printing or typing. No other expenditure may be incurred without the consent of the Committee. The Treasurer shall keep accounts of income and expenditure and a summary of these shall be produced at each meeting of the committee, if called for at reasonable notice. Accounts for the calendar year shall be submitted to the Annual General Meeting for confirmation.
h) No notice of any business transacted at a Committee Meeting shall be forwarded to the Press without the consent of the Committee.
8. SUBSCRIPTIONS: #
a) A member’s annual subscription or a life member’s annual contribution shall be required from each member or life member (excluding honorary life members only) to enable the Association to run its affairs. Members at a General Meeting shall approve the sum due for each category of membership in para. 5.. Subscriptions and contributions shall be due on the 1st June annually excepting for members joining from 01.01.2000 where the first day of the month of joining shall be the annual due date.
b) Each membership subscription will be entitled to one vote at a General Meeting
9. RESIGNATIONS: #
a) Any member may resign at any time on notifying the Secretary.
b) Any officer or member whose actions, in the opinion of the Association, are considered to be inimical to its best interests may be required to resign by a two-thirds majority of members present and voting at a General Meeting provided that due notice shall have been given on the agenda of the meeting. The member concerned shall be informed by the Secretary not less than seven days prior to the meeting.
10. GENERAL MEETINGS: #
a) The Annual General Meeting shall be held not later than the 31st March in each year.
b) Special General Meetings of the Association may be called for any special purposes by the Committee or by ten members of the Association on written requisition to the Chairperson accompanied by a resolution on the subject to be placed on the agenda.
c) Notice of each General Meeting shall be published in the local press at least 21 days before the date appointed for the meeting.
d) A notice specifying the general nature of the business to be transacted shall be sent to each member of the Association at least 7 days before the date appointed for the meeting.
e) No business shall be transacted at a General Meeting except that specified in the notice and any further proposal which has been sent to the Secretary not less than 14 days before the meeting. Notice of any further proposal shall be issue to members before the meeting if the Chairperson thinks it is desirable to do so.
f) A quorum at a General Meeting shall be 20 members. If within an hour of the time appointed for the meeting a quorum is not present, the meeting, if called upon the requisition of members shall be dissolved: but in any other case the meeting shall stand adjourned to the same day of the next week at the same time. At an adjourned meeting such members as are present shall form a quorum.
g) Each member of the Association shall have one vote at a General Meeting. Voting by proxy shall not be permitted.
11. BANKING ACCOUNT: #
Banking accounts shall be opened in such bank as the Committee may decide and any cheques drawn on those accounts must be signed by two officers; Chairperson or Vice Chairperson and Hon. Treasurer or Hon. Secretary.
12. AUDITOR #
a) An Auditor shall be appointed for the following year by the Annual General Meeting. All the Association’s accounts, records and documents shall be open for inspection by the Auditor at any time. The Treasurer shall produce within two months of the end of the financial year an account of receipts and payments and a statement of assets and liabilities made up to the financial year-end. The Auditor shall examine such annual accounts and financial statements and certify that they are correct, duly vouched in accordance with the law, and report to the Association in what respect, if any, they are found to be incorrect, un-vouched or not in accordance with the law.
b) A copy of the Auditor’s Report on the accounts and financial statements, together with those accounts and financial statements shall be furnished to all members at the time the notice convening the Annual General Meeting is sent out. An Auditor may be paid such honorarium for his services as may be resolved by the Annual General Meeting appointing him.
c) Office Bearers’ Responsibilities. The principal Office Bearers shall each year sign a Statement couched in the following terms;
“The Office Bearers are responsible for the preparation of the financial statements for each financial year which give a true and fair view of the state of affairs of the Association as at the end of the financial year, and of the operating results of the Association for that year. It also requires the office bearers to ensure that the Association keeps proper accounting records which disclose with reasonable accuracy at any time the financial position of the Association. They are also responsible for safeguarding the assets of the Association. The Office Bearers accept responsibility for the annual financial statements, which have been prepared using appropriate accounting policies supported by reasonable and prudent judgement and estimates, in conformity with International Financial Reporting Standards. The Office Bearers are of the opinion that the financial statements give a true and fair view of the state of the financial affairs of the Association and of its operating results. The Office Bearers further accept responsibility for the maintenance of accounting records which may be relied upon in the preparation of financial statements, as well as adequate systems of internal financial control. Nothing has come to the attention of the Office Bearers to indicate that the Association will not remain a going concern for at least the next twelve months from the date of this
statement”.
d) No Auditor shall be an Office Bearer or a member of the Council
13. CONSTITUTION: #
Every member of the Association is entitled to a copy of the Constitution.
14. ALTERATION OF RULES: #
These Rules may be changed or altered in any respect by a two-thirds majority vote at a General Meeting duly convened and held with full notice of the alteration proposed.
23 March 2011
