CONSTITUTION OF UGANDA HIKING CLUB

Preamble

This Constitution is the legal property of the Uganda Hiking Club. It derives its power from the Constitution of the Republic of Uganda and is developed with the purpose of providing guided and coordinated action among subscribing members in the management of the Club’s intended objectives.

The Uganda Hiking Club is formed in compliance with the guidelines and laws governing Non-Government Organizations (NGOs) as legal entities constituted as such under the Non-Governmental Organizations Act. The Club is independent, not-for-profit, and serves the interests of society generally, or a section of society.

The Uganda Hiking Club was born out of the initiative of a group of enthusiastic and patriotic travelers with a particular passion for promoting tourism, adventure, conservation and unity across Uganda. United in the ideal of promoting local, national, and regional tourism, the Uganda Hiking Club was created to share knowledge and passion for Tourism, Fitness, and Community Development with Ugandans and visitors from the rest of the world.

Through the Uganda Hiking Club, both business and service professionals come together for the purposes of fellowship. By fellowship, we mean the bonds of friendship arising through the mutual participation of members in the Club’s activities.

ARTICLE I: NAME OF THE CLUB AND LOCATION

The name of the Club shall be “Uganda Hiking Club”.

The Club’s Head Office shall be located in Kampala, Uganda, and the Club may establish branch offices in other areas across Uganda as deemed necessary.

ARTICLE II: CONTEXT AND SCOPE OF THE CLUB

The Club shall draw membership from business professionals, service professionals, business enterprises, development partners, travel agencies, students, individuals and companies, within Uganda and beyond who agree to subscribe to the objectives of the Club.

ARTICLE III: THE VISION AND MISSION

Vision: “A United Community of business/service professionals and career developers committed to development through tourism/adventure and community development across Uganda.”

Mission: “To promote Tourism, Fitness and social responsibility through tourism, adventure, and community service.”

ARTICLE IV: THE OBJECTIVES

The Uganda Hiking Club was set up to:

1. Promote hiking and travel across Uganda.
2. Promote Tourism and Hospitality at local, national, regional, and global levels.

• Pro-actively market businesses associated with tourism and hospitality in Uganda.

1. Promote community involvement in tourism and conservation of biodiversity across Uganda.
2. Build public relations, marketing, and advertising for Ugandan tourism.
3. Support and contribute to the development of tourism across various regions of Uganda, promoting the country as a center of tourism excellence.

• Advocate for environmental conservation and preservation of culture by utilizing indigenous knowledge, planting indigenous trees, and protecting positive African cultures.
• Promote the health and wealth of members through various activities and adventures.

1. Implement Corporate Social Responsibility by supporting the needs of communities within Uganda.
2. Promote friendship, togetherness, peace, and co-existence among people of different backgrounds in Uganda and across borders.
3. Establish and promote relationships with other related organizations in Uganda and elsewhere in the world for the purpose of furthering the objectives of the Club.

• Enter into any arrangement with any government company, Organization, Corporation, or person that may seem conducive to the attainment of any of the objectives of the Club.
• Invest the Club’s funds into gainful business and investments for the furtherance of the Club’s objectives.
• Support Club members in their social and physical lives in any way agreed upon by the members and documented by the General Assembly.

ARTICLE V: CLUB VALUES AND PRINCIPLES

Our Values: The values that bind all members of the Uganda Hiking Club include: Self-satisfaction, fun, adventure, personal growth, and service. These are the ingredients that make up the Club’s winning formula.

Uganda Hiking Club’s Key Principles:

1. Collaborate and focus on unity.
2. Introduce and welcome new members.
3. Find the best fit between tourism, fitness, fun and community development.
4. Make Uganda’s nature and cultural destinations come alive.
5. Preserve and protect natural resources across Uganda.

ARTICLE VI: MEMBERSHIP

Section 1: Requirements

1. a) Membership to the Uganda Hiking Club shall be open to business professionals, service professionals (both public and private), travel agencies, individuals and students who share and subscribe to the objectives of the Club.
2. b) All members shall be registered upon payment of the membership fee as determined by the Board of Directors from time to time. Membership fee shall be paid once.
3. c) All members shall pay an Annual Subscription fee as shall be determined by the Board of Directors from time to time.
4. d) Each person or institution joining the Club shall pay subscription fees starting with the year they join the Club, irrespective of the month of joining.
5. e) Non-registered individuals who participate in Club activities shall be considered as visitors and may be charged a fee or contribution for their participation.
6. f) Other organizations with similar objectives may be co-opted to support the Club but without voting rights, and their co-option will be confirmed by the Board of Directors.

Section 2: Rights and Obligations

1. Pay Membership fee and subscription fee, as may be deemed fit from time to time by the General Assembly.
2. Show commitment to the Club’s aims and objectives and abide by the Constitution and Values of the Club.

• Participate fully in the proceedings and activities of the Club.

1. Elect or be elected to any office of the Club.
2. Participate in weekly hikes and other Club activities.
3. Attend meetings when they are arranged.

• Contribute to the Club’s funds for activities as determined by the Executive Committee.
• Invite and introduce new people to join Uganda Hikers Club.

1. Once you have invited new people, accompany them to one or more weekly hikes.
2. Introduce new members to other Club members each week.
3. Serve as a special friend to assure that the new member becomes an active member.

Section 3: Termination of Membership

1. a) Membership to the Uganda Hikers Club shall be terminated by:
2. i) When the Board deems that the behaviors and activities of the member are adverse or prejudicial to the functions of the Club.
3. ii) When a member violates the rules and regulations of the Club.

iii) When a member is involved in embezzlement or misuse of the Club’s funds and resources.

1. iv) When a member becomes of unsound mind.
2. v) When a member resigns in writing.
3. vi) When a member dies.
4. ix) When a member goes three months without paying monthly subscription or fails to pay three contributions as will be agreed upon by the General Assembly.
5. x) Any member who breaches any provision of this Constitution.
6. b) Resignation of Executive Members:
7. i) A member of the Board may resign from the Board by writing to the Chairman (or to the Vice Chairman in case the Chairman is resigning) with copies to the Secretary General. A report of that resignation shall be made in the next General Meeting where a replacement can be made.
8. ii) Any member wishing to resign is free to do so upon giving 14 days’ written notice to the Chairman.

iii) Resignation from the Board does not necessarily mean resignation from membership to the Club.

1. iv) Resignation shall be free of charge as well as free of any refund.

ARTICLE VII: THE GENERAL ASSEMBLY (GA)

The General Assembly shall be composed of all members of the Club.

1. a) The Function of the Annual General Assembly shall be:
2. i) To adopt the Constitution and pass resolutions to amend it when necessary.
3. ii) To approve budgets, membership fees, policies, work plans, and other proposals.

iii) To elect the Executive and welcome new members.

1. b) The General Assembly shall meet once a year in an Annual General Meeting (AGM). The quorum in such meetings shall be 2/3 of all paid-up members.
2. c) The Board, when deemed necessary, shall convene an emergency General Assembly.

ARTICLE VIII: THE Board

Section 1: Interim Board

An Interim Board of 3 members shall be established to spearhead the formation of the Club, including:

1. a) Registering Club members.
2. b) Securing legal registration of the Club both at local and National Level.
3. c) Opening a bank account.
4. d) Designing annual activity calendar.
5. e) Drawing the Strategic Plan of the Club.
6. f) Revising the Constitution and suggesting any amendments to the AGM.
7. g) Organizing the first Annual General Meeting (AGM).
8. The Interim Board shall serve the Club for a period decided by the members.

Section 2: Duties of the Board

1. The Board shall jointly and severally be responsible for the administration and management of the Club’s affairs in a manner acceptable to the Constitution, Vision, Mission, and core Values of the Club.
2. ii) To enhance/ensure the implementation of the resolutions of the General Assembly and other policies.

• iii) To organize social and public events for the benefit of achieving the Club’s Objectives.

1. iv) To propose policy development and reviews that will enable the Club to achieve its objectives.
2. v) To appoint sub-committees or Ad-hoc Committees as may be deemed necessary to accomplish specific tasks.
3. vi) To strengthen and coordinate the functionality of the Club and network with government and development partners.

• vii) To act between the Club and government agencies, stakeholders, and development partners.
• viii) Appoint the Secretariat as deemed necessary.

1. ix) Support the Secretariat to liaise with government departments, other development agencies, and groups to create synergies for the promotion of Club objectives.
2. x) Take fair decisions in all management concerns, including management of Club resources.
3. xi) Call or organize the General Assembly.

• xii) Present all reports and accountability of the Club or public undertakings.

Section 3: Term of Office

1. The term of office of the Board shall be two year on a rolling basis.
2. ii) Any member of the Board who finishes their term of office will join the Previous Leaders (PL) Forum, which takes an advisory role to the Club.

• iii) A member of the PL Forum is eligible for re-election to the Executive after one year.

Section 4: Duties of the Office Bearers

4.1 Chairperson:

• Chairman of the Board and be the leader of the Club.
• Preside over meetings of the Board and General Assembly.
• Be the Principal Signatory to the Club’s Bank Accounts.

4.2 Vice Chairperson:

• Perform the duties of the Chairperson in their absence.
• Assist the Chairperson at all times.

4.3 Secretary General:

• Make and keep the records, e.g., minutes of meetings.
• Note time, place, members present/absent, matters discussed, decisions reached in meetings.
• Lead the coordination role of activities and programs of the Club.
• Be a signatory to the bank accounts.

4.4 Treasurer:

• Keep records of all money transactions.
• Have a record of property.
• Be a signatory to the bank accounts.

4.5 Hikes/Tours Committee: This shall be a committee of three people who will be elected by the Board each year on a rotational basis. Each committee will serve a term of one year. Duties of the committee include:

1. Mapping and designing hikes and trips of the Club.
2. Negotiating trips where necessary and leading the trips.
3. Presenting trip budgets to the Board. d. Managing trip funds and other resources.
4. Accounting for the expenditures on trips to the Board.
5. Designing training programs of the club
6. Plan Community development programs of the club
7. Design the marketing and distribution plan of the club

ARTICLE IX: ELECTIONS

1. a) The General Assembly shall carry out the election of the Board members.
2. b) The returning officer shall be a trusted person chosen by the Board.
3. c) Nomination shall require one proposer and one seconder.
4. d) Voting shall be done by show of hands or secret ballot.
5. e) The tenure of office of the Board shall be 2 years.

ARTICLE X: VACATING OFFICE

A member shall vacate office if they:

• Die.
• Become incapacitated in any way, mental or physical.
• Resign in writing.
• Are removed from office by a vote of no confidence by a 2/3 majority of all the members.
• Cease to be a member of the Club.

If any office falls vacant, the Board shall be concerned with arranging and organizing a replacement or handover, which must be confirmed by the General Assembly.

ARTICLE XI: FUNDS OF THE CLUB

1. All monies mobilized for a specific purpose in the promotion of the Club’s objectives shall be kept in a recognized bank account opened in Uganda.
2. The funds of the Club shall consist of:

• Membership fees and Annual subscription fees from members.
• Contributions/donations from members and well-wishers.
• Funding from Government ministries and departments.
• Funding from National and International agencies and NGOs.
• Grants and Donations.
• Income from making and selling all promotional and marketing materials of the Club, such as T-shirts, banners, trophies, etc.
• Income from implementing business and investments by the Club in accordance with the objectives of the Club.
• Any other funds which may be raised in accordance with the objectives of the Club.

1. Financial Expenditure shall be approved by the Board and be reported to the General Assembly by the Treasurer for transparency purposes.
2. Signatories to the bank account shall include the Board members (Chairperson, Treasurer, and Secretary).
3. All money spent shall be properly accounted for, and financial records and reports shall be made regularly.
4. The Club shall operate account(s) in recognized banks to safeguard the Club’s money to be withdrawn at the time of need. All monies collected by the Club shall be banked first before being spent.
5. Any funds or support coming into the accounts of the Club shall be duly declared to the General Assembly, duly spent on the objectives of the Club, and properly accounted for. No money that doesn’t belong to the Club shall be passed or kept on the accounts of the Club.
6. Funds that come from other partners and donors shall only come to the accounts of the Club after signing a Memorandum of Understanding between the Board and the source of funding.
7. Any two signatories of the three signatories shall sign for any withdrawal of money from the bank.

ARTICLE XII: SUPERVISION OF FUNDS

The Treasurer shall keep accounts of all sums of money and the manner of receipts and expenditures, banking procedures, and all fiscal transactions shall be determined from time to time by the Board.

ARTICLE XIII: AUDITING

All the accounts, financial records, and documents shall be open for inspection by the auditors at any time. Auditors shall examine such accounts and records, and a statement of assets and liabilities (Balance Sheet) shall be prepared at the end of every Financial Year.

The Auditors shall clarify that the audited accounts are correct, duly vouched, and in accordance with the law, or in what respect they are found incorrect, unauthentic, or not in accordance with the law.

ARTICLE XIV: ADVISORY BOARD

There shall be an Advisory Board consisting of persons (maximum of three) appointed by the General Assembly to help guide the Club in the undertaking of its objectives and settling disputes and conflicts. One of the members of the Advisory Board shall be selected from a legal background and shall be the legal advisor of the Club.

ARTICLE XV: SECRETARIAT

There shall be a Secretariat of the Club responsible for the day-to-day running of projects and programs of the Club as determined by the Board. The Secretariat shall be headed by the Manager and management teams as shall be deemed necessary by the Board in consultation with the General Assembly.

ARTICLE XVI: CODE OF CONDUCT

1. There shall be a code of conduct which will be a statement of the minimum standards outlining acceptable and unacceptable behaviors, characters, and conduct by all members of the Club. All members of the Club, irrespective of the position one holds in the Club, shall be obliged to maintain good discipline and keep a good image within and outside the Club.
2. The code of conduct shall be agreed upon by majority members, and all members shall abide by the set rules and guidelines in the code of conduct. Failure to abide by the code of conduct by any member shall invite presentation before the disciplinary committee or Executive Committee.
3. Any member brought before the disciplinary committee shall be entitled to a fair hearing and given a chance to defend their position. After a fair hearing, the following steps shall be taken:
4. A warning shall be issued.
5. A written apology shall be recorded.

iii. Suspension of one month from all undertakings of the Club.

1. Dismissal from the Club.
2. The disciplinary committee/Board shall have powers to take a decision to give a Summary Dismissal to a member whose actions or behaviors are deemed grave and destructive to the Club. A member given a summary dismissal shall be given a chance to appeal before the Advisory Board, and the decision of the Advisory Board shall determine whether the dismissal should be confirmed or cancelled.
3. A member whose membership is terminated under any of the above provisions shall leave the Club without claim of any compensation of either membership or subscriptions there shall be.
4. Members of the Club shall raise matters of complaint or conflict within the Club to the Executive Committee, and if the complaint is against the Board, the complainant shall table it before the Advisory Board for redress.

ARTICLE XVII: AMENDMENT

The Constitution shall be reviewed after every two years, and amendments made if need arises.

The Constitution shall not be subject to Amendments unless the following conditions are met: a) When the General Meeting of the Club recommends the amendment. b) When such recommendation has been discussed by the Executive and amendments drafted to the General Meetings. c) The Amendments have to be passed by 2/3 of all the Club members.

ARTICLE XVIII: INDEMNITY

Every member of the Club shall be indemnified from costs and losses incurred in pursuance of the duties entrusted to them by the Club, unless the same happens through a breach of trust.

ARTICLE XIX: OWNERSHIP OF THE CONSTITUTION

This Constitution is the legal property of the Uganda Hiking Club. We, the several persons whose names and signatures are hereunto subscribed, being desirous of being formed into an organization in the name of the Uganda Hiking Club in pursuance of the Club’s objectives, hereby, having read and understood this Constitution, accept to adopt it as our guiding instrument on this Date ………………….