Article I

Name

The name of the Association shall be Ugbeka Old Students Association (hereinafter referred to as "UCOSA of North America") and its abbreviation shall be "UCOSA."

Article II

Aims and Objectives

The purpose of the association shall include all, not limited to, the following:

1. Shall be a non-profit, non-political, charitable, and voluntary organization.
2. To help old students maintain the ties of friendship.
3. Identify and organize alumni of UCOSA in America.
4. Promote the welfare of its members and provide support as necessary.
5. Help to strengthen teaching and learning at our Alma mater.
6. Support and collaborate on any viable projects and programs that may be initiated by the school's administration, benevolent organizations, Parent Teachers Association (PTA), school board of Governor and other chapters of UCOSA to salvage, sustain, uphold, protect and promote the image of our Alma mater.
7. Promote any other activities that may be deemed necessary and appropriate in the interest of the Association.

Article III

Membership

Section 1: Membership shall be open to all former students of Ugbeka College, Evboehighae residing in North America, irrespective of the period of their candidature in the school.

Section 2 — Class of Membership:

1. Active Member: An active member is a member who participates in UCOSA meetings and activities and is in good financial standing with the association as regards annual dues and levies payments. Such member is entitled to all rights and privileges and subject to all obligations membership confers. Such rights shall include eligibility to seek any office in the association (subject to being certified as qualified) and the right to vote. All members of the association shall be eligible to participate in the annual meetings and in activities of the association. Returning members shall pay all outstanding dues and levies before rejoining the Association.
2. Member-at-Large: A member who has relocated out of North America or, because of ill health or a legitimate reason, is unable to attend or participate in regular meetings and activities and desires to retain membership, and upon whom the executive committee desires to confer this status. Such a member shall not be eligible to hold any elective office. The Executive committee shall review this status every six (6) months.
3. Associate Member: Associate membership shall be extended to:
   1. Former teachers of Ugbeka College, Evboehighae residing in North America who may wish to identify with this association, irrespective of the period of their candidature in the school.
   2. Any old student who is visiting North America on a temporary basis and who may wish to identify with this association. This can be upgraded to active membership if the member notifies the association of their intention to remain for a longer period, or over six months, whichever comes first. The executive committee shall have the prerogative to confer this status. Associate members shall not be eligible to seek office in the association and shall have no voting rights.

Article IV

Registration and Dues

1. There shall be no membership registration fee. Registration is free for all alumni or former students of Ugbeka College Evboehighae residing in North America that meet the definition of any category of membership stated in Article III above.
2. Annual dues for all classes of members shall be USD $100.00 (or as determined by the Executive Board and approved by the membership).
3. Dues shall be paid yearly and shall not be pro-rated.

Article V

Revenue / Bank Account

Revenue sources of UCOSA shall comprise, but not be limited to, the following:

1. Members' annual dues as stated in Article IV(b) above.
2. Incidental levies/voluntary contributions. The executive branch may initiate incidental levies/voluntary contributions to finance projects or activities approved by the general membership assembly. The final levy amount shall be decided by majority votes from members present.
3. Other viable fund-raising events.
4. Development levy of $200 shall be paid by every new member within 6 months of becoming a member.
5. The Association bank account may not be opened or changed by an individual.

Article VI

Voting / Election Procedures

i. Voting:

1. In all activities of the association, decisions shall be determined by a simple majority of the members present during the election, and the final approval given by the executive branch.
2. Election of officers shall be conducted at the annual convention.
3. The newly elected officers shall be sworn in, also at the annual convention.
4. If a position becomes vacant and is not filled during this time, an election shall be held during a general meeting to fill the position.
5. A candidate who receives the majority of the votes shall be declared elected.
6. Voting shall be by secret ballot. One person, one vote.
7. Voting by proxy shall not be allowed, but absentee ballot shall be accepted.
8. Constitutional requirements and procedures shall be upheld.

ii. Election Qualification:

To qualify to nominate a candidate, to vote or be voted for, a member must meet all of the following:

1. Must be a member in good standing.
2. Must be an active member.
3. Must reside in North America.
4. Must have their nomination sponsored by two active members of the association. A new member joining the association on Election Day shall pay the full annual membership dues before being allowed to vote; however, such member cannot be a candidate for an office at that election.

Article VII

Executive Board

The authority of the Association shall be vested in the Executive Board, elected by members at the annual general meeting. The Executive Board shall comprise:

1. President
2. Vice President
3. Secretary
4. Financial Secretary
5. Treasurer
6. Public Relations Officer (PRO) / Editor-in-Chief
7. Assistant Secretary
8. Welfare Officers
9. Auditor

Article VIII

Duties of the Executive Officers

i. President:

1. Shall be visionary and shall be the chief executive officer of the association.
2. Shall preside over all general and executive meetings.
3. Shall protect and enforce the constitution and by-laws.
4. Shall work closely with the Executive Board and the membership to achieve the goals and objectives of the association.
5. Shall report annually to the membership on the state of the association.
6. May be one of the signatories to all checks issued for the business of the association.
7. Shall call emergency/special meetings as needed.
8. Shall perform other functions as may be required of the office.

ii. Vice President:

1. Shall perform the functions of the president in his/her absence.
2. Shall coordinate, collaborate, and assist the president as and when necessary.
3. Shall perform other functions as may be assigned by the executive committee or the membership.

iii. Secretary:

1. Shall coordinate all activities pertaining to meetings of the Association.
2. Shall notify all members of date, time, and location of meetings.
3. Shall provide phone number, password access in the case of conference call or by any other electronic medium.
4. May be one of the signatories to all checks issued for the business of the association.
5. Shall record, maintain, and distribute copies of minutes to all members in an ideal format and by acceptable medium.
6. Shall maintain the membership register, all relevant documents and correspondences between the association and other entities.
7. Shall communicate all activities organized or sponsored by the association to all members.
8. Shall act as the moderator of the association's electronic forum.
9. Shall preside over all general and executive meetings when both the President and Vice President are absent.

iv. Assistant Secretary:

1. Shall assist the Secretary in his/her duties.
2. Shall perform the full duties of the Secretary in his/her absence.
3. Shall perform other functions as may be assigned by the executive committee or the membership.

v. Treasurer:

1. Shall issue receipts to cover any money paid by members and pay same into the association's designated bank accounts within forty-eight (48) hours of receipt.
2. Shall maintain accurate records of all financial transactions.
3. Shall reconcile bank statements and current ledgers as needed.
4. Shall keep and safeguard the association's checks and ATM cards.
5. Shall compile and present annual financial reports of the association by end of the financial year (at the annual convention).
6. Shall ensure that the association meets all regulatory financial reporting requirements at end of each tax year.
7. May be one of the signatories to all checks issued for the business of the association.
8. Shall perform other functions as may be assigned by the executive committee or the membership.

vi. Financial Secretary:

1. Shall receive all monies due to the association and hand over to the treasurer, who will issue receipt to cover such monies.
2. Shall keep all financial records of the association.
3. Shall liaise with the treasurer regarding the association's fund.
4. May not be a signatory to any account; however, the Financial Secretary shall record all checks issued for the business of the association.
5. Shall perform other functions as may be assigned by the executive committee or the membership.

vii. Public Relations Officer (PRO) / Editor-in-Chief:

1. Shall ensure adequate and prompt publicity of the activities of the Association.
2. Shall present a good and progressive image of the Association to the public.
3. Shall reach out and recruit any UCOSA members within North America.
4. Shall issue releases and statements on matters of general interest to the Association and the public after consultation with the President or the Executive Board.
5. Shall act as the outreach of the association to reach out to all old students in North America.
6. Shall be the website administrator for the association.
7. Shall be responsible for the production of newsletters/journals of the association.
8. Shall perform all other duties as may be assigned by the President, the Executive Board, or the member body.

viii. Welfare Officer:

1. Shall promote members' welfare by contacting members and reporting to the general house.
2. Shall report members' challenges before the house for discussion.
3. Shall organize get-well visits and assistance to members in need after approval by the general house.

ix. Auditor:

1. Shall review association transactions and member infractions.
2. Shall audit the books and report to the executive any violations.
3. Shall audit and balance the association account and report to the executive.

Article IX

Term of Office / Elections

1. The Executive members shall serve for a term of two (2) years, after which they may be re-elected for another two-year term.
2. All officers shall not be eligible to serve more than two (2) consecutive terms in the same office.
3. Elections shall be held in the month of February during the election year.

Article X

Executive Member Recall

Recall is the procedure by which a member of the executive body is removed from an office of the organization.

i. Condition for Recall:

1. For an elected officer to be recalled, a petition to that effect must contain the signatures of the majority of active members of the association.
2. Signatures to a recall petition must be verified by the secretary at the next meeting before a committee can be appointed.
3. The petitioner and the petitioned shall appear either virtually or in person before a committee to present their cases.
4. The committee members shall present their report to the house for final decision.
5. Once the petition is validated by a two-thirds (2/3) majority of the house, the officer in question shall be recalled, and the office shall become vacant immediately.

ii. Special Election:

1. Following a recall, the president shall appoint an interim replacement. If the president is the one being recalled, the election committee shall appoint an interim president.
2. One month shall be allowed for prospective candidates to file nominations; a special election to fill the vacant position shall then be held.
3. The election process shall be in accordance with the requirements of the constitution.

iii. Resignation:

1. An officer shall submit a letter of resignation, with reasons, to the executive body two weeks before the effective date of resignation.
2. Upon acceptance of the resignation by the house, the officer shall immediately return all properties in their possession that belong to the association.

iv. Dereliction of Duties: Dereliction of duties will trigger automatic removal from office after 3 months of failed attempts to reconcile the officer or reach a resolution.

Article XI

Committees

i. Annual Convention Committee (ACC):

1. Shall consist of as many members as the Executive Board considers necessary to assure a successful annual convention/reunion event.
2. Shall recommend to the Executive Board for final approval the location of the next host of the annual convention.
3. The duties of the ACC shall be to make all arrangements for the annual convention.
4. Shall be responsible for all logistics involved in organizing a successful convention/reunion, including recommending appropriate theme, keynote speaker(s), and special guests to the Executive Board for final approval.
5. The local organizing committee (LOC), comprising members from the hosting state, shall be constituted once the venue is determined and shall work with the ACC in laying the groundwork for the convention.
6. Final decision on the official convention hotel shall be made solely by the Executive Board.

ii. Technical Committee:

1. The Secretary and the PRO may assemble a Technical Committee to provide technical support in all human endeavors as required by the Association.
2. The Technical Committee shall assist the Secretary/PRO in running and maintaining the association's website and all social media chosen by the association.

iii. Advisory Committee:

1. The advisory committee shall be comprised of Distinguished UCOSA members, not to exceed a maximum of five (5) members.
2. The committee shall play an advisory role to the executive members whenever the need arises.

iv. Election Committee:

1. Shall consist of as many members as the Executive Board considers necessary to assure a successful conduct of the association's election.
2. The committee shall compile the names of candidates for each office and forward same to the Secretary for submission to the Executive Board.
3. Shall nominate among themselves who would act as the presiding officer.
4. The presiding officer will be responsible for the conduct of the election and announce the results.

v. Disciplinary Committee: The disciplinary committee shall be responsible for members' discipline, misconduct, and violations. The committee shall be made up of either 3 or 5 members, with 2 executive members on board if 3 members are chosen.

vi. Endowment Fund: There shall be a separate account for the fund, managed by a board of trustees.

Article XII

Meetings and Procedures

i. Regular General Business:

1. Shall be held on the last meeting of every two (2) months.
2. All meetings other than the annual convention may be held by telephone conferencing, streaming video, or by any other acceptable technology.
3. One-third (1/3) of the members shall constitute a quorum for any meeting.
4. The President shall preside as chairman at every general meeting. In the President's absence, the Vice President or Secretary shall be chairman of the meeting.
5. All meetings shall be conducted in the English language and shall be for a duration of not more than 90 minutes.
6. In all meetings, decorum shall be observed, and every member treated with mutual respect.
7. During meetings, especially by teleconference, extraneous discussions shall be minimized or deferred to the end of the meeting.
8. Notices for general meetings shall be disseminated by emails, text messages, association's website, and popular social networks (such as Facebook/WhatsApp).
9. Any member who envisages absence from any meeting shall notify the secretary in writing via email at least 24 hours before commencement of the meeting.

ii. Executive Board Meeting:

1. Three (3) members of the Executive Board shall form a quorum, with the president or any officer designated by the president in attendance.
2. Regular business meetings of the Executive Board shall be held every two (2) months through an appropriate acceptable technological medium.
3. The president or their designated officer may at any time call special or emergency meetings of the committee. Such a call shall designate a date, time, medium, and purpose.

Article XIII

Annual Convention / Reunion

The annual Convention/Reunion shall be held during summer months of each year, on the date and in a city and location as may be determined by the membership. The business of the annual convention will be as follows:

1. To receive the President's Annual Report on the activities of UCOSA during the preceding year.
2. To receive the Secretary's Report.
3. To receive and consider the audited accounts of the treasurer for the year.
4. To elect officers of the Association where the tenure of the Executive Committee has elapsed.
5. To remove, elect, or confirm the Auditors for the ensuing period.
6. To discuss the welfare of the school and the association.
7. To decide on any resolution which may be tabled for consideration.
8. To decide on the location of the next host of the annual convention.

Article XIV

Fund / Audit / Special Projects

i. Fund Disbursement:

1. Funds shall be disbursed according to the needs of the association.
2. Any disbursement of sums above $100 must be approved by a two-thirds (2/3) majority of the executive body, and must be promptly reported to the house at the next general meeting.
3. All checks and drafts shall be endorsed by any three of the following: (i) President, (ii) Treasurer, (iii) Financial Secretary, (iv) Secretary.

ii. Audit: All accounts and assets of the association shall be audited at the end of each fiscal year, and whenever necessary, by an internal auditor.

iii. Special Projects Implementation and Accountability:

1. All individuals implementing a project on behalf of the association shall provide a written detail of the work done, expenditures, and all supporting documentation to the financial secretary before the next general meeting following completion of the project.
2. The same individual shall make an oral presentation of the work done and documentation submitted at the general meeting.

Article XV

Amendments

1. Any member or members can propose amendments to the constitution.
2. All proposals for amendment must be submitted in writing to the Secretary at least three (3) months before the annual convention.
3. Any proposed amendment to this constitution shall be deliberated and voted upon by the general membership during the annual convention.
4. The constitution shall only be amended by at least a two-thirds (2/3) vote of all active members of the association present at the annual convention.

Article XVI

By-Laws

1. By-laws can be added to this constitution by a simple majority vote of the entire membership at a regular meeting of UCOSA.
2. Any adopted by-laws must be consistent with the constitution and must be binding on all members of the association.
3. This constitution takes precedence over all by-laws.
4. State/provincial and federal laws take precedence over this constitution and any and all by-laws.

Article XVII

Members Welfare Benefit

i. Bereavement Benefit: On the event of death of the following, the benefit shall be:

Member	$3,000.00
Member's Spouse	$2,500.00
Member's Father	$1,000.00
Member's Mother	$1,000.00

This benefit can be paid to a member on the event of death of an uncle, aunt, brother, or sister in lieu of parents, provided the same benefit has not been paid to the member for a parent's death.

ii. Bereavement Levy: The benefit above shall be contributed equally by all members.

Adopted by the General Assembly of UCOSA-NA — North America Chapter
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