About Us - Constitution

ARTICLES OF ASSOCIATION OF THE ZAMBIAN SOCIETY IN USA.

We, the undersigned natural persons of the age of twenty-one years or more, acting as incorporators of a corporation, hereinafter referred to as 'the Society', under the NON-PROFIT CORPORATION ACT (DC Code, 1981 edition, Title 29, Chapter 5), adopt the following Articles of association:

1. The name of the corporation is The Zambian Society in USA.
2. The period of its duration is perpetual.
3. The five main purposes for which the corporation is organized are as follows:
     
      (a) to promote and facilitate social networks among professional and non-professionals, who are all citizens of Zambia, and residing in the United States of America;
      (b) to promote and facilitate the networks referred to in paragraph (a) above, between the members of the Society and any other persons legally supporting the Purposes of the Society;
      (c) to promote and support the development of stronger cultural ties among the citizens of Zambia in the USA;
      (d) to provide a forum through which to support members of the society during times of illness or bereavement within a member's immediate family; and
      (e) to promote the development of a resource pool of Zambian intellectuals and professional in the USA, from which the Government of Zambia can identify potential human resource to work in Zambia.

In this section,

(a) the promotion and facilitation of social networks between Zambian professional and non-professional shall include the following, but is not limited to:

      (i) the Society may host speakers to talk on issues relevant to development in Zambia; and
      (ii) the Society may host fund-raising dinners and gatherings to raise finances operational costs under the Purposes of the Society.

(b) the term 'a member's immediate family' shall relate to case of:

      (i) long or chronic illness within the member's nuclear family of brothers, sisters and parents;
      (ii) long or chronic illness or death within the member's nuclear family of his or her own children, spouse or partner; and
      (iii) long or chronic illness or death of any extended family member residing at the residence of the member.

4. The Society shall have three types of membership, which shall be renewable annually at a fee prescribed yearly by the executive committee of the Society.

5. Membership of the Society shall be confined to individuals residing within the United States of America, and the following are the classes of membership:

(a) Full membership is open to good standing citizens of Zambia, above the age of sixteen;
(b) Student membership is open to good standing citizens of Zambia, below the age of sixteen, whose parents or guardians are not members of the associations; and
(c) Affiliate membership is open to:

      (i) spouses of citizens of Zambia, whether or not the citizens is a member of the Society, and so long the executive committee of the Society has no reason to suspect that the applicant has a criminal record that would injure the reputation of the Society; and
      (ii) any foreign person interested in promoting the Purposes of the Society, and whom the executive committee of the society has no reason to suspect as having a criminal record that would bring the association into disrepute.

6.  The Society shall have a general body of members and every individual member's voting right shall rank pari passu with that of other members irrespective of the class of membership.

7.  Decisions of the general body members shall be reached by a simple majority.

8.  The Chairman of the Society shall have powers to call meetings of the general body of members, and powers to call executive committee meetings as and when appropriate, and stating the time and place for any such meeting.

9.  Where an important matter arises, as viewed by a least four members of the society, and the Chairman being aware of the matter, does not call for a meeting, at least two of the four or more members who are aware, may collectively call for an extraordinary meeting of the general body members.

10.  A decision of the general body of members at an extraordinary meeting by a majority of not less than two-thirds shall prevail over any decision of the executive committee, or that the Chairman of proxy.

11.  By a majority vote of not less than two-thirds at an extraordinary meeting of the general body of members, the members may impeach the executive committee, or any of its officers, or they may suspend or expel a member from membership of the Society.

12.  The ground upon which an executive officer may be impeached include the following, but is not limited to:

(a) directly or indirectly participating in the financial mismanagement of assets of the Society;
(b) non-attendance at more then four consecutive meetings of the general body members, without providing any reasonable explanation.
(c) clear evidence of insubordination of fellow officers of the executive committee of the general body of membership; and
(d) evidence of improper conduct that could impair an individual's ability to perform functions honorably.

12.  The decision of the extraordinary meeting on impeachment is final and the impeached persons shall not be eligible to hold office in the Society again, but may retain their membership.

13.  The executive committee shall comprise:

(a) Chairman;
(b) Secretary;
(c) Treasurer;
(d) Public Relations Officer; and
(e) deputies to the above officers.

14.  The purpose and powers of the executive committee shall be:

(a) to serve as the board of directors and pass resolutions on the internal management of the Society;
(b) to attend to administrative matters, as provided in the resolutions, on areas of individual responsibility by members of the committee; and
(c) to undertake any other matter that supports the aspirations of the Society.

15.  There shall be the office of Legal Advisor and the incumbent holder of office shall be a member who is a non-executive officer, and he or she shall serve only as advisor on legal matters affecting the administration of the Society.

16. The executive committee and the Legal Advisor shall be elected at an annual general meeting of the general body of members.

17.  There shall be an interim committee, formed specifically to arrange for the setting up of the Society, and the interim committee shall undertake all administrative tasks of an executive committee before the first executive committee is elected.

18.  The first official executive of the Society shall be elected by the general body of members in the first half of the year 2001.

19.  The interim committee may set regulations and the schedule for the elections of the first official executive committee, but the regulations and schedule shall not prejudice any prospecting officer bearer.

20.  Upon dissolution, assets of the Society shall be distributed in accordance with the laws of the United States of America, applicable in Washington, DC, and the Society proposed now that the following be the preferred order of distribution:

(a) any preferential creditors ranking ahead of statutory creditors;
(b) statutory creditors;
(c) secured creditors;
(d) unsecured creditors; and
(e) paid-up members (in that year) of the general body of creditors, all claims ranking pari passu.

21. 
The initial physical address of the Society is as follows:

      [address removed]

And the name of the initial registered agent at such address is:

      Elizabeth Kabila Symba

22.  The following are the names and addresses of individuals who shall serve as directors of the Society, until their successors are elected:

(a)  Macdonald Longwe [address removed]

(B)  Elizabeth K. Symba [address removed]

(C)   Loweshya Kapijimpanga [address removed]

23.  The following are the names and address of the incorporators:

(a)  Nkhosana Dube Chongo [address removed]