Our Constitution
CONSTITUTION OF THE
METHODIST GIRLS’ HIGH SCHOOL OLD GIRLS’ ASSOCIATION
(MGHSOGA)
PREAMBLE
PART I – PRELIMINARY PROVISIONS
i. ARTICLE 1: NAME AND REGISTERED OFFICE
ii. ARTICLE 2: COLOURS OF THE ASSOCIATION
iii. ARTICLE 3: AIMS AND OBJECTIVES OF THE ASSOCIATION
iv. ARTICLE 4: MEMBERSHIP AND DUES
PART II – STRUCTURE OF THE ASSOCIATION
v. ARTICLE 5: ORGANS OF THE ASSOCIATION
vi. ARTICLE 6: THE BOARD OF REGISTERED TRUSTEES
vii. ARTICLE 7: MGHSOGA EXECUTIVE COMMITTEE [“EXCO”]
viii. ARTICLE 8: CHAPTERS, BRANCHES AND CLASS SETS
ix. ARTICLE 9: MGHSOGA EXECUTIVE SECRETARIAT
x. ARTICLE 10: MEETINGS OF THE ASSOCIATION
PART III – FINANCIAL PROVISIONS
i. ARTICLE 11: FINANCES
PART IV – ELECTION PROVISIONS
ii. ARTICLE 12: ELECTIONS
PART V – MISCELLANEOUS AND STATUTORY PROVISIONS
iii. ARTICLE 13: COMMON SEAL
iv. ARTICLE 14: MISCELLANEOUS CLAUSE
v. ARTICLE 15: AMENDMENT OF THE CONSTITUTION
vi. ARTICLE 16: INTERPRETATION CLAUSE
vii. ARTICLE 17: DISPUTE RESOLUTION
viii. ARTICLE 18: SPECIAL CLAUSE
ix. ARTICLE 19: INDEMNITY
x. ARTICLE 20: EMPLOYEES OF THE ASSOCIATION
xi. ARTICLE 21: WINDING UP
xii. ARTICLE 22: COMMENCEMENT
PART VI – APPENDIX
Schedule 1 – The MGHSOGA Emblem
Schedule 2 – The School Emblem
Schedule 3(a) – The School Song
Schedule 3(b) – The School Motto
Schedule 3(c) – The School Slogan
Schedule 4 – Oath of Office for MGHSOGA EXCO members
CONSTITUTION OF THE
METHODIST GIRLS’ HIGH SCHOOL OLD GIRLS’ ASSOCIATION
(MGHSOGA)
PREAMBLE
We, the old girls of METHODIST GIRLS HIGH SCHOOL, YABA, LAGOS, having resolved to maintain an Association to promote the development of our Alma Mater and the unity and welfare of our members, and having unanimously resolved and agreed that the Association shall have a constitution to regulate its activities, hereby make for ourselves the following constitution:
PART I – PRELIMINARY PROVISIONS
ARTICLE 1: NAME AND REGISTERED OFFICE
i. The Association shall be known as METHODIST GIRLS’ HIGH SCHOOL OLD GIRLS’ ASSOCIATION [“MGHSOGA”].
ii. The National Secretariat of the Association, which shall also be its registered office shall be at METHODIST GIRLS’ HIGH SCHOOL, 320 MURTALA MUHAMMED WAY, YABA, LAGOS [“the School”] or any other place so designated by the Association.
ARTICLE 2: COLOURS OF THE ASSOCIATION
The colours of the Association shall be red and white with navy blue, to reflect the red and white colours of the school uniform and the navy-blue beret and blazer accessories.
ARTICLE 3: AIMS AND OBJECTIVES OF THE ASSOCIATION
The aims and objectives of the Association shall be as follows:
i. To sustain interest in the welfare of the School and its students amongst its alumni.
ii. To support the School in every possible way without seeking reward.
iii. To promote amongst members, a spirit of selfless and active service and unalloyed loyalty and support to our Alma Mater.
iv. To serve as a social and professional networking forum for members.
v. To provide financial assistance and support to the School and its students by granting scholarships and bursaries, supporting the School’s academic, creative, athletic, and vocational activities, and making endowments, gifts and donations to the School specifically for the benefit and use of the students.
vi. To undertake and support projects that preserve the School as a heritage institution and enhance its role in the community.
vii. To support the School and its students in the pursuit of all-round excellence.
viii. To encourage the students and staff of the School to maintain the School’s academic, physical and moral values, including but not limited to the virtues of honesty, hard work, diligence and moral rectitude.
ix. To provide a platform for action on issues of concern to the School.
x. To support, assist and serve one another according to the School’s motto – “In love serve one another”.
xi. To support causes with values and ideals that the Association identifies with.
xii. To do all things necessary for the achievement of these aims and objectives and any other aims and objectives that the Association may identify from time to time.
ARTICLE 4: MEMBERSHIP AND FINANCIAL DUES
4.1 MEMBERSHIP
i. Membership of MGHSOGA shall be open to an old girl of the school whose attendance at Methodist Girls’ High School, Yaba, Lagos is verifiable by her classmates and/or the school’s academic records, provided that she enrolled and completed the relevant certificate course (i.e., O-Level and/or A-Level or JSSCE and/or SSCE) or spent at least one full academic year in the school.
ii. All members of MGHSOGA shall be required to pay the Association’s annual dues regularly as well as other dues and levies that may be fixed by the Association from time to time.
iii. A financial member of the Association is a member (as described in sub-section 4.1(a) above) who has paid her annual dues and any levies up to the current year.
4.2 ANNUAL DUES
i. The annual dues of the Association shall be as proposed from time to time by the Executive Committee [“EXCO”] of the Association and ratified by the members of the Association in General meeting.
ii. Annual dues are valid for the financial year of the Association, which is from 1st January to 31st December of the year in which dues are paid.
iii. Dues shall be paid into the Association’s designated bank account(s) by electronic transfer or by any other means that the EXCO may communicate to members.
iv. Annual dues to the OGA shall be remitted through Sets, Branches or Chapters.
v. Members that are not yet affiliated to any Set, Branch or Chapter, or who for any reason are unable to pay through their Set, Branch or Chapter shall pay directly to the OGA’s designated account.
PART II – STRUCTURE OF THE ASSOCIATION
ARTICLE 5: ORGANS OF THE ASSOCIATION
For the efficient and effective administration of its aims and objectives, the Association shall be structured as follows:
i. the Registered Trustees, headed by the Chair of the Board of Registered Trustees of MGHSOGA, which shall be the Advisory body of the Association;
ii. the MGHSOGA Executive Committee [“EXCO”], headed by the President of the Association, which shall carry out the administrative functions of the Association on behalf of the members;
iii. the Diaspora Chapters (i.e. UK, Ireland & EU; and North America), each headed by a Diaspora President, who shall be a member of the MGHSOGA EXCO;
iv. the Branches (i.e. formal groups of the Association outside Lagos but within Nigeria) which shall be headed by a Branch President; and
v. the Class Sets, which shall be headed by a Set President.
vi. The MGHSOGA President shall be based and resident in Lagos, which shall be the headquarters of the Association.
vii. The Chapters, Branches and Class Sets, though semi-autonomous, shall be subject to the overall direction of the EXCO for the purpose of conducting the affairs of the Association and achieving its aims and objectives.
viii. The members in General meeting shall be the highest decision-making body of the Association.
ARTICLE 6: THE BOARD OF REGISTERED TRUSTEES
6.1
i. There shall be a body known as the Registered Trustees of the Methodist Girls’ High School Old Girls’ Association [“the Trustees or “the Board of Trustees”], incorporated pursuant to the Companies and Allied Matters Act, Cap C20, Laws of the Federation of Nigeria, 2004.
ii. The registered office of the Trustees shall be Methodist Girls’ High School, 320 Murtala Muhammed Way, Yaba, Lagos or any other place so designated by the Association.
iii. The Registered Trustees shall be the Advisory body of the Association and shall be composed of any Old Girl of impeccable reputation who in the opinion of the EXCO is fit and proper to be a Trustee of the Association.
iv. There shall be not less than 5 (five), and not more than 8 (eight) Trustees of the Association at any time.
v. The Trustees shall be appointed by ratification at the Annual General Meeting of the Association or an Extra-Ordinary general meeting called for that purpose on the recommendation of the EXCO, by a 2/3rd majority of members present and voting.
vi. Whenever a vacancy occurs on the board of Registered Trustees, either by
a. death or any of the reasons in Article 6.vii below, the vacancy may be filled at the next Annual General meeting, provided that where the number of Trustees falls below the minimum number of 5, the EXCO shall immediately appoint the number of Trustees required to meet the minimum number, subject to ratification at the next Annual General Meeting.
vii. A member of the Registered Board of Trustees may hold office for life
unless she ceases to hold office for any of the following reasons –
i. She resigns;
ii. She ceases to be a member of the MGHSOGA;
iii. She becomes medically incapable of being a Trustee;
iv. She is declared officially bankrupt;
v. She is convicted of a criminal offence involving dishonesty by a court or Tribunal of competent jurisdiction;
vi. She is recommended for removal for any other reason by a 2/3rd majority of the members present and voting at a meeting of the board of Registered Trustees;
vii. She is replaced for reasons which in the opinion of the EXCO or the Board of Trustees are in the best interest of the Association.
6.2
Functions and Powers of Trustees
The functions and powers of the Trustees shall be as follows:
i. The Trustees shall hold in trust, all real property belonging to the Association.
ii. The Trustees shall, for and on behalf of the Association, execute all title documents pertaining to the real property of the Association.
iii. The Trustees shall act as advisers to the Association upon the request of the EXCO.
iv. The Trustees shall act as mediators in any dispute involving the Association and /or any of its members, upon the request of the EXCO, a member or members of the Association, or of their own volition.
v. The Trustees shall elect one of their members as Chair for a 4 (four) year term renewable only once, provided that in the event of the Chair’s demise or disqualification under Article 6.7, a meeting of the Trustees shall be held to elect another Chair.
vi. The Trustees shall meet at least once a year and 2/3rd of the number of members of Trustees at any given time shall be sufficient to form a quorum at any time. The Chair shall preside at all meetings of the Trustees and in her absence, any other member may be elected to preside over the meeting. The Chair shall have a second or casting vote in all decisions taken by the Board of Trustees.
vii. The General Secretary of the Association shall be the secretary to the Board of Trustees and shall provide and keep a Minute Book in which shall be recorded all the Minutes of the Trustees’ meetings.
viii. All matters brought before the Board of Trustees shall be determined by a simple majority of Trustees present and voting.
ARTICLE 7 – MGHSOGA EXECUTIVE COMMITTEE [“EXCO”]
7.1 Composition of the EXCO
The affairs of the Association shall be managed and administered by an Executive Committee which shall comprise the following officers:
i. President
ii. (a) 1st Vice President
(b) 2nd Vice President (UK, Ireland & EU)
(c) 3rd Vice President (North America)
iii. General Secretary
iv. Assistant General Secretary
v. Financial Secretary
vi. Assistant Financial Secretary
vii. Treasurer
viii. Social Secretary
ix. Publicity Secretary
x. Welfare Secretary
xi. Internal Auditor
xii. Legal Officer
xiii. Ex-Officio Members
(a) Immediate Past President
(b) Immediate Past General Secretary
7.2
Duties of EXCO Members
7.2.1 The President shall:
i. provide mature and effective leadership to the Association;
ii. be responsible for ensuring that the aspirations of the Association are met, and its projects are brought to fruition;
iii. preside at all EXCO meetings, regular meetings, Annual General Meetings, Extra-Ordinary General Meetings, and any other meetings of the Association;
iv. convene, through the General Secretary of the Association, all regular meetings of the Association;
v. convene (where necessary) and preside over special Branch or Chapter meetings called for a specific purpose, provided that the meeting is authorised by a 2/3rd majority of members of the EXCO;
vi. deliver an Address at all Annual General Meetings, setting out the plans for the following year;
vii. direct and coordinate all other members of the EXCO in the performance of their duties;
viii. represent the Association at all functions, committees and boards where the Association should be represented;
ix. interface with the School on behalf of the Association;
x. be a co-signatory to the Association’s accounts and sign all correspondence on behalf of the Association.
7.2.2 The Vice Presidents shall:
i. assist the President generally in the discharge of her functions;
ii. deputize for the President where necessary as directed by the President;
iii. perform any duty assigned to them by the President, the Executive Committee, or the members in General Meeting when the President is unable to perform.
iv. The 1st Vice President shall be based and resident in Lagos, Nigeria and shall be a financial member of the Association and an active member of a duly registered and recognized Class Set.
v. The 2nd Vice President shall be based and resident in UK, Ireland, or Europe, and shall be a financial and active member of the UK, Ireland, and Europe Chapter of the Association. She shall head the Chapter and shall coordinate and supervise Chapter/member activities in the UK, Ireland, and Europe.
vi. The 3rd Vice President shall be based and resident in North America and shall be a financial and active member of the North America Inter-generational Chapter. She shall head the Chapter and coordinate and supervise Chapter/member activities in the USA and Canada.
7.2.3 The General Secretary shall:
i. carry out all administrative functions of the Association, including but not limited to handling correspondence to and from the Association, preparing agendas of meetings, promptly circulating all necessary information to members of the Association as directed by the President or the Board of Trustees and/or the EXCO;
ii. implement all executive functions of the Association as directed by the President and/or the EXCO;
iii. convene all meetings of the Association as directed by the President, provided that upon a requisition signed by not less than 5 (five) members of the EXCO, she shall convene a meeting of the EXCO and upon a written request signed by not less than 50 (fifty) members of the Association stating the reasons thereof, she shall convene an Extra-Ordinary General meeting of the Association;
iv. record and keep accurate minutes of all meetings and ensure that minutes of meetings shall be made available for circulation to all members of the Association, irrespective of whether they attended the meeting or not, within two weeks of such meetings;
v. be the liaison between the EXCO and the Chapters and Branches and ensure that there is seamless execution and no clash of the Association’s activities amongst the organs of the Association;
vi. submit General and Special Reports of the activities of the Association at the Annual General Meeting or any other duly constituted meeting of the Association or whenever called upon to do so;
vii. either in person or by delegation to the Assistant General Secretary, be the Secretary to the Board of Registered Trustees and ex officio member of all EXCO committees;
viii. either in person or by delegation to the Assistant General Secretary, keep a directory of all members of the Association;
ix. either in person or by delegation to the Assistant General Secretary, ensure that information about the Association’s activities is promptly communicated to the Publicity Secretary for dissemination on the Association’s various media platforms;
x. carry out any other functions that the President may assign from time to time.
7.2.4 The Assistant General Secretary shall:
i. carry out assignments delegated by the General Secretary;
ii. assist the General Secretary in the performance of the duties outlined above;
iii. act for and on behalf of the General Secretary whenever required.
7.2.5 The Financial Secretary shall:
i. liaise with the Sets, Branches and Chapters of the Association to ensure that all members pay their Annual dues and any other dues or levies as may be proposed from time to time by the EXCO and ratified by the members in General Meeting;
ii. prepare from time to time the list of members and their financial standing as regards their dues or levies and circulate such lists to the EXCO or at the AGM or as otherwise directed by EXCO;
iii. be the custodian of, and accountable for all official receipt booklets of the Association as well as vouchers and other documents of disbursed funds;
iv. record and document payments received from members, issue receipts of payment where necessary and promptly hand over any cash payments received to the Treasurer;
v. prepare the annual Financial Report of the Association;
vi. assisted by the Treasurer:
(a) prepare an annual budget for the Association containing the estimated revenue and expenditure of the Association for the coming year; and
(b) implement the approved annual budget to give effect to the Association’s financial goals and ensure the Association’s financial health;
(c) liaise with the Auditors during the preparation of the Association’s Audited Accounts;
(d) agree with the Treasurer on the investment of the Association’s income in such securities and real property as listed in Article 11.2(iii) of this constitution and as expressly approved by EXCO and ratified by members at the Annual General Meeting.
7.2.6 The Assistant Financial Secretary shall:
i. assist the Financial Secretary in all the duties listed in Clause 7.2.5 above, as directed by the Financial Secretary;
ii. deputize for the Financial Secretary when necessary.
7.2.7 The Treasurer shall:
i. open and/or maintain the Association’s bank accounts;
ii. be the custodian of, and be accountable for all banking instruments including cheque books and statements of account;
iii. receive and pay into the Association’s accounts all funds collected on behalf of the Association not later than 72 hours after receipt;
iv. disburse funds as directed by the President, EXCO or the members in General meeting;
v. ensure that the Association’s bank books are properly reconciled, maintain an up-to-date record of the Association’s financial status, and provide upon request or when required, all current balances of all accounts of the Association;
vi. prepare and submit to the Financial Secretary for circulation to every member of the Association at or before every Annual General Meeting, the audited balance sheet and Annual Statement of Account;
vii. along with the Financial Secretary, prepare and submit for approval at the Annual General Meeting, an annual budget containing the estimated revenue and expenditure of the Association for the coming year including sources of funds and amounts form each source;
viii. invest the Association’s income in such securities and real property as may be approved by EXCO and ratified by members at the Annual General Meeting;
ix. carry out any decision or directive of the Annual General meeting and the Executive Committee in matters relating to the budget or finances of the Association.
7.2.8 The Social Secretary shall:
i. plan and coordinate social activities of the Association;
ii. liaise and plan for the Annual Homecoming and Reunion with the host set(s);
iii. ensure proper representation of the Association at social events including invitations by other Old Students’ Associations.
7.2.9. The Publicity Secretary shall:
i. publicize the Association’s activities and maintain a positive image of the Association in the eyes of the public;
ii. ensure that the Association’s website and social media platforms report all MGHSOGA’s activities, present a positive image and reflect the aims and objectives of the Association.
7.2.10 The Welfare Secretary shall:
i. cater to the welfare of members in need as directed by EXCO;
ii. act as a point of contact for welfare matters that concern old girls; this may include celebration of landmark events to matters of ill health and bereavement;
iii. liaise closely with Sets, Branches and Chapters to identify and support members based on prevailing needs.
7.2.11 The Internal Auditor shall:
i. audit bi-monthly or as required by the EXCO or the members in General meeting, the books and statements of account and other financial documents of the Association;
ii. present regular Reports to the EXCO at each of its meetings or as requested by the EXCO or the members in General meeting;
iii. work with the External Auditor to prepare and present the Association’s audited accounts when required.
7.2.12 The Legal Officer shall:
i. advise the Association on all legal matters and ensure compliance with the provisions of this constitution as well as all legal and statutory requirements governing the Association;
ii. be an Ex-Officio member of the Electoral Committee in an Election year;
iii. be the custodian of the rules and regulations of the Association and guide the EXCO and the Association accordingly;
iv. interpret the provisions of the constitution when there is a dispute in accordance with the method stipulated in this constitution;
v. be a member of any disciplinary panel constituted by the EXCO or the members in General meeting, and advise on any issue with a legal or statutory flavour to ensure compliance with the law;
vi. coordinate all activities relating to the amendment of the MGHSOGA constitution;
vii. coordinate the institution, prosecution or defence of any claim by or against the Association, including procuring the services of external counsel where necessary.
7.3 Functions & Obligations of the Exco
i. Tenure
Every elected EXCO member is eligible to hold office for a 2 (two) year term renewable only once but may subsequently contest for and be elected to a post she has not previously held.
ii. Duration
A member of the EXCO shall hold office for the duration of her elected term unless she ceases to hold office for any of the following reasons –
(a) She resigns after giving 1 (one) month’s notice;
(b) She becomes medically incapable of being a member of the EXCO of the Association;
(c) She dies;
(d) She is declared officially bankrupt;
(e) She is convicted of a criminal offence by a court or tribunal of competent jurisdiction; or
(f) She is removed, subject to the advice of the Board of Trustees, for any other reason like fraud, gross dereliction of duty etc. by a 2/3rd majority of the members present and voting at a bi-monthly meeting, or an Annual General Meeting or Extra-Ordinary General Meeting.
iii. Vacancies
The EXCO shall have the power to fill any vacancies that may occur during its tenure subject to ratification by a 2/3rd majority of members present and voting at the next Annual General Meeting or an Extraordinary General Meeting called for that purpose.
iv. Duties
i. It shall be the duty of each EXCO member to uphold the provisions of the MGHSOGA Constitution and their oaths of office by always acting in good faith and in the best interest of MGHSOGA.
ii. It shall be mandatory for all officers of the Association to hand over to their successors not later than 7 (seven) days of the expiration of their tenure or exit from the post for any of the reasons stated in this constitution, any of the Association’s property (including documents and records) in their possession by virtue of their post.
v. Powers
The EXCO shall have the power to deliberate upon and take decisions in good faith, on any issues arising out of and not expressly included in this constitution, provided such decisions are not unlawful and/or in conflict with any law in force in Nigeria and are in its opinion, in the best interest of the Association. Such decisions shall be binding on all members of the Association.
vi. Meetings
i. The EXCO shall meet at least 4 (four) times a year i.e. once every quarter, and without prejudice to the above, as often as is required to give effect to the Association’s aims and objectives.
ii. In addition, upon a request signed by not less than 5 (five) members of the EXCO and stating the reasons for the request, the President shall summon an emergency meeting of the EXCO.
iii. The cost of hosting EXCO meetings shall be borne by the Association. Such expenses shall be kept reasonable in the circumstances.
vii. Quorum
Eight (8) members present shall form a quorum at an EXCO meeting. In the absence of the President, the 1st Vice President shall preside.
viii. Obligation to Attend Meetings
EXCO members shall attend all meetings of the Association including EXCO meetings, quarterly General meetings, and the Annual General meeting. Any EXCO member who does not attend at least 50% of meetings fixed in a year without good cause as determined by EXCO, shall be asked to resign from the EXCO.
7.4 Standing and Ad-Hoc Sub-Committees
i. There shall be the following standing Sub-Committees of the Association:
(a) Membership Sub-Committee
(b) Fundraising Sub-Committee
ii. Suitable persons to serve as Chair and members of the Standing Sub Committees shall be appointed by the EXCO from amongst the financial members of the Association.
iii. The Membership Sub-Committee shall be responsible for:
(a) maintaining and increasing the membership of MGHSOGA and keeping a database for that purpose;
(b) keeping a database of departed members of the Association for the purpose of remembering them on special occasions or for any other purpose;
(c) keeping the archives of the Association and the School and documenting its history.
iv. The Fundraising Sub-Committee shall be responsible for fundraising activities and initiatives of the Association.
v. The EXCO may establish other ad-hoc sub-committees from time to time, that are necessary for the discharge of its functions. The tenure of the members of all sub-committees shall be as agreed by the EXCO.
vi. A Chair of a sub-committee may co-opt any member of the Association by prior written request sought and received from the EXCO and convene such number of meetings as shall be necessary to give effect to its mandate. In addition, the EXCO may assign other functions to the Standing sub-committees and any ad-hoc sub committees as may be considered necessary for the effective discharge of their duties.
ARTICLE 8: CHAPTERS, BRANCHES AND CLASS SETS
8.1 Chapters
i. There shall be 2 (two) Chapters of the Association based in the Diaspora – in UK, Ireland and Europe, and North America, respectively.
ii. A Chapter may be formed in the other countries or continents in the Diaspora where at least 25 (Twenty-Five) old girls of MGHS across Sets are based and reside there.
iii. A Chapter shall be headed by a Chapter President who is concurrently
Vice-President of the Association and shall be a member of the EXCO and carry
out the functions listed in Article 7.2.2 of this constitution.
iv. A Diaspora Chapter shall have its executive committee and such number
of officers as the Chapter may deem necessary to run its affairs.
v. A full list of names of members of the Chapter and such other information
as requested by the EXCO shall be forwarded to the EXCO yearly through
the Secretary-General of the Association.
vi. Whenever Chapter elections are held, the Secretary of the Chapter shall
immediately forward to the EXCO through the General Secretary, the list of
names of the new Chapter EXCO signed by the Chapter President and
Secretary, so that their Chapter’s records with the Association may be
updated.
8. The Diaspora Chapters in Europe and North America are:
“MGHSOGA (UK, EU and Ireland)”; “MGHS OGA (North America Inter-generational)”
8.1.1 Formation of new Chapters
i. Whenever at least 25 (Twenty-Five) financial members of MGHSOGA indicate the desire to form a Chapter in any part of the Diaspora outside UK, EU, Ireland, and North America they shall hold regular meetings for a minimum of 6 (six) months and thereafter they shall notify the EXCO of their existence in writing through the General Secretary of the Association and request for the Association’s permission to form a Chapter.
ii. The written request shall be accompanied by:
a) A list containing the names and contact details of the members who wish to form a Chapter;
b) Minutes of regular consecutive meetings held for at least 6 (six) months prior to the request, with the attendance list showing the presence of at least 25 (Twenty-Five) members of the Association at each meeting.
c) Details of project(s) undertaken for the benefit of the Association and/or the School if any.
iii. The request shall be considered in the first instance by the EXCO. If all necessary conditions precedent have been met, the request shall be communicated to all members through the relevant platform(s) and members shall be given a specified time to forward their written objections (if any) to the EXCO.
iv. If no objection is received or if any objection received is resolved at the EXCO level, the request shall be included in the Agenda of the next AGM for ratification by a simple majority of the members of the Association present and voting.
8.2 Branches
i. A Branch of the Association may be formed in any other location outside Lagos but within Nigeria where there are at least 15 (Fifteen) old girls of MGHS from any Class Set based and residing there.
ii. A Branch shall be headed by a Branch President and assisted by a Secretary and such number of officers as the Branch may deem necessary to run its affairs.
iii. A full list of names of members of the Branch and such other information as requested by the EXCO shall be forwarded to the EXCO yearly through the General Secretary of the Association.
iv. Whenever Branch elections are held, the Secretary of the Branch shall immediately forward to the EXCO through the General Secretary of the Association, the list of names of the new Branch EXCO signed by the President of the Branch and the Secretary, so that their Branch’s records with the Association can be updated.
v. A Branch shall be described by the name of the Association and the city as follows:
“MGHSOGA (Ibadan Branch)”; “MGHSOGA (Abuja Branch)” etc.
8.3 Class Sets
i. Class sets remain the major means of stratification of Old Girls. The Class Sets shall comprise old girls who either gained admission to the School in a particular year, or passed out of the school in a particular year, or spent at least one academic session in the school within that period of years. It shall also include Old Girls who did their A levels in the school.
ii. When formed, each Class Set shall immediately notify the EXCO of its existence through the General Secretary of the Association, with a list of the names and contact details of its EXCO and members.
iii. A Class Set shall be headed by a Set President assisted by a Secretary and such number of officers as the Set may deem necessary to run its affairs.
iv. It shall be the responsibility of each Set Secretary to forward yearly the list of the EXCO and updated active list and a Report of their activities to the Secretary-General, by the date specified by EXCO.
v. Two or more consecutive Class Sets may merge if the individual Sets do not have enough members to form a Class Set, or for choose to do so for any reason at all.
vi. A Class Set shall be described with the full dates of the specified period of years preceded by the initials of “MGHS OGA’ as follows:
“MGHSOGA 1900-1905/07 Set” or “MGHSOGA 1945/46/47 Combined Set” or “MGHSOGA 2000-2006 Set” etc.
vii. Sets that concluded their course of study prior to 1989 and during the period the school offered A Level courses are to include the corresponding A level classes in their sets e.g. A level class of 1974 -1976 will be incorporated in the O Level class of 1974. Thus, the set will be 1970-74/76 Set.
8.4 Chapter, Branch and Class Set Constitutions
i. All Chapters, Branches and Class Sets are encouraged to draft constitutions to guide their activities, and to model such constitutions after the MGHSOGA constitution to ensure uniformity of structure and purpose, with such modifications as are necessary to fit their circumstances.
ii. Notwithstanding the above, every Chapter, Branch and Class Set shall be bound by the provisions of the MGHSOGA constitution even though they may have their own constitution and wherever any provision of their constitution conflicts with the MGHSOGA constitution, the provisions of the MGHSOGA constitution shall prevail.
ARTICLE 9: MGHSOGA EXECUTIVE SECRETARIAT
The Association may employ an Executive Secretary to run the MGHSOGA Secretariat on a full-time basis. The Executive Secretary, who shall report to, receive directives from and work closely with the President either directly or through the General Secretary, shall be responsible for general management and administration of the Secretariat and the implementation of all the Association’s aims, objectives and activities.
ARTICLE 10: MEETINGS OF THE ASSOCIATION
i. Meetings of the Association are open to all old girls of MGHS irrespective of whether they are financial members of the Association or not, provided that where an old girl is not a financial member of the Association, she shall not have any voting rights.
ii. Quarterly Meetings
(a) Regular meetings of the Association shall be held every quarter, on the 3rd Sunday in the months of March, June, September and November of every year.
(b) Notices of the date, time and place of all meetings shall be circulated to members by the General Secretary via the Association’s website and other electronic and/or social media platforms by which the Association disseminates information to members, no later than 2 (two) weeks before the date fixed for each meeting.
iii. Annual General Meetings
i. The March meeting of each year shall be the Annual General Meeting [“AGM”] of the Association.
ii. A mandatory 21 (Twenty-one) days’ notice of the AGM shall be posted on the Association’s website and other social media platforms not later than 15 February of each year. The notice may also be published where necessary in an advertisement of not more than half a page in a national daily newspaper of wide circulation.
iii. Only financial members shall be eligible to vote at the AGM, provided that a member shall be eligible to vote if she attends and pays her dues on the day or at the venue of the AGM.
iv. The members in General meeting of the Association, including quarterly, Annual General and Extra-ordinary General meetings, shall constitute the highest decision-making body of the Association and the supreme authority of MGHSOGA shall be exercised by the members in General meeting.
iv. Extra-Ordinary General Meetings
The President may convene an Extra-Ordinary General meeting either of her own volition, or at the request or agreement of a 2/3rd majority of the EXCO members present and voting at an EXCO meeting, or on the request of not less than a 2/3rd majority of members present and voting at a quarterly meeting or upon a request to the EXCO signed by not less than 50 (Fifty) financial members of the Association stating the reasons for requesting the meeting.
v. Quorum
i. For quarterly meetings of the Association, 25 (Twenty-five) members present shall form a quorum.
ii. For Annual General and Extra-ordinary General meetings, 50 (Fifty) members present shall form a quorum; provided that should the members present be less than 50, a 2/3rd majority of the members present and voting shall have the power to pass a resolution to form a lesser quorum for the purpose of holding that meeting only.
iii. In the absence of the President, the 1st Vice President shall preside over meetings.
vi. Cost of Association Meetings
Unless sponsorship is received by any member or members of the Association the cost of meetings shall be borne by the Association, such expenses to be kept reasonable in the circumstances.
PART III – FINANCIAL PROVISIONS
ARTICLE 11: FINANCES
11.1 Financial Year
The Financial year of the Association shall be 1st January to the 31st day of December every year, in order to present the Statement of Accounts at the Annual General Meeting in March of the following year.
11.2 Sources of Income
i. MGHSOGA shall have the power to obtain and receive funds from contributions, donations, legacies, endowments, grants or any other lawful methods and accept and receive gifts or real property of any description.
ii. Other sources of income of the Association shall also be funds obtained, collected and received from annual dues, levies and profits from commercial ventures such as fund-raising events and interest earned on investments such as savings accounts, fixed deposits and Treasury Bills, or profit from real property.
iii. All investments of the Association shall be limited to low-risk investments such as savings accounts, fixed deposits, treasury bills and real property.
11.3 Accounts
11.3.1 Banking Transactions
i. The Association shall operate investment, savings and current accounts as may be required with any reputable bank(s) selected from time to time by the EXCO.
ii. For record and audit purposes, where payments from the Association are made electronically, payment vouchers will be raised and duly signed by the authorized signatories in line with the bank mandates.
iii. All cash funds collected shall be handed over to the Treasurer immediately. The Treasurer shall within 72 hours of receipt pay such funds into the appropriate bank account(s) of the Association.
iv. All cash payments made on behalf of the Association shall be properly authorized, receipted and documented for record purposes.
v. Cheques and other instruments drawn on, and all instructions to the Association’s bankers shall be signed by any two of the Association’s signatories in line with the bank mandates.
vi. The President, the 1st Vice President, the Financial Secretary and the Treasurer shall be signatories to the Association’s accounts. One A signatory and one B signatory shall be required to sign any cheques, instruments or instructions in line with the mandates specified below, for the cheque, instrument or instruction to be honoured:
S/No. | Designation | Capacity |
1 | President | A Signatory |
2 | 1st Vice President | A Signatory |
3 | Financial Secretary | B Signatory |
4 | Treasurer | B Signatory |
vii. All payments shall pass through the prescribed approval process before they are honoured by the Treasurer.
viii. The General Secretary shall have the power to run an imprest account of not more than N100,000.00 (One Hundred Thousand Naira Only.) Any expense for the purpose of meeting a specified requirement above N250,000.00 (Two Hundred and Fifty Thousand Naira Only) shall go through the appropriate procurement process described in Article 11.3.2 below.
ix. The General Secretary shall be required to keep detailed records of all monies spent from the imprest account and shall render regular accounts at every EXCO meeting, and whenever called upon to do so.
11.3.2 Procurement and Contracting
i. Where there is the need to procure/award a contract, a justification shall be made in writing for EXCO’s consideration. Proforma invoices/quotations from 3 (three) reputable and verifiable vendors shall be attached to the justification.
ii. Any procurement/contract between N250,000.00 (Two Hundred and Fifty Thousand Naira Only) and N1,000,000.00 (One Million Naira Only) shall require the approval of a 2/3rd majority of the EXCO members present and voting at an EXCO meeting.
iii. Any procurement/contract of N1,000,000.00 (One Million Naira Only) and above shall require the approval of a 2/3rd majority of the members present and voting at a quarterly meeting, an Annual General meeting, or an Extra-Ordinary General meeting convened for that purpose.
iv. Where appropriate, an Ad-hoc Tenders Sub-Committee and/or a Procurement Sub-Committee shall be established on terms and conditions to be proposed by the EXCO and approved by the members in General meeting, to consider any substantial expenditure by the Association.
v. All procurement purchases for and on behalf of the Association shall be receipted and documented on the vendor’s official receipt or typewritten receipt on the vendor’s official letterhead and stamped with the company’s official stamp or seal. As far as possible, unreceipted purchases and/or handwritten receipts shall be avoided.
11.3.3 Spending Limits/Authority to Incur Expenses (AIE)
i. The President and EXCO of MGHSOGA shall have the following spending limits:
S/No. | Designation | Contract | Procurement |
1. | EXCO | Under N1,000,000.00 | Under N1,000,000.00 |
2. | President | Under N250,000.00 | Under N250,000.00 |
ii. Spending limits may be increased upon approval of a request made by the EXCO by a 2/3rd majority of financial members present and voting at a bi-monthly or any other meeting of the Association.
11.4. Audits
i. Internal Auditor
The books and statements of account and other financial documents of the Association shall be audited on a bi-annual basis by the Internal Auditor or as required by the EXCO or the Association and regular Reports thereof shall be presented to the EXCO or the members in General meeting. The Internal Auditor, together with the Financial Secretary and the Treasurer shall work with the External Auditor (when any is appointed) to prepare and present the audited accounts of the Association.
ii. Appointment of External Auditor
1. An External Auditor shall be appointed at the Annual General Meeting of the Association to carry out an audit of the Association’s accounts at the end of each tenure.
2. The External Auditor shall be a reputable Chartered Accountant or firm of Chartered Accountants.
11.5 Borrowing Powers of the Association
i. The borrowing powers of the Association shall only be activated by the approval of a 2/3rd majority of the members present and voting at an Annual General Meeting or at an Extra-ordinary General Meeting convened for that purpose.
ii. If at any time, the Association passes a resolution authorising the EXCO to borrow money on behalf of the Association, the EXCO shall be empowered to borrow, either at one time or from time to time, any amount of money, at the rate of interest and in the form or manner and upon the security specified in the resolution passed at the AGM or EGM.
iii. All members of the Association whether they voted on the resolution or not and all Old Girls who become members of the Association after the passing of the resolution shall be deemed to have assented to it as if they had voted and shall be bound by the resolution.
PART IV – ELECTORAL PROVISIONS
ARTICLE 12: ELECTIONS
12.1 Eligibility
i. Only financial members who have paid their annual dues for the year shall be eligible to nominate and vote at the Association’s elections.
ii. Only financial members who have paid their annual dues for the last 2 (two) years shall be eligible to be nominated and voted for at the Association’s elections.
iii. A financial member shall be entitled to 1 (one) vote only.
iv. A financial member shall be eligible to contest for any office in the EXCO if :-
(a) For the post of President, she has been an Old Girl of the school for at least 35 (Thirty-Five) years.
(b) For the post of Vice President, she has been an Old Girl of the school for at least 30 (Thirty) years.
(c) For all other posts, she has been an Old Girl of the school for at least 15 (Fifteen) years.
v. Notwithstanding the above, a financial member shall only be eligible to contest for any post in the EXCO if-
(a) She has not already served the two-term limit in the post she is contesting for, except where she has served the balance of an EXCO member’s tenure on account of a vacancy created by that member’s resignation, removal or demise;
(b) She has regularly paid her annual dues and any levies, or she pays her dues and any levies for at least two years prior to contesting for the election;
(c) She has been active in set, branch, chapter and association activities;
(d) She is in good standing within the society at large;
(e) She has not been declared bankrupt;
(f) She does not suffer from any medical condition or illness making her incapable of contesting for and/or holding office in the EXCO;
(g) She has not been convicted of a criminal offence by a court or tribunal of competent jurisdiction.
12.2 Inclusiveness
Although members are free to nominate any member of their choice (including themselves) to contest for any post in the EXCO, members are encouraged to reflect as far as possible in their choices, the various generations and diversity to ensure an even spread in the EXCO.
12.3 Electoral Committee
i. An Electoral Committee consisting of a minimum of 3 (three) and a maximum of 7 (seven) members shall be appointed by the Executive Committee for the purpose of conducting the Association’s elections.
ii. The appointment of the Electoral Committee in an election year shall be announced in January of that year.
iii. The Chair of the Electoral Committee shall be a member of mature mind and unimpeachable character and shall commit to delivering free, fair and transparent elections.
iv. The Chair of the Electoral Committee may be appointed successive times, provided that each re-appointment is approved by a 2/3rd majority of the EXCO members present and voting.
v. The Electoral Committee shall have unfettered power to organise and conduct elections, including deciding on the voting procedure, announcing the results and declaring the winners, but excluding the eligibility of contestants.
vi. The Electoral Committee shall have the power to enforce the provisions of the constitution relating to elections and sanction any candidates who violate them, including but not limited to disqualification from participating in the electoral process.
vii. The decisions of the Electoral Committee in all matters relating to the guidelines and process for the elections (excluding eligibility of contestants) shall be final.
12.4 Election Procedure
i. Election of members of the MGHSOGA EXCO shall be held every 2 (two) years in the month of March in an election year.
ii. Elections shall be conducted via a secure online voting platform procured by the Electoral Committee.
iii. The Electoral Committee shall call for nominations by putting up a notice on the Association’s website and other suitable media no later than the 31st of January in an election year. The notice shall contain the list and description of all the posts to be contested for.
iv. The Electoral Committee will set up a schedule for the elections in such a way as to conclude the process by 15th March in an election year.
v. Nomination forms shall contain the contestants’ CVs, passport-sized photograph, contact details and a brief Statement of Intent outlining their vision, goals and aspirations for the Association in the post they are nominated for.
vi. Contestants and members shall maintain decorum and decency before, during and after the electoral process.
vii. The time frame for the online voting process shall be determined by the Electoral Committee and announced well in advance of the elections. The results shall be announced in accordance with the procedure laid down by the Electoral Committee. The person with the highest number of votes cast for any post shall be declared the winner and returned duly elected.
viii. Where there is no contestant for a particular post, the incoming EXCO shall have the power to appoint any eligible financial member of the Association to fill that post, provided that the appointment is immediately ratified by a 2/3rd majority of members present and voting at the next meeting of the Association.
ix. Where there is a tie after the votes have been counted, a second round of online voting shall commence for that post until a winner emerges.
x. Bye-elections shall be conducted to fill any vacancy created by the resignation, removal, or demise of an EXCO member. Any member so elected shall serve out the remainder of the term and shall be eligible to contest for that post and serve out a new 2-year term. She shall also be eligible for re-election subject to the two-term limit as stipulated by this constitution. This shall be the only exception to the rule that a member cannot occupy a post beyond the two-term limit prescribed by this constitution.
xi. Outgoing EXCO members shall complete all handover formalities within 7 days. The handover/inauguration of new EXCO members shall take place at the Annual General Meeting.
xii. The Swearing in ceremony shall be conducted by the Chairman, Electoral Committee.
xiii. All decisions relating to the elections generally shall be taken by the Electoral Committee, who may, in their discretion consult with the EXCO and/or the Board of Registered Trustees, where appropriate.
xiv. All decisions of the Electoral Committee shall be final.
PART V- MISCELLANEOUS AND STATUTORY PROVISIONS
ARTICLE 13: COMMON SEAL
i. The Association shall have a common seal with the School’s emblem and the inscription “METHODIST GIRLS’ HIGH SCHOOL OLD GIRLS’ ASSOCIATION”, as illustrated in Schedule 1 of this constitution.
ii. The common seal shall be kept in the custody of the President of the Association who shall produce it when required for use by the Trustees.
iii. All documents to be executed by the Trustees shall be signed by the Trustees and sealed with the common seal.
ARTICLE 14: MISCELLANEOUS
14.1 Founders Day
i. The Founders Day of Methodist Girls’ High School (MGHS) is October 27. The Anniversary and Annual Reunion of MGHSOGA shall be held annually on the first Saturday after October 27.
ii. The Association shall hold religious and social activities to commemorate the Annual Reunion and Founder’s Day which shall be communicated to members no later than the September meeting.
14.2 EXCO Handover/Inauguration
In an election year, the handover of the outgoing, and inauguration of the incoming EXCO shall take place during the Annual General Meeting.
14.3 Use of MGHSOGA Emblem
i. In all MGHSOGA activities at Class Set, Branch, Chapter or Association level, where it shall be necessary to use either the Association’s emblem and/or the School’s emblem in any printed materials the design used shall be as illustrated in Schedules 1 and 2 of this constitution respectively.
ii. The artwork for either emblem shall be obtained only from the General Secretary or the Executive Secretary where there is one, to ensure uniformity in the printing of the emblems in all MGHSOGA-related publications.
14.4 Official Correspondence
For uniformity, the official fonts for the Association to be used in all correspondence and publications shall be Arial in point size 12 or 14.
ARTICLE 15: AMENDMENT OF THE CONSTITUTION
15.1 This constitution may be amended at any Annual General Meeting by a vote to that effect of a 2/3rd majority of the members present and voting, provided that:
i. The proposed amendment is not in conflict with the Constitution of the Federal Republic of Nigeria for the time being in force;
ii. Written notice of the proposal to amend is forwarded to the EXCO through the Legal Officer and if accepted, such proposal shall be circulated by the General Secretary to each member in the Association’s directory of members and posted on the Association’s website, at least 21 (Twenty-one) days prior to the Annual General meeting at which the vote on the amendment is to be taken;
iii. The written notice to EXCO contains details of the proposed amendments and the reasons for the proposed amendment, and names and signatures of the members proposing the amendment;
iv. Notice of the proposed amendment is on the agenda for the AGM;
v. A quorum is met at the AGM prior to the vote being taken.
15.2 The approval of the Corporate Affairs Commission to any proposed amendment passed shall be sought and obtained by the EXCO before the amendment can come into effect.
ARTICLE 16: INTERPRETATION CLAUSE
16.1 In this Constitution, unless it is otherwise expressly provided or implied:
i. “Ad Hoc Committee” means any sub-committee formed for the purpose of carrying out specific tasks or objectives and shall be dissolved after the completion of such task or objective.
ii. “Association” means the Methodist Girls’ High School Old Girls’ Association.
iii. “Board” means the Board of Registered Trustees of Methodist Girls’ High School Old Girls’ Association
iv. “Branch” means a recognized group of the Methodist Girls’ High School Old Girls’ Association in a State or City outside Lagos but within Nigeria.
v. “Class Set” means a recognized group of old girls who attended Methodist Girls High School, Yaba, Lagos and who shall have either entered, or left or spent at least one academic session in the school within a specific period of years.
vi. “Diaspora Chapter” means a recognized group of the Methodist Girls’ High School Old Girls’ Association outside Nigeria.
vii. “EXCO” means the Executive Committee of Methodist Girls’ High School Old Girls’ Association.
viii. “EXCO Member” (a.k.a “Officer”) means any member of the Executive Committee of the MGHSOGA.
ix. “Ex Officio” means a member holding a post in the EXCO or on an ad hoc committee on account of her position.
x. “Financial Member” means any member who has paid the annual dues of Methodist Girls’ High School Old Girls’ Association and any levies up to the current year.
xi. “IPGS” means Immediate Past General Secretary of the Association at any given time.
xii. “IPP” means Immediate Past President of the Association at any given time.
xiii. “Legal Practitioner” means a lawyer in active legal practice, or an in-house counsel (legal adviser), or a company secretary.
xiv. “Members in General Meeting” means the financial members of the Association whose status as financial members entitles them to vote at meetings of the Association where decisions affecting the Association are taken and resolutions are passed.
xv. “Officer of the Association” means a member of the Executive Committee (EXCO) of Methodist Girls’ High School Old Girls’ Association.
xvi. “Present and voting” includes voting by any means which the meeting determines whether in advance or otherwise including but not limited to remote and/or online voting
xvii. “Seal” means the common seal of the Methodist Girls’ High School Old Girls’ Association.
xviii. “Secretariat/Association’s Secretariat” means the registered office and headquarters of Methodist Girls’ High School Old Girls’ Association.
xix. “Semi-autonomous” means partially independent and self-regulating but still answerable to and governed by the MGHSOGA the MGHSOGA structure and constitution.
xx. “Shall” indicates a mandatory act
xxi. “This constitution” means the recognized Constitution of Methodist Girls’ High School Old Girls’ Association at any point in time and any subsequent amendments thereto.
xxii. “Trustee or Trustees” means a Registered Trustee of the Methodist Girls’ High School Old Girls’ Association.
ARTICLE 17: DISPUTE RESOLUTION
In the event of any dispute over the interpretation of any part of this constitution, the dispute shall be referred to a panel of 3 (three) legal practitioners including the Legal Officer of the Association and 2 (two) legal practitioners chosen from amongst the members of the Association. Appeals against the panel’s decision shall be brought before the Board of Registered Trustees whose decision shall be final and binding.
PART VI – STATUTORY PROVISIONS
ARTICLE 18: SPECIAL CLAUSE
The income and property of the Methodist Girls’ High School Old Girls’ Association (MGHSOGA) from wherever derived shall be applied solely towards the promotion of the aims and objectives of the Association as set forth in this constitution and no portion thereof shall be paid or transferred directly or indirectly by way of dividend, bonus, or otherwise however by way of profit to the members of the Association. Provided that nothing in this constitution shall prevent the payment, in good faith, of reasonable and proper remuneration to any officer or servant of MGHSOGA or to any member of the Association in return for services rendered to the Association, nor prevent the payment of interest on money lent, or reasonable and proper rent for premises demised or let by any member to the Association.
ARTICLE 19: INDEMNITY
A member, trustee, officer, or an employee of the Association shall be indemnified out of the funds of the Registered Trustees of MGHSOGA against any costs, expenses, liabilities, or charges, properly incurred by her in good faith in the performance of her official/assigned duties, except it is proved that such loss arose from her neglect, willful default or because of fraud.
ARTICLE 20: EMPLOYEES OF THE ASSOCIATION
The Executive Committee may appoint, pay, and dismiss any employee of the Association.
ARTICLE 21: WINDING UP
21.1 MGHSOGA may be wound up following the unanimous vote of members at an Extra-Ordinary General meeting specially convened for that purpose, provided always that the provisions of the Special Clause of this constitution shall apply, or by the court, pursuant to a petition, if at an Annual General Meeting of the Association, a resolution is passed by a two-thirds majority of the members present and voting that it is just and equitable in the circumstances to do so.
21.2 In the event of a winding up or dissolution of the Association, if after the satisfaction of all its debt and liabilities there remains any property whatsoever, such property or proceeds from the sale thereof and/or monies standing to the credit of the Association shall not be paid or distributed amongst members but shall be given or transferred to the School or some other institutions having objects similar to MGHSOGA and the School or other institutions shall be prohibited from distributing the income and/or property among its members and/or Trustees to an extent at least as great as that imposed on MGHSOGA before its dissolution and if in so far as effect cannot be given to the aforesaid provision, then to some charitable object.
ARTICLE 22: COMMENCEMENT
This constitution was adopted as the constitution of the of the Methodist Girls’ High School Old Girls’ Association [“MGHSOGA”] on the 13th day of December 2020.
This constitution is supreme, shall have binding effect on all members of the Association and shall be deemed to have come into effect on the 13th day of December 2020.