Professional Documents
Culture Documents
MEMORANDUM AND
ARTICLES OF ASSOCIATION
OF
DRAWN BY:
DIRECTORS
P.O BOX KAMPALA, UGANDA
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THE COMPANIES ACT (CAP.1/2012)
OF
2. Vision:“To reach all nations with Salvation, healing and deliverance of Jesus Christ”
3. Mission:“To preach, evangelize, show love and pray for nations to win souls for Christ””
4. The registered office of the Company will be situated in the Republic of Uganda.
5. The Objectives for which the Company is established are:-
i. To preach the Christian faith with an intention of spreading the gospel of our
Lord Jesus Christ to all nations as revealed in the bible(Mathew: 28:19)
ii. To establish and maintain Christian Centers of Worship in various parts of
Uganda and beyond.
iii. To establish bible colleges or training centers for training church ministers for
God’s services.
iv. To partner with local and international Christian organizations, churches and
evangelists for purposes of Church services and development of God’s people.
v. To involve the Church members in work of humanitarian services, relief and
social rehabilitation.
vi. To establish places for retreat for purpose of intercessory prayer and worship of
our Lord.
vii. To share love and compassion to the needy through social welfare support such
as; widows, orphans, elderly and disabled persons.
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viii.
ix. To establish and build schools, vocational training centres and health centres
to improve the standard of living of God’s people.
x. To promote sports and drama for talents development and self-sustainability of
God’s people.
xi. To involve God’s people in farming and cattle rearing to improve their incomes.
xii. To equip Women through capacity building in self– help and income generating
skills
xiii. To promote the culture of financial saving and investment among God’speople
for prosperity.
xiv. To extend welfare support and catering services to children and families in
need.
xv. To hold special meetings for special groups; youth, Women, Men and Children
for encouraging and developing their individual ministries.
xvi. To promote children talents though sports, music, dance and drama.
xvii. To campaign against environmental degradation and abuse.
xviii. To promote access to information of socio – economic transformation.
xix. To partner with any local or international charity agencies for grants, donations
and service providers on behalf of members.
xx. To create a source and solicit for funds and other contributions, by which the
association can afford to run its affairs and satisfy all its objectives
xxi. To influence local and central government to create opportunities for and pass
laws that doesn’t afflictthe country citizen.
xxii. To develop, maintain and promote members’ networks to ensure effective
participation of membersgender mainstreaming issues.
xxiii. To train and provide facilities for training members either locally or abroad and
to invite skilled manpower for that purpose to enable members socio – economic
empowerment.
xxiv. To publish and distribute books, magazines, periodicals, journals, newspapers,
literature and other work that are connected with socio – economic
empowerment of our people.
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xxv. To subscribe to the aims and objectives of any other organizations or
associations whose aims and objectives are similar in nature to the aims and
objectives of the company.
xxvi. To enter into dialogue with Government, organizations, institutes to promote
the welfare of members and community in general
xxvii. To advocate ,observe and promote thelaws and values of women emancipation
xxviii. To purchase, sell, manage, lease, mortgage, dispose off or otherwise deal with
all or any part of the property of the organization.
xxix. To borrow and raise money in such a manner as the organization may think fit.
xxx. To provide moral, social, financial and material assistance to members of
families of founder members during the time of their inability or absence of the
founder members.
xxxi. To perform any lawful activities as may be conducive and necessary to the
attainment and furtherance of objectives herein contained.
3. LIABILITY
Every member of the company undertakes to contribute to the assets of the
company, in event of the same being wound up during the time that he/she is a
member or within one(1) year afterwards, for payment of debts and liabilities of the
company contracted before the time at which he/she ceases to be member and of the
costs, charges and expenses of winding up the same and for adjustment of rights of
the contribution amongst themselves, such amount as may be required not exceeding
UGX 200,000/= (One hundred thousand shillings). At time of winding up or
dissolution of the company after payment of all the debts due. The assets of the
company shall be donated to another organization inline with the same services as
shall be agreed by the founder members
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WE THE SEVERAL PERSONS WHOSE NAMES AND ADDRESSES SUBSCRIBED BELOW
ARE DESIROUS OF BEING FORMED INTO AN ORGANISATION IN ACCORDANCE WITH
THESE MEMORANDUMAND ARTCLES OF ASSOCIATION
P.O Box
Kampala-Uganda
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THE REPUBLIC OF UGANDA
“National Council” means General Meetings (whether Ordinary or Extra Ordinary) of the
Members duly convened and held in accordance with these Articles.
“The Articles” means The Articles of Association for the time being in force.
“Inauguration Meeting” means the first meeting of intended Members after registration.
“Month” means calendar month.
“The Office” means the headquarter of the association.
“The Register” means the Register of Members of the association.
“Subjects as aforesaid” means any words or expression defined in the Statutes shall if not
inconsistent with the subject or context, bear the same meaning in these Articles.
“The Statute” means The Companies Act (Cap. 1/2020) including any statutory
modification or re-enactment of it for the time being in force.
“The Seal” means The Common Seal of the association.
“The Year” means the calendar year.
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Unless the context otherwise requires words implying the singular word are extended to
include the plural and vice versa, the words implying persons, include corporations.
THE TRINITY: We believe there is one and only one living and true God, eternallyexisting
in three persons (Father, Son and Holy Spirit), co-eternal in being, co-identicalin nature,
co-equal in power and glory, co-equal in every divine perfection, andexecuting distinct but
harmonious offices in the great work of redemption. Among the attributes of God: He is
infinite, immutable, all-powerful, all-knowing,everywhere present and inexpressibly
glorious in holiness. He is worthy of all possible honor, confidence and love (Genesis 1:26;
Deuteronomy 6:4; Isaiah 45:21-22)
We believe that the Lord Jesus Christ ascended to heaven, and is now exalted at the right
hand of God, where, as our High Priest, He fulfills the ministry of representative,
intercessor, and advocate (Acts 1:9-10; Hebrews 9:24)
We believe that the Holy Spirit is a divine person, equal with God the Fatherand God the
Son, and of the same nature, who convicts the world of sin, righteousness, and judgment;
that He is the supernatural Agent in theregeneration Who baptizes all believers into the
body of Christ and indwells and seals them unto the day of redemption (John 16:8-11; 2
Corinthians 3:6; 1Corinthians 12:12-13
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F.SATAN IS THE DEVIL
We believe that Satan(The Devil) is real and is the author of sin, and the cause of the fall
and that he was created by God as an angel, but through pride and rebellion .he became
the declared enemy of his Creator and man, the accuser of the brethren, the unholy god of
this age, the ruler of all the powers of darkness; that he is destined to the judgment of an
eternal justice in the lake of fire (Isaiah 14:12-17; Ezekiel 28:11-19; Matthew 4:1-11; 2
Corinthians 4:4; Revelation 12:7-12:20:10)
We believe the true account of the creation of the physical universe, angels, and man; that
this account is neither allegory nor myth, but a literal historical account of the direct,
immediate, creative acts of God in six solar days without any evolutionary process; that
man was created by a direct work of God and not from previously existing forms of life; and
that all men are descended from the historical Adam and Eve, the first parents of the entire
human race (Genesis 1;2; Colossians 1:16-17
We believe that man was created in the image and likeness of God
We believe that salvation is the gift of God brought to man by grace and received by
personal faith in the Lord Jesus Christ, whose precious blood was shed on for the
forgiveness of our sins. Once a person is saved, he is a new creation in Christ Jesus: This
new birth is instantaneous and not a process (Ephesians 2:8-10; John1:12)
I. THE CHURCH.
We believe that the Church, which is the body and the espoused bride of Christ, is a
spiritual organism made up entirely of born-again people of this present age. The Lord
Jesus Christ, Who is glorified in Heaven, is its Head, and the Holy Spirit on earth is the
active agent of the God-Head, Who seeks to bring about within the church obedience to the
Word of God and the Will of God. This one body unites believers to each other, and all to
Christ, and its chief purpose of existence is to glorify God through the evangelization of the
world and the building up of its members into maturity and Christ-likeness (Mark 16:15;
Acts 1:8; Acts 2; 15:14; Romans 1:16)
J. ORDINANCES:
We believe that Christian baptism is the immersion of a believer in water to show forth in a
solemn and beautiful emblem our identification with the crucified, buried and risen Savior,
through Whom we died to sin and rose to a new life; that baptism is to be performed under
the authority of the local church; and that it is a prerequisite to church membership (Acts
8:36-39; John 3:23; Romans 6:3-5; Matthew 3:16; Colossians 2:12; Matthew 28:18-20;
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Acts 2:41-42).We believe that the Lord's Supper is the commemoration of His death until
He comes, and should always be preceded by solemn self-examination (1 Corinthians
11:23-28
b) Any association, person or other legal entity qualifying for membership shall
be:-
IV. Fully paid up in case of ordinary members, whose fees shall be determined
by the Board from time to time.
V. Having such other qualifications which the Board in its absolute discretion
may deem necessary from time to time.
c) The association shall not be liable for any act, omission or commission of any
of its members and for avoidance of doubt it is hereby provided that each member
to the Association shall be a legal entity and thus personally liable in civil or
criminal proceedings.
e) Membership shall run from 1st January to 31st December of each year
irrespective of when the membership fees were paid during the year.
1. Ordinary members
A fully paid up registered member shall be an ordinary member of the Church with
voting rights and shall in all other respects, have the same rights, privileges and
liabilities as other members.This type of membership shall be open to any person
who has received baptism by immersion into water, observes the rules of the
fellowship and practices the church doctrine. It will also include individual persons
serving or benefiting from the services of organization.
2. Associate Member
Any association, company, Non-Governmental Organization or other person with
qualifications common or related objectives as herein stated may upon application to the
Senior Pastor and upon approved by the Board be admitted as an Associate member but
without voting rights.
3. Life member
These are founder members and All subscribers to the Memorandum and Articles of
Association and any other person or association that the Board shall co-opt accordingly
shall be life members with right to vote or be voted for.
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4. Honorary member
The Board may at its discretion decide to co-opt as an honorary member any such persons
or Entities to Honorary membership subject to the approval of the Annual General Meeting
but without voting rights.
The rights and privileges attached to any class of membership may be modified, abrogated
or varied in the membership policy with the approval of the Annual General Meeting.
III. Any member desirous of resigning his/her membership must communicate his
intention to do so in writing to the Senior Pastor by giving notice of the three months.
Any such member who resigns shall not be re-admitted unless otherwise
unanimously resolved by the Board.
IV. Where a member has ceased to be a member of the association for whatever reason,
his/her name shall be removed from the “register” of the members and any
subscription fees that may have been paid by such a member shall not be refunded
to him/her in any event.
V. If a member fails to pay the annual subscription as determined by the Board within
three months of receiving notice of the due date for payment of the annual
subscription.
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I. The Organizational structure of the association shall comprise of the Annual General
meeting, the Board (with such other Sub-Committee as may be established from time
to time by the Board) and the Secretariat.
II. Any organization / institution which is a member of the association may by
resolution of its board members or other governing body, authorize such persons as
it thinks fit to act as its representative at any meeting of the association and the
person so authorized shall be entitled to exercise the same powers on behalf of the
entity which he/she represents as if he/she is the association.
III. Such person acting on behalf of an organization/institute shall be required to furnish
proof of appointment as a representative of the organization /institution before
participating in meetings.
The association members sitting in a general meeting shall form the General Assembly to
be called the Annual General Meeting. It shall be the supreme decision making organ of the
association on all matters pertaining to the association with the following responsibilities:-
I. Consider and approve policies and programmes except those reserved for the Board
as herein stated.
II. Appoint association auditors.
III. Endorse audited accounts.
IV. Determine the maximum liability of the association.
V. Determine annual subscriptions and category of membership.
VI. Determine the remuneration of board members.
VII. Elect Board members every two years and remove a Board member from office as
approved in the Articles of Association.
VIII. Amend the Memorandum and Articles of Association of the association.
ARTICLE 7: BOARD
There shall be a body to be known as “The Board” which shall consist of eight (8) members
including the Executive Director who shall be an ex-officio member of the Board and
Secretary to the board. The Board will comprise of:-
Chairperson
Vice Chairperson
Treasurer
General Secretary
Four (4) of the members of the Board shall be elected by the ordinary members from
amongst themselves, and three (3) of the board members shall be elected by the life
members from amongst themselves.
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Each of the ordinary members on the Board shall request their respective
associations and / or organizations to appoint by their Board resolution, an alternate
Board member who shall act in their absence.
The Chairperson, Vice Chairperson and Treasurer shall be elected by and from the
members of the Board. The Chairperson shall be a life member of the association.
In the event of a board member vacating his /her office before the expiry of his /her
term of office, the post shall be filled by the nominee of the ordinary or life members
who appointed him /her. Such nominee shall serve for the balance of the term of the
vacating member.
The business of the association shall be managed by the Board who may exercise all
such powers and do all such acts and things as may be exercised or done by the
association, and are not hereby or by statute expressly directed or required to be
exercised or done by the association in General Meeting, but subject to any
regulations from time to time made by the association in General Meeting, provided
that no such regulation shall invalidate any prior act of Board which would have
been valid if such regulation had not been made.
The Board shall have power from time to time to make, alter, and repeal such by-
laws or regulations as the Board may deem expedient for the proper management of
the business of the association and shall take all such steps as may be necessary or
sufficient to bring to the notice of the members all such by laws or regulations,
alterations and repeals, provided always that no such by-laws or regulations shall be
inconsistent with or shall affect or repeal anything contained in these Articles or
constitute such an addition thereto as could only validly be made by Special
Resolution, and that any by-law or regulations may be set aside by a Special
Resolution of the Association.
f) Determining from time to time entrance and subscription fees payable by each
class of membership.
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g) Approving work plans, budgets and accounts of the association.
i) Shall hire, supervise, discipline and fire staff and set the terms and conditions
of employment of the staff of the association as may be required from time to
time.
j) Implementation of the Association’s programmes in general by the Board itself
or through Sub-Committees which the Board may designate accordingly.
k) Monitor the progress and out comes of the association.
l) All acts done by any meeting of the Board or its Sub-Committees or by any
Board member shall be valid and will be treated so even if it is later discovered
that there was some defect in the election of the Board members.
m) The association may by special resolution authorize the Board to delegate any
of its authority to an employee of the association.
n) And to do any other thing deemed to be in the interest of the association.
a) The Secretary to the Board may at any time, on the requisition of three Board
members or the Chairperson, call a meeting of the Board members.
c) It shall not be necessary to give notice of a Board meeting to a Board member for the
time being outside Uganda.
d) The Board may fix the quorum necessary for the transaction of the business of the
Board, and unless so fixed, shall be one third of the Board.
g) A resolution in writing signed by all the Board members for the time being entitled to
receive notice of a meeting of the Board, shall be valid and effectual as if it had been
passed at a meeting of the Board duly convened and held.
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h) Subject to the provisions of these Articles, any resolution of the Board shall be
passed by a simple majority of the members present and by Voting in the event of an
equality votes, the Chairperson shall name the casting vote.
i) Any minutes of the association meetings having been approved by the respective
meetings shall be signed by the Chairperson and Secretary and the same shall be
sufficient evidence without any further proof of the facts therein.
ARTICLE 10:
Shall:
Coordinate al the activities of all the Board members and reports to the Annual
General Meeting.
Charged with ensuring the efficient and smooth running of the association and
implementation of its objectives.
Vice Chairperson
Treasurer
Shall:
Cause to be collected membership fees and annual subscription and any other
monies to which the association is entitled.
Cause to be kept proper books of accounts, which shall adequately and currently
reflect financial standing of the association.
Cause to be prepared work plans and budgets for the approval of the Board and
reports for consideration and approval.
Cause to be prepared proposed budgets and work plans and financial reports and a
balance sheet, which shall be read or caused to be read at the Annual General
Meeting.
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Be signatory of the association bank accounts.
Inspect the books and accounts of the association and ensure that they are in good
order.
Shall:
Contribute to the running of the association and contribute his /her time and
expertise.
The Executive Director of the association shall perform the roles of Secretary to the Board
and will do the following roles:-
The remuneration of the Board members shall be determined by the Annual General
Meeting.
Unless removed or being disqualified from office as provided in these Articles, Board
members shall be elected and hold office for a period of two years, renewal but not more
than two consecutive terms.
Without the consent of the association in Annual General Meeting holds any other
office of profit under the association.
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II. Becomes prohibited from being a Board member by reason of any order made under
Section 189 of the Act.
VI. Directly or indirectly interested in any contract with the association and fails to
declare the nature of his / her interest in a manner required by Section 200 of the
Act.
VII. Has ceased being the Executive Director of the association hence not the Secretary of
the Board.
VIII. Fails to attend three consecutive ordinary Board meetings without a valid or
justifiable reason to be determined by or in the opinion of the Board.
XI. Is unable or considered incapable of performing duties by the majority of the meeting
which elected him/her originally, present to constitute the quorum.
XII. Is voted out of office.
XIII. If the members corporation, association or other legal entity by whom he/she was
nominated ceases to be a member of by Guarantee.
XV. Is requested in writing by not less than two third of other members of the Board to
resign provided there exists sufficient grounds in support thereof.
The Board shall have powers to form Board Sub-Committees, as it may deem
necessary in its conduct of the duties herein.
The Board may delegate any of its powers to Board Sub-Committees and the Board
Sub-Committees so formed shall in the exercise of the powers so delegated conform
to any regulations that may be imposed on it by the Board.
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Resolutions of Board Sub-Committees shall be presented in the main board
forapproval.
The Board may appoint members outside the Board to the Board Sub-Committees
depending on their need but Chairpersons of Board Sub-Committees shall be
members of the board.
The secretariat will comprise of appointed staff who will be appointed by the Board in a
transparent manner. The staff shall, take up employment in accordance with the Staff
Rules and Regulations as determined by the Board.
Executive Director
I. There shall be an Executive director shall be responsible for the day to day running
of the organization/Ministry .
VI. Shall collect and ensure safe custody and proper use of the financial resources and
assets of the association.
VIII. Shall act as a secretary to the Board and Board Sub-Committees or may delegate
some officers to be secretaries of some Board Sub-Committees.
IX. Shall act as the Principal signatory to the association bank accounts.
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ARTICLE 16: ELECTIONS.
a) The executive committee shall make a schedule and detailed procedure for elections.
b) All the elections and the entire electoral exercise shall be conducted on a democratic
basis and by secret ballot under one-person one vote system.
c) The candidate with the highest numerical strength shall be declared elected to the
post. In case of any equality of votes of the contestants, fresh elections shall be
conducted at the same sitting of the General Assembly meeting until the post
contested for is filled.
d) There shall be returning officer who shall be appointed according to the procedures
recommended by the Executive Committee. The Electoral Committee established
under Article 6(V1) herein shall propose names for returning officers to be approved
by the Executive Committee.
f) A bye-election for any office, which may have fallen vacant, shall be carried out by
the Board until the next Annual General Meeting.
Schedule of Meetings
a) The Board shall meet at least once every 3 months or at such other time as may be
necessary.
b) The Annual General Meeting shall sit once a year or at such other times as may be
necessary.
d) Emergency Executive Committee meetings shall require at least 7 days notice to the
members.
e) Meetings of the General Assembly shall require a minimum notice of 21 days to the
members.
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f) Extra-ordinary meetings of general Assembly shall convene at the request of one
third of the members of the Executive Committee concerned by forwarding reasons
for request of the meeting to the Secretary in writing with minimum notice of
fourteen (14) days before the proposed date for such meeting..the Executive Secretary
or the Executive Committee shall have powers to convene the extra- ordinary meeting
of the General Assembly.
h) Any member desirous of moving any resolution at the Executive Meeting shall give
notice thereof in writing to the Executive Secretary 30 days before such a meeting is
held.
i) A resolution without previous notice shall not be void abinitio but may move with
prior consent of two thirds of the members present.
j) The conduct of a business at any meeting of the association shall follow a laid out
agenda, adopted by the meeting concerned.
l) The business of the association shall be conducted by way of a motion. Any motion
moved shall require to be seconded by at least two members of the meeting.
m) The Chairperson of the meeting shall keep order in the house and any speaker shall
address the Chairperson as “Mr. Chairman Sir” or “Chairperson Madam”.
n) The Chairperson of the meeting shall have powers to order out of the meeting any
member who conducts himself/herself in a manner unbefitting of the conduct
required in an orderly debate. The Executive Secretary or the Deputy Executive
Secretary shall preside at all meetings, and in the absence of the Executive Secretary
and the Deputy Executive Secretary, then the members present at the meeting shall
elect from among themselves someone to chair the meeting.
p) The quorum for the General Assembly shall be one third of the registered members of
such a meeting.
q) The quorum for an Executive Committee shall be half of the members of the
committee.
ii. A man not yet ordained may preach and minister in a pastoral role, but must complete
the process of ordination as outlined in this constitution before he can take on the
title and authority of a Pastor.
A Pastor shall serve for a period as stipulated in this constitution subject toannual review
and reaffirmation, with a right to terminate his services upon atleast thirty days notice,
i. A Pastor is subject to the same Reaffirmation, Review, Correction and
Removalprocedures for all Elders as detailed in this constitution,
ii. In case of serious error in conduct or doctrine, the Board may suspend a
Pastorsministry immediately by a majority vote of the members present in a
specialmeeting about which all them have been notified as to the time, place
andpurpose thereof,
iii. If a Pastor is dismissed, he shall cease his ministries immediately (including
vacating the pulpit if he is the Senior Pastor), and shall receive one-month's pay.
His/Her salary may be extended for an additional one month if he continues
unemployed.
iv. If a Pastor dies while in office, his widow and dependent children shall receive any
salary, reimbursements, etc., still owed to the Pastor, plus what would have been
his severance pay. If the Pastor lived in a parsonage, his dependent family may
continue to use the parsonage for a minimum of one month and a maximum of
until a new Pastor is called,
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D . WHEN THE CHURCH IS LOOKING FOR AN ASSOCIATE PASTOR,
THEELDERS SHALL:
(a) write a general job description explaining the ministry objectives the Associate
Pastor would be asked to meet.
(b) Appoint a committee to gather a list of potential candidates; screen such
candidates as to spiritual and moral qualifications, ability to fulfill the job
description and agreement with the Statement of Faith and Constitution of this
church; and recommend such candidates to the Board a candidate not yet
ordained may be recommended, but such a candidate cannot receive the title of
Associate Pastor until ordination is completed;
(c) Meet with candidates recommended by the committee for advisory purposes.
(d) Recommended a candidate to the congregation upon unanimous approval by the
Board.
(e) Present the recommended candidate to the congregation for questioning and
observation.
(f) Call a special church business meeting to vote on the candidate. A minimum of
75% approval by members present is needed before a call may be extended to the
candidate.
i. Upon assuming his duties, the Associate Pastor and his wife (if married) shall
become members of the church.
The duties and functions of the Senior Pastor shall include the following:
i. He shall serve as an overseer and shepherd with ultimate responsibility for the
leadership and spiritual ministry of the church, including the supervision of the
pulpit;
ii. He shall preach regularly at the church services; direct the administering of the
ordinances, and act as moderator of church business meetings unless he chooses to
appoint a moderator, but he shall not serve as moderator in relationship to any
question dealing with his personal compensation or other matters of his personal
status;
iii. He shall officiate at Christian weddings, memorial services, funerals, and other
occasions that usually fall to the Senior Pastor;
iv. He shall work in conjunction and harmony with the other offices in
v. coordinating and Conducting the entire church program
vi. He shall be the chairman of the Board and Secretariat and an ex-officio member of all
church committees with all rights thereof, including attendance and voting at all
meetings.
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vii. Meetings concerning the Church or Ministry will not be conviened inside the church
or out side Church without the conscent of the Senior Pastor.
viii. He shall be responsible for all other duties common to the office of the Senior Pastor.
ix. He shall actively seek to raise up and train other men and Women to be Ministers.
x. He shall be principal signatory to the Ministries legal and Bank documents/
Accounts.
i. The duties and functions of an Associate Pastor will be in keeping with his individual
spiritual gifts and be specified at the time he is hired.
ii. If an Associate Pastor is ordained he or she is also allowed to attend elders meetings.
iii. If he is not ordained, he is given the title of "Associate Minister." He may-attend meetings
of the Committees as an observer and respondent only, except in those areas
pertaining to his specific ministries.
iv. He is an ex-officio member of all committees pertaining to his specific areas of ministry
with all rights thereof including attendance and voting.
iii. He will work in association and harmony with the Senior Pastor.
f. QUALIFICATION OF ELDERS
Elders shall be male and Female members of this church and shall reflect in their lives the
qualifications set forth in 1 Timothy 3:1-7 and Titus 1:6-9. (The term "Elders" includes
"Pastors"An Elder must complete the Elder Qualification and Approval Process as set forth-
in a separate policy including but not limited to approval by the current Elders to enter
the process; Posses Bible and theological knowledge, confirmation of moral
qualifications for eldership, confirmation of spiritual giftedness to teach, completion of an
internship period, and confirmation of the call of God to eldership by the current Elders
and church congregation. If married, their wives shall also be members of this
church.Elders shall be appointed by the Senior Pastor and serve a term of five years which
can be renewed or not.
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i. An Elder serves for an indefinite term subject to annual review and reaffirmation. His
term begins after completion of the Elder Qualification and Approval Process as set
forth in a separate policy and he has been affirmed by at least 75% of the Active
Members and installed to office by the laying-on of hands by the existing Elders. As
he desires or believes is necessary, he may resign and cease being an Elder, or take a
leave- of absence and be an inactive Elder. Elders who resign may not be Elders again
without completing the Church ministries Elder Qualification and Approval Process
again. Elders who take a leave of absence may be reinstated upon approval of the rest
of the Elders and congregational reaffirmation.
ii. An Elder is terminated from office by, excommunication or disqualification from office as
set forth in this constitution.
h.DUTIES OF ELDERS:
The Elders shall serve together with the "Pastors" according to individual giftedness in the
shepherding, teaching, leading, direction and administration of all matters pertaining to
the ministries of the church. Some of these duties are as follow:
i. To minister to the spiritual needs of the congregation;
ii. To maintain an evangelistic outreach;
iii. To establish and administer the Elders' Fund;
iv. To minister to the sick and needy;
v. To assist in conducting the ordinances;
vi. To interview and approve candidates for church membership
viii. To recommend for church action any changes to either the Statement of Faith or the
Church Covenant.
xi. To establish and maintain a long-range plan for the church's ministry vision and its
implementation.
i.QUALIFICATIONS OF DEACONS
i. Deacons shall be male members of this church and have the qualifications set forth
in Acts 6:3 and 1 Timothy 3:8-13.
ii. A Deacon must complete the Deacon Qualification and Approval Process as set forth in
aseparate policy including but not limited to
iii. Approval by the current Deacons and Deaconess committee to enter the process;
(g) Examination as to Biblical and theological knowledge
But also consider completion of an internship period confirmation of the call of God
to Deaconship by the Senior pastor and the church congregation.
xii. If married, their wives shall also be members of this church.
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j.DUTIES OF DEACONS
The Scriptures indicate the office of Deacon is that of a servant of the Church and helper
to the Elders (Philippians 1:1; 1 Timothy 3; Acts 6:1-6) and they are, therefore, directly
responsible to the pastors. Specific duties of the Deacons shall be defined according to
the needs of the church. Some of the duties which the Deacons shall perform include:
i. Supervision of all operations within the church, assisting in establishment of
abusinesslike method of bookkeeping and auditing, and providing oversight of
theTreasurer,
ii. Establishment and maintenance of a purchasing procedure;
iii. Establishment and maintenance of a long-range plan for that portion of thechurch
operation for which they are responsible;
iv. Recommendations concerning salaries, benefits, and vacation
iv. Maintaining close liaison and cooperation with the Pastors and
churchcommittees;
vi. supervising the care and maintenance of the church grounds and property;
(h) Forming subcommittees as needed to fulfill their responsibilities;
A Deacon serves for an indefinite term subject to annual review by the Board and other
pastors and reaffirmation by the congregation. His term begins after completion of the
Deacon Qualification and Approval Process as set forth in a separate policy, and he has
been affirmed by at least 75% of the Active Members and installed to office by the laying-
on of hands by the Senior Pastor . He may resign or take leaves of absence as he desires or
believes necessary. A Deacon is terminated from office after death, excommunication or
disqualification from office in the same manner as set forth in this constitution.
l. MEETINGS OF DEACONS
m.ORDINATION.
i. When, in the judgment of the Senior Elder, a male member of this church evidences a
divine call to Christian ministry, they shall call and conduct a Council of Ordination. This
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council shall consist of both selected, ordained Christian ministers and Elders or Deacons
of their respective churches.
ii. The Council of Ordination shall thoroughly examine the candidate regarding his personal
Christian experience, call to the ministry, educational training, doctrinal belief,
reputation, and demonstrated service in Christian work.
iii. Upon completion of the examination of the candidate, a two thirds majority vote by the
Council of Ordination shall be required to recommend his ordination to the Senior
Pastor. When so recommended and accepted, a public ordination service shall be
arranged by the junior pastors. The minutes of the Council of Ordination shall be
incorporated into the record of church minutes, and a Certificate of Ordination shall be
issued.
The funds of the Ministry shall be raised in all ways permitted by the law through:-
V. Member donations.
VI. Donations from the public, and other associations, and organization.
X. Fundraising activities.
XI. Any other sources agreed upon by the Annual General Meeting.
All monies by the Ministry shall be immediately paid to its credit at the Ministries’
bank accounts.
Cheques drawn on the Ministries’ bank account shall be signed in such manner as
stated therein.
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The Board shall cause proper books of accounts to be kept in respect of all monies
received and spent, sales and purchases, and assets and liabilities.
The books of accounts shall be kept at the registered office of the association or
subject to Section 147(3) of the Act, at such other places as the Board may think fit
and shall always be open to the inspection of the Board members.
The Board shall from time to time in accordance with Section 148 and 157 of the
Act , cause to be prepared and to be laid before the company in the Annual General
Meeting such income and expenditure accounts, balance sheets, group accounts if
any , and reports as are referred to in those Sections.
The Board shall cause to publish true copies of accounts showing income and
expenditure of the association.
1. The Board shall appoint an Auditor or firm of Auditors to audit the accounts of the
association in accordance with Sections 159 to 162 of the Act and audited report
shall be presented to the Annual General Meeting.
2. The Board shall fix at their meetings the remuneration for Auditors appointed to
audit the accounts of the association at the relevant levels. Every auditor so
appointed has right of access at all times to books, accounts and any sources of
information for performance of their duties.
3. The Financial year for audit shall be 1st January, to 31st December..
The Ministry shall have a Seal known as the Common Seal of the association and
the Board shall provide a common seal for the association and shall have power from
time to time to destroy the same and substitute a new seal in lieu thereof. Such
common seal shall be kept at the registered office of the association, and be used
only under the directions of the Board in the presence of the Executive Director.
The common seal shall be the official Signature of the association and shall be affixed
on all contracts entered into on behalf of the association and such other important
documents as may be approved by the Board.
The seal shall not be affixed to any instrument except by authority of the resolution
of Board and shall be affixed in the presence of at least two authorized officials of the
association who must sign every instrument to which the seal is so affixed in their
presence.
a) The Seal, Books (other than books of accounts), Plant and Buildings, Official papers,
documents and correspondents at the Secretariat shall be in the direct control of the
Executive Secretary.
b) The Board may make rules and regulations for the implementation of the specific
functions of the company but such rues and regulations shall be within the powers
granted by the Board by these articles, such rules and regulations shall be approved
by simple majority of the members at a general meeting.
c) The Board will put in place association finance manual, staff rules and regulations,
guidelines for planning, implementation, monitoring and evaluation of programs and
projects which shall be in line with these articles.
d) All other matters not covered by these Memorandum and Articles of Association shall
be dealt with in accordance with the provisions of the Companies Act Cap.110
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ARTICLE 26: AUDITORS.
The Board shall hire external auditors Inspection of Accounts
The Ministry may at any time be dissolved as provided for in the Companies Act. If upon
the winding up or dissolution of the ministry there remains after paying off the debts,
money or property, the property or funds of the ministry shall be not be divided among
members thereof. But shall be donated to a ministry serving the same purpose as shall be
resolved by the founder members or subscribers in this Articles and Memorandum.
II. In as far as possible, the existing Executive Committee shall exercise its function in
such a manner and with such modifications as may be necessary to bring them into
conformity with the provisions of these articles.
III. The Executive Committee shall take such measures that are necessary of practical to
give effect to the provisions of the Memorandum and Articles, but without prejudice
to the generality of the foregoing; shall establish an Electoral Commission to conduct
elections in accordance with the provisions of these articles.
IV. Where any matter of thing has commenced before the coming into force of these
Articles by any person or authority having power to do so under the existing law that
matter or thing may be carried on and completed by a person or authority having
power to do so on or after the coming into force of these Articles and, unless the
Executive Secretary in any case
V. Otherwise directs it shall not be necessary for that person or authority to commence
that matter of thing afresh.
If and when any differences, dispute, disagreement or conflict shall arise between any
parties arising from the provisions of these Articles and Memorandum in respect of
the construction or otherwise of the memorandum and Articles or any of the
provisions therein or any act or thing made or done or to be made or done emitted or
in regard to the rights and liabilities arising hereunder or arising out of the relation
existing between the parties or these Articles and Memorandum of Association or any
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third party shall use their best efforts to resolve amicably such difference and if
agreed by any listing the services of a mediator or coordinator.
P.O Box
Kampala-Uganda
P.O Box
Kampala-Uganda
P.O Box
Kampala-Uganda
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