Our Constitution

Our Constitution

AWTEN ARTICLE 23 INDEMNIFICATION

ARTICLE 1. NAME
This Association shall be known as ASSOCIATION OF WOMEN TRAVEL EXECUTIVES OF NIGERIA
The short title of the Association shall be AWTEN

ARTICLE 2 SUPREMACY OF THE CONSTITUTION

2.1 This Constitution is supreme and its provisions shall have binding force on all members of the Association and shall prevail over any other rules brought by any member of the Association.

ARTICLE 3. AIMS AND OBJECTIVES

3.1 To improve and make more effective, the status of Women within the travel industry through the exchange of ideas and personal participation.

3.2 To be involved in the planning and development of travel industry affairs

3.3 To encourage members through educational programmes to enhance professionalism in the travel industry.

ARTICLE 4 MEETINGS

4.1 The Association shall hold its meetings monthly on a day to be determined by the Executive Council.

4.2 Any member who wishes to be absent from a meeting shall inform the Secretary of the Association of such intention in writing at least two days before the day of the meeting.

4.3 Annual Board Meeting of the Association shall be held annually and attendance shall be compulsory.

4.4 The Annual General Meeting (AGM) of the Association shall be held at a venue to be determined by the Executive Council.

4.5 The Annual General Meeting shall be held for the purpose of electing officers, amendment of the Constitution/bye laws, receiving reports of officers and committees and for any other business that may arise. The business session shall be presided over by the President.

4.6 Only financial members shall be entitled to vote and be voted for at the Annual General Meeting.

ARTICLE 5 The Annual Business Session shall have the following on its Agenda

5.1 Consideration and Approval of the Accounts of the Association for the fiscal year immediately preceding the Annual General Meeting.

5.2 Consideration and Approval of the Auditors Report.

5.3 Consideration and Approval of the budget for the financial year.

5.4 The Annual Accounts and proposed budget shall be circulated to members before the Annual General Meeting.

ARTICLE 6 QUORUM

6.1 Simple majority of all members shall be 50% + 1. This shall constitute a quorum for the transaction of business at the Annual General Meeting.

6.2 An absolute majority which is 50% + 1 of the full Executive Committee shall be present to constitute a quorum for the transaction of business.

ARTICLE 7 EXECUTIVE COMMITTEE

7.1 The Executive Committee shall be comprised of the elected officers, each having one vote, except for the Present whose vote shall be the deciding vote in the case of a tie. The immediate past President of the Association shall be considered an Ex officio, non-voting member of the Executive Committee for a period of one year only.

7.2 The Direction of business and concerns of the Association between the Annual General Meeting shall be vested in the Executive Council.

7.3 The Executive Committee shall meet at least 4 times a year in addition to its pre AGM meetings.

ARTICLE 8 DUES

8.1 Fiscal year shall be January 1 to December 31

8.2 The annual dues shall be determined at the Annual General Meeting of the Association

8.2 Payment of all dues shall be paid not later than February 15 of every year.

ARTICLE 9 DISCIPLINE

9.1 Any member found to be engaged in acts capable of embarrassing the Association shall be expelled/suspended from the Association

ARTICLE 10 MEMBERSHIP

10.1 Membership is open to Chief Executives of Travel Agencies and Top Management (in case of airlines, hotels and other tourism bodies) with a minimum of 2 years’ experience in the Travel and tourism Industry. They must currently be involved in the sale or promotion of travel and tourism.

10.2 New members shall submit an application together with the approved annual dues. In the event that the prospective member is adjudged not eligible for membership, all monies paid shall be refunded.

10.3 To maintain membership, all members shall pay their dues annually and attend the Associations meetings regularly. Failure to attend regularly would result in the member’s name being deleted from the register of members.

10.4 No member shall have the authority to obligate the Association in any manner without the approval of the Executive Committee.

10.5 Any member who wishes to resign from the Association shall give written notice of resignation addressed to the Secretary on or before December 31.

ARTICLE 11 OFFICERS OF THE ASSOCIATION

11.1 Election of officers of the Association shall be for the following posts;

President
Vice President
General Secretary
Financial Secretary
Treasurer
Publicity Secretary
Membership Secretary

11.2 All officers of the Association shall hold office for a term of two years and shall be eligible to contest and hold office for another term of two years.

ARTICLE 12 DUTIES OF OFFICERS

12.1 THE PRESIDENT shall

Co-ordinate Executive Committee and Associations activities
Lead and oversee progress of the Association during term of office
Attend as many functions as possible during her term in office and encourage and support members of the Association
Ensure that all matters concerning members and profile of the Association are dealt with
Ensure that AWTEN continues to be a leading voice within the travel industry

12.2 The President shall first serve at least two terms in the Executive Committee prior to her appointment. She shall then be appointed Vice –President and then in her fourth serving year shall become President of the Association.

12.3 THE VICE – PRESIDENT shall;

Support and deputise in the absence of the President
Shadow the President in readiness for her own term of office
Serve one term in the Executive Committee before being appointed Vice President. She automatically takes over as President (except in exceptional circumstances)

12.4 THE GENERAL SECRETARY shall;

Arrange all Executive Committee Meetings and preparation of agenda in association with the President
Take and distribute the minutes of the Association
Organise elections
Ensure that all members are given full notification of the Annual General Meeting (AGM)
Send out nomination forms along with job description for Executive Committee meetings
Prepare curriculum vitae along with voting forms for the resulting nominees
Responsible for the preparation of the AGM including room and refreshments
Take and distribute the minutes of the AGM

12.5 THE TREASURER shall;

Oversee the Associations accounts
Keep the financial books of the Association in order
Ensure that bills are correct
Reconcile bank accounts etc.
Generally advise the Committee on matters of economy and finance

12.6 The Financial Year is from January 1 to December 31 and audited reports shall be prepared for submission at the Annual General Meeting

12.7 A Financial Report is provided at each Executive Committee Meeting giving details of the bank balance, payments made and received during the month and any other financial matters so that all the Committees are up to date with the finances of the Association.

12.8 THE FINANCIAL SECRETARY shall;

Collect all dues and subscriptions from members of the Association
Pay invoices

12.9 THE PUBLICITY SECRETARY shall;

Enhance the public profile of AWTEN and ensure as much publicity as possible is given to AWTEN
Change the President and other serving Executive Committee member’s details annually on all trade listings, keeping all information up to date.
Undertake ad-hoc projects from time to time in the furtherance of keeping AWTEN to the forefront of travel industry awareness
Oversee the publishing and content of the Associations magazine- Travel Woman.
Ensure AWTEN and its members get maximum media profile and coverage.
Keep an ongoing record of the Associations activities and history in display file format which should be available to all attendees at AWTEN functions and other events.
Ensure that AWTEN insignia is displayed at all events associated with AWTEN.

12:10 MEMBERSHIP SECRETARY shall;

Embark on membership drive
Respond to enquiries on AWTEN
Process all new applications prior to approval by the Executive Committee
Maintain the Associations members records
Co-ordinate annual renewals and subscriptions.
Prepare the membership directory (which is produced once a year for distribution to all members

ARTICLE 13 COMMITTEES

13.1 The President shall with the approval of the Executive Committee establish or dissolve standing committees and/or special task force as the need arises in order to carry out the directives of the Executive Committees.

13.2 The President subject to the approval of the Executive Committee, shall appoint Chairmen of the Standing Committees

13.3 In consultation with the President, each standing committee shall appoint committee members as required.

ARTICLE 14 ELECTIONS

14.1 One month in advance of the Annual General Meeting, nomination forms shall be sent out to members which shall be completed and returned in a minimum two weeks’ time prior to commencement of the AGM. Any additional nominations shall be accompanied by the candidate’s written consent and biography.

14.2 The Association shall not accept any nominations at the AGM

14.3 The officers shall be elected from the final slate of nominations by ballot at the AGM

14.4 A Candidate with a simple majority of votes cast at the election shall be declared the winner.

ARTICLE 15 TENURE

15.1 OFFICERS MAY HOLD A PARTICULAR OFFICE FOR A MAXIMUM OF 2 CONSECUTIVE TERMS OR UNTIL THEIR SUCCESSOR IS ELECTED OR APPOINTED

15.2 Each start of office shall begin at the start of the Federal fiscal year for at least two years

15.3 No member shall hold more than one office at a time

ARTICLE 16 VACANCIES

16.1 In the event of a vacancy in the office of the President, The Vice President shall assume office of the President of the Association.

16.2 Any other vacancy on the Executive Committee shall be filled by vote of the Executive Committee.

16.3 In order for an elected officer to be removed from office, a vote of all members shall be conducted , stating the Committees reasons for proposing such removal and shall require ratification of two third majority of members as approval for removal from office.

ARTICLE 17 TRUSTEES

17.1 The Association shall have Trustees consisting of six Trustees who shall be people of proven integrity and full members of the Association.

17.2 A Trustee shall be appointed on the recommendation of the Executives by a two third majority vote at a General Meeting.

17.3 A Trustee may be removed by two third majority votes of a General Meeting on any of the following grounds;

Gross misconduct in respect of the affairs of the Association
Gross misconduct in that is capable of bringing the Association into disrepute
Prolonged inability to discharge the functions of a Trustee
For any other reason on the recommendation of the Executives.

ARTICLE 18 POWERS OF THE TRUSTEES

To act as custodians of the properties of the Association so that any purchase or sale of landed property must be approved by the Trustees
To act on lawful and reasonable recommendation of the Executive Committee or the General Meeting.
Any three Trustees acting together shall execute the powers of the Trustees
Upon any vacancy occurring in the number of Trustees, such vacancy shall be filled at the first General Meeting after such vacancy occurs.
Trustees shall accept their appointment in writing and shall signify their intention to resign in writing.

ARTICLE 19 RULES AND REGULATIONS RELATING TO THE TRUSTEES

19.1 The Trustees of ASSOCIATION OF WOMEN TRAVEL EXECUTIVES OF NIGERIA for the purpose of the Companies and Allied Matters Act No 1 of 1990 Part C shall be appointed at a General Meeting by 2/3 majority votes of members present.

19.2 Such Trustees (hereinafter referred to as the Trustees) shall be six in number and shall be known as “THE REGISTERED TRUSTEES OF WOMEN TRAVEL EXECUTIVES OF NIGERIA’

19.3 The Trustees may hold office for life but a Trustee shall cease to hold office if she;

Resigns her office
Ceases to be a member of THE REGISTERED TRUSTEES OF WOMEN TRAVEL EXECUTIVES OF NIGERIA
Becomes Insane
Is officially declared bankrupt
Convicted of a criminal offence involving dishonesty by a Court or Tribunal of competent jurisdiction.
Is recommended for removal from office by a board of Governors and Trustees majority vote of members present at any General Meeting of the Association or
Ceases to reside in Nigeria.

19.4 Upon a vacancy occurring in the number of Trustees a General Meeting will be held to appoint another eligible member to fill the vacancy

19.5 The Trustees shall have a common seal

19.6 Such common seal will be kept in the custody of the Secretary who shall produce it when required for use by the Trustees

19.7 All documents to be executed by the Trustees shall be signed by such of them and sealed with a common seal

ARTICLE 20 SEAL

The Association shall have a common seal, which shall be in the safe custody of the Secretary. The common seal shall be used by the authority of the Executive Committee and every instrument of which the seal is affixed shall be signed by the President or the Vice President and counter signed by the Secretary or by such members of the Executive appointed for that purpose.

ARTICLE 21 AUDIT

The Association shall at the end of every year set up an Audit Committee to audit its accounts and make report of such at the Annual General Meeting.

ARTICLE 22 AMENDMENTS

22.1 Any proposal for addition or amendments to the constitution shall be in writing and submitted to the Executive Committee not less than thirty days prior to the opening of the AGM.

22.2 Members shall on the floor of the AGM vote for any change(s) to constitution or bye laws

22.3 The Constitution shall be amended by a simple majority of votes cast on the floor of the AGM subject to the approval of the Registrar- General of the Corporate Affairs Commission.

AWTENARTICLE 23 INDEMNIFICATION

The Executive Committee of the Association shall be indemnified for any costs , expenses, or liabilities incurred as a result of the performance of their duties as provided in this constitution or any amendments thereof.

AWTEN SPECIAL CLAUSE

THE INCOME AND PROPERTY of ASSOCIATION OF WOMEN TRAVEL EEXECUTIVES OF NIGERIA whensoever derived shall be applied solely towards the promotion of objects of the Association as set forth in these Rules and Regulations/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 ASSOCIATION OF WOMEN TRAVEL EXECUTIVES OF NIGERIA.

PROVIDED that nothing herein shall prevent the payment in good faith or reasonable and proper remuneration of any officer or servant of the Association in return of any service actually rendered to the Association but so that no member of the Council of management or Governing body shall be appointed to any salaried office of the Association paid by fees and that no remuneration or other benefit in money or monies shall be given by the Association to any member of such councillor Governing body except repayment of out-of-pocket expenses or reasonable and proper rent for premises demised or let to the Association provided that the provision last aforesaid shall not apply to any payment of any Company to a member of the Association may be a Company in which such member shall not hold more than on-hundredth part of the capital, and such member shall not be bound to account for any share of profits he may receive in respect of any such payment

NO addition, alteration or amendment shall be made to or in the Rules and Regulations/Constitution for the time being in force unless the same have been previously submitted to and approved by the Registrar-General, Corporate Affairs Commission.

In the event of winding up or dissolution of the Association, there remains, after the satisfaction of all its debts and liabilities, any property whatsoever , the same shall not be paid to or distributed among the members but shall be given or transferred to some other institution or institutions having objects similar to the objects of ASSOCIATION OF WOMEN TRAVEL EXECUTIVES OF NIGERIA and the body or bodies are prohibited from distributing its or their income and property amongst it or their members to an extent at least as great as is imposed on the Association under or by virtue of the SPECIAL CLAUSE hereof, such institution or institutions to be determined by the member of ASSOCIATION OF WOMEN TRAVEL EXECUTIVES OF NIGERIA effect cannot be given to the aforesaid provision then to some charitable objects.

AWTEN

ARTICLE 23 INDEMNIFICATION

ARTICLE 1. NAME

    1. This Association shall be known as ASSOCIATION OF WOMEN TRAVEL EXECUTIVES OF NIGERIA
    2. The short title of the Association shall be AWTEN

ARTICLE 2 SUPREMACY OF THE CONSTITUTION

2.1 This Constitution is supreme and its provisions shall have binding force on all members of the Association and shall prevail over any other rules brought by any member of the Association.

ARTICLE 3. AIMS AND OBJECTIVES

3.1 To improve and make more effective, the status of Women within the travel industry through the exchange of ideas and personal participation.

3.2 To be involved in the planning and development of travel industry affairs

3.3 To encourage members through educational programmes to enhance professionalism in the travel industry.

ARTICLE 4 MEETINGS

4.1 The Association shall hold its meetings monthly on a day to be determined by the Executive Council.

4.2 Any member who wishes to be absent from a meeting shall inform the Secretary of the Association of such intention in writing at least two days before the day of the meeting.

4.3 Annual Board Meeting of the Association shall be held annually and attendance shall be compulsory.

4.4 The Annual General Meeting (AGM) of the Association shall be held at a venue to be determined by the Executive Council.

4.5 The Annual General Meeting shall be held for the purpose of electing officers, amendment of the Constitution/bye laws, receiving reports of officers and committees and for any other business that may arise. The business session shall be presided over by the President.

4.6 Only financial members shall be entitled to vote and be voted for at the Annual General Meeting.

ARTICLE 5 The Annual Business Session shall have the following on its Agenda

5.1 Consideration and Approval of the Accounts of the Association for the fiscal year immediately preceding the Annual General Meeting.

5.2 Consideration and Approval of the Auditors Report.

5.3 Consideration and Approval of the budget for the financial year.

5.4 The Annual Accounts and proposed budget shall be circulated to members before the Annual General Meeting.

ARTICLE 6 QUORUM

6.1 Simple majority of all members shall be 50% + 1. This shall constitute a quorum for the transaction of business at the Annual General Meeting.

6.2 An absolute majority which is 50% + 1 of the full Executive Committee shall be present to constitute a quorum for the transaction of business.

ARTICLE 7 EXECUTIVE COMMITTEE

7.1 The Executive Committee shall be comprised of the elected officers, each having one vote, except for the Present whose vote shall be the deciding vote in the case of a tie. The immediate past President of the Association shall be considered an Ex officio, non-voting member of the Executive Committee for a period of one year only.

7.2 The Direction of business and concerns of the Association between the Annual General Meeting shall be vested in the Executive Council.

7.3 The Executive Committee shall meet at least 4 times a year in addition to its pre AGM meetings.

ARTICLE 8 DUES

8.1 Fiscal year shall be January 1 to December 31

8.2 The annual dues shall be determined at the Annual General Meeting of the Association

8.2 Payment of all dues shall be paid not later than February 15 of every year.

ARTICLE 9 DISCIPLINE

9.1 Any member found to be engaged in acts capable of embarrassing the Association shall be expelled/suspended from the Association

ARTICLE 10 MEMBERSHIP

10.1 Membership is open to Chief Executives of Travel Agencies and Top Management (in case of airlines, hotels and other tourism bodies) with a minimum of 2 years’ experience in the Travel and tourism Industry. They must currently be involved in the sale or promotion of travel and tourism.

10.2 New members shall submit an application together with the approved annual dues. In the event that the prospective member is adjudged not eligible for membership, all monies paid shall be refunded.

10.3 To maintain membership, all members shall pay their dues annually and attend the Associations meetings regularly. Failure to attend regularly would result in the member’s name being deleted from the register of members.

10.4 No member shall have the authority to obligate the Association in any manner without the approval of the Executive Committee.

10.5 Any member who wishes to resign from the Association shall give written notice of resignation addressed to the Secretary on or before December 31.

ARTICLE 11 OFFICERS OF THE ASSOCIATION

11.1 Election of officers of the Association shall be for the following posts;

  1. President
  2. Vice President
  3. General Secretary
  4. Financial Secretary
  5. Treasurer
  6. Publicity Secretary
  7. Membership Secretary

11.2 All officers of the Association shall hold office for a term of two years and shall be eligible to contest and hold office for another term of two years.

ARTICLE 12 DUTIES OF OFFICERS

12.1 THE PRESIDENT shall

  1. Co-ordinate Executive Committee and Associations activities
  2. Lead and oversee progress of the Association during term of office
  3. Attend as many functions as possible during her term in office and encourage and support members of the Association
  4. Ensure that all matters concerning members and profile of the Association are dealt with
  5. Ensure that AWTEN continues to be a leading voice within the travel industry

12.2 The President shall first serve at least two terms in the Executive Committee prior to her appointment. She shall then be appointed Vice –President and then in her fourth serving year shall become President of the Association.

12.3 THE VICE – PRESIDENT shall;

  1. Support and deputise in the absence of the President
  2. Shadow the President in readiness for her own term of office
  3. Serve one term in the Executive Committee before being appointed Vice President. She automatically takes over as President (except in exceptional circumstances)

12.4 THE GENERAL SECRETARY shall;

  1. Arrange all Executive Committee Meetings and preparation of agenda in association with the President
  2. Take and distribute the minutes of the Association
  3. Organise elections
  4. Ensure that all members are given full notification of the Annual General Meeting (AGM)
  5. Send out nomination forms along with job description for Executive Committee meetings
  6. Prepare curriculum vitae along with voting forms for the resulting nominees
  7. Responsible for the preparation of the AGM including room and refreshments
  8. Take and distribute the minutes of the AGM

12.5 THE TREASURER shall;

  1. Oversee the Associations accounts
  2. Keep the financial books of the Association in order
  3. Ensure that bills are correct
  4. Reconcile bank accounts etc.
  5. Generally advise the Committee on matters of economy and finance

12.6 The Financial Year is from January 1 to December 31 and audited reports shall be prepared for submission at the Annual General Meeting

12.7 A Financial Report is provided at each Executive Committee Meeting giving details of the bank balance, payments made and received during the month and any other financial matters so that all the Committees are up to date with the finances of the Association.

12.8 THE FINANCIAL SECRETARY shall;

  1. Collect all dues and subscriptions from members of the Association
  2. Pay invoices

12.9 THE PUBLICITY SECRETARY shall;

  1. Enhance the public profile of AWTEN and ensure as much publicity as possible is given to AWTEN
  2. Change the President and other serving Executive Committee member’s details annually on all trade listings, keeping all information up to date.
  3. Undertake ad-hoc projects from time to time in the furtherance of keeping AWTEN to the forefront of travel industry awareness
  4. Oversee the publishing and content of the Associations magazine- Travel Woman.
  5. Ensure AWTEN and its members get maximum media profile and coverage.
  6. Keep an ongoing record of the Associations activities and history in display file format which should be available to all attendees at AWTEN functions and other events.
  7. Ensure that AWTEN insignia is displayed at all events associated with AWTEN.

12:10 MEMBERSHIP SECRETARY shall;

  1. Embark on membership drive
  2. Respond to enquiries on AWTEN
  3. Process all new applications prior to approval by the Executive Committee
  4. Maintain the Associations members records
  5. Co-ordinate annual renewals and subscriptions.
  6. Prepare the membership directory (which is produced once a year for distribution to all members

ARTICLE 13 COMMITTEES

13.1 The President shall with the approval of the Executive Committee establish or dissolve standing committees and/or special task force as the need arises in order to carry out the directives of the Executive Committees.

13.2 The President subject to the approval of the Executive Committee, shall appoint Chairmen of the Standing Committees

13.3 In consultation with the President, each standing committee shall appoint committee members as required.

ARTICLE 14 ELECTIONS

14.1 One month in advance of the Annual General Meeting, nomination forms shall be sent out to members which shall be completed and returned in a minimum two weeks’ time prior to commencement of the AGM. Any additional nominations shall be accompanied by the candidate’s written consent and biography.

14.2 The Association shall not accept any nominations at the AGM

14.3 The officers shall be elected from the final slate of nominations by ballot at the AGM

14.4 A Candidate with a simple majority of votes cast at the election shall be declared the winner.

ARTICLE 15 TENURE

15.1 OFFICERS MAY HOLD A PARTICULAR OFFICE FOR A MAXIMUM OF 2 CONSECUTIVE TERMS OR UNTIL THEIR SUCCESSOR IS ELECTED OR APPOINTED

15.2 Each start of office shall begin at the start of the Federal fiscal year for at least two years

15.3 No member shall hold more than one office at a time

ARTICLE 16 VACANCIES

16.1 In the event of a vacancy in the office of the President, The Vice President shall assume office of the President of the Association.

16.2 Any other vacancy on the Executive Committee shall be filled by vote of the Executive Committee.

16.3 In order for an elected officer to be removed from office, a vote of all members shall be conducted , stating the Committees reasons for proposing such removal and shall require ratification of two third majority of members as approval for removal from office.

ARTICLE 17 TRUSTEES

17.1 The Association shall have Trustees consisting of six Trustees who shall be people of proven integrity and full members of the Association.

17.2 A Trustee shall be appointed on the recommendation of the Executives by a two third majority vote at a General Meeting.

17.3 A Trustee may be removed by two third majority votes of a General Meeting on any of the following grounds;

  1. Gross misconduct in respect of the affairs of the Association
  2. Gross misconduct in that is capable of bringing the Association into disrepute
  3. Prolonged inability to discharge the functions of a Trustee
  4. For any other reason on the recommendation of the Executives.

ARTICLE 18 POWERS OF THE TRUSTEES

  1. To act as custodians of the properties of the Association so that any purchase or sale of landed property must be approved by the Trustees
  2. To act on lawful and reasonable recommendation of the Executive Committee or the General Meeting.
  3. Any three Trustees acting together shall execute the powers of the Trustees
  4. Upon any vacancy occurring in the number of Trustees, such vacancy shall be filled at the first General Meeting after such vacancy occurs.
  5. Trustees shall accept their appointment in writing and shall signify their intention to resign in writing.

ARTICLE 19 RULES AND REGULATIONS RELATING TO THE TRUSTEES

19.1 The Trustees of ASSOCIATION OF WOMEN TRAVEL EXECUTIVES OF NIGERIA for the purpose of the Companies and Allied Matters Act No 1 of 1990 Part C shall be appointed at a General Meeting by 2/3 majority votes of members present.

19.2 Such Trustees (hereinafter referred to as the Trustees) shall be six in number and shall be known as “THE REGISTERED TRUSTEES OF WOMEN TRAVEL EXECUTIVES OF NIGERIA’

19.3 The Trustees may hold office for life but a Trustee shall cease to hold office if she;

  1. Resigns her office
  2. Ceases to be a member of THE REGISTERED TRUSTEES OF WOMEN TRAVEL EXECUTIVES OF NIGERIA
  3. Becomes Insane
  4. Is officially declared bankrupt
  5. Convicted of a criminal offence involving dishonesty by a Court or Tribunal of competent jurisdiction.
  6. Is recommended for removal from office by a board of Governors and Trustees majority vote of members present at any General Meeting of the Association or
  7. Ceases to reside in Nigeria.

19.4 Upon a vacancy occurring in the number of Trustees a General Meeting will be held to appoint another eligible member to fill the vacancy

19.5 The Trustees shall have a common seal

19.6 Such common seal will be kept in the custody of the Secretary who shall producw it when required for use by the Trustees

19.7 All documents to be executed by the Trustees shall be signed by such of them and sealed with a common seal

ARTICLE 20 SEAL

The Association shall have a common seal, which shall be in the safe custody of the Secretary. The common seal shall be used by the authority of the Executive Committee and every instrument of which the seal is affixed shall be signed by the President or the Vice President and counter signed by the Secretary or by such members of the Executive appointed for that purpose.

ARTICLE 21 AUDIT

The Association shall at the end of every year set up an Audit Committee to audit its accounts and make report of such at the Annual General Meeting.

ARTICLE 22 AMENDMENTS

22.1 Any proposal for addition or amendments to the constitution shall be in writing and submitted to the Executive Committee not less than thirty days prior to the opening of the AGM.

22.2 Members shall on the floor of the AGM vote for any change(s) to constitution or bye laws

22.3 The Constitution shall be amended by a simple majority of votes cast on the floor of the AGM subject to the approval of the Registrar- General of the Corporate Affairs Commission.

AWTEN

ARTICLE 23 INDEMNIFICATION

 

The Executive Committee of the Association shall be indemnified for any costs , expenses, or liabilities incurred as a result of the performance of their duties as provided in this constitution or any amendments thereof.

AWTEN

SPECIAL CLAUSE

THE INCOME AND PROPERTY of ASSOCIATION OF WOMEN TRAVEL EEXECUTIVES OF NIGERIA whensoever derived shall be applied solely towards the promotion of objects of the Association as set forth in these Rules and Regulations/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 ASSOCIATION OF WOMEN TRAVEL EXECUTIVES OF NIGERIA.

PROVIDED that nothing herein shall prevent the payment in good faith or reasonable and proper remuneration of any officer or servant of the Association in return of any service actually rendered to the Association but so that no member of the Council of management or Governing body shall be appointed to any salaried office of the Association paid by fees and that no remuneration or other benefit in money or monies shall be given by the Association to any member of such councillor Governing body except repayment of out-of-pocket expenses or reasonable and proper rent for premises demised or let to the Association provided that the provision last aforesaid shall not apply to any payment of any Company to a member of the Association may be a Company in which such member shall not hold more than on-hundredth part of the capital, and such member shall not be bound to account for any share of profits he may receive in respect of any such payment

NO addition, alteration or amendment shall be made to or in the Rules and Regulations/Constitution for the time being in force unless the same have been previously submitted to and approved by the Registrar-General, Corporate Affairs Commission.

In the event of winding up or dissolution of the Association, there remains, after the satisfaction of all its debts and liabilities, any property whatsoever , the same shall not be paid to or distributed among the members but shall be given or transferred to some other institution or institutions having objects similar to the objects of ASSOCIATION OF WOMEN TRAVEL EXECUTIVES OF NIGERIA and the body or bodies are prohibited from distributing its or their income and property amongst it or their members to an extent at least as great as is imposed on the Association under or by virtue of the SPECIAL CLAUSE hereof, such institution or institutions to be determined by the member of ASSOCIATION OF WOMEN TRAVEL EXECUTIVES OF NIGERIA effect cannot be given to the aforesaid provision then to some charitable objects.