THE CONSTITUTION OF SILVER

SHIELD ORGANISATON (SSO)

COMMUNITY BASED
ORGANIZATION (CBO)
Table of content
1. NAME OF COMMUNITY BASED ORGANIZATION
2. PURPOSE OF THIS CONSTITUTION
3. THE ORGANIZATIONS NAME TRADEMARK AND LOGO
4. MISSION
4.1 To advocate for better environment for youth empowerment and personal development
5. VISION
6. GOAL
7. OBJECTIVES OF THE ORGANIZATION
8. AREA OF OPERATION
9. MEMBERSHIP
9.1 ORDINARY MEMBERSHIP
9.2 VOLUNTARY MEMBERSHIP
10. MEMBERSHIP QUALIFICATIONS
11. ADMISSION OF MEMBERS
12. CESSATION OF MEMBER
13. SILVER SHIELD ORGANIZATION MEMBERS
14. RESPONSIBILITIES OF HYPE MEMBERS
15. RULES AND REGULATIONS OF HYPE MEMBERS
16. EXPULSION AND SUSPENSION OF MEMBERS
17. SILVER SHIELD ORGANOGRAM
18.3 Annual general meeting
18.4 Other general meeting
18. INDEMNITY
19. ORGANIZATIONS DISCRETION
20. SIGNATURES
21. LEGAL PERSONALITY
22. DISPOSE RESOLUTION
23. AMENDMENT OF THE CONSTITUTION AND DISSOLUTION OF THE ORGANIZATION
24. TERMINATION
25. LIST OF SILVER SHIELD ORGANIZATION MEMBERS
1. NAME OF THE COMMUNITY BASED ORGANIZATION
1.1 The name of the community based organization shall be silver shield organization (SSO)
2. PURPOSE OF THIS CONSTITUTION
2.1 The purpose of this constitution is to form a legal association, the organization, being;
2.1.1 A non-profit organization
2.1.2 Based within township location
2.1.3 Which is located in Bungoma county
3. THE ORGANISATION NAME, TRADEMARK AND LOGO
3.1. Each member shall be authorized to use in its area the name Silver Shield and related Logo and other
intellectual property of the organization, provided it has been issued and still has a license to do so granted
by Board on behalf of the organization.
3.2. Each member agrees to display the name Silver Shield and volunteered logo only in the manner as may be
approved by the Management per the rules, regulations and policy directives of the Organization unless
prevented by laws and regulations and subject to the constitution of Kenya.
3.3. Upon ceasing to be a member or a Volunteer of the Organization, such member or volunteer shall cease to
use the name Silver Shield and related logo and all other intellectual property of the Organization and shall
have no rights in such a name. Any license to such a member shall be terminated automatically.
4. MISSION

5. VISION

6. GOAL

7. OBJECTIVE OF THE ORGANISATION

General Objectives
To enhance the social welfare and economic activities among youth
Specific Objectives
To lift social status of the community
To create self - awareness among the members
To encourage creativity towards youth empowerment
To empower and build women in society (Wezesha Dada Initiative)
To nurture talents
 To create an enabling environment for youth

8. AREA OF OPERATION
8.1 The Organization will undertake its activities within Bungoma County and also in other Counties as and
when deemed necessary for expansion
9. MEMBERSHIP
The organization will be made up of twenty (15) members.
9.1 ORDINARY MEMBERSHIP
9.1.1 This category of membership shall be open for all willing individuals who want to be members of Silver
Shield CBO in accordance to article 9 of this constitution and shall pay a registration fee of
Kshs 1000 or any other amount proposed by Management and ratified/ approved by members. They can
participate in Silver Shield activities, join and serve in various committee, serve in leadership position in
those committee and they have authority and powers in decision making
9.2 VOLUNTARY MEMBERSHIP
9.2.1. This category of membership shall be open for all willing individuals to be volunteer members of Silver
Shield CBO in accordance with article 9 of this constitution and shall not pay any registration fee. These
members can participate in Silver Shield activities.
10. MEMBERSHIP QUALIFICATIONS
10.1.1. Be a youth from within Bungoma (except for volunteers) and of age between 18 and 35 years,
10.1.2. Dully fill and sign the membership/ volunteer registration form,
10.1.3. Fully pay the charges stipulated in this constitution. Except for Volunteers who will not be eligible to
pay any amount.
10.1.4. The registration and subscription fees amount provided in this constitution is subjected to change with
time as may be determined by the Management.
11. ADMISSION OF MEMBERS
11.1.1 The Management shall have the absolute discretion as to the admission of any applicant as a member or
volunteer of the organization. The decision of the Management shall be final. Reasons for rejecting an
application shall be communicated in writing.
11.1.2. An application to become a member or a Volunteer of the organization shall be made by the applicant in
such form or forms as may from time to time be prescribed by the Management.
11.1.3. A Volunteer will not pay any registration fee to be a member of the Organization.
11.1.4. Upon successful registration to become a member or a Volunteer, one will be issued a membership or a
volunteer card.
11.1.4. One can become a member or a Volunteer if recommended by two members of the organization.
12. CESSATION OF MEMBER
12.1. Any member or Volunteer shall cease to belong in case of misbehavior to a point that members feel will ruin
the dignity and standard of the organization.
 12.2. If he/she is or becomes insolvent or enters into an arrangement with his creditors
12.3. If in the opinion of a majority of the other members of the Management he becomes incapable of
illness, prolonged absence, injury or mental disorder of exercising his functions as a Management member.
12.4. If he is removed from office by a resolution of the general assembly duly passed under the provision of these
articles.
12.5. An individual shall also cease to be a member if he or she willingly resign using the following procedure.
12.5.1 Any member may resign its membership by giving a three months prior notice before the end of the calendar
year in writing to the Management of the Organization.
12.5.2. Upon ceasing to be a member or a Volunteer of the Organization he or she shall be removed from the
register of the Organization as of the date of the effective termination of his/her membership.
12.5.3. Such a member shall have no rights in any assets or property of the Organization and unless such member
immediately applies for the Voluntary membership and is accepted as an Volunteer, it shall immediately
cease to use the name, trademark and logo of the Organization in any manner which may imply that it is still
a member, Volunteer or an Associate of the Organization for any purpose.
12.6. Death.
13. RIGHTS OF SILVER SHIELD MEMBERS
13.1 All members have the following rights;
13.1.1 To apply any in case of a vacancy.
13.1.2 To inspect the books of accounts upon giving written notice to the management for approval.
13.1.3 Freely express their views and ideas to the organization.
13.1.4 Taking part to the organization’s activities and representing Silver Shield in forums,confences & workshops.
13.1.5 Be constantly informed on decisions made by the Management on the day to day running of the organization.
14. RESPONSIBILITIES OF SILVER SHIELD ORGANISATION MEMBERS
14.1. To promote the aims and objectives of the Silver Shield Organization as provided in article 7 of this
Constitution, members should;
14.1.1. Have self-respect and respect other i.e. Respect the officials and all members of Silver Shield Organization,
14.1.2. Attend Silver Shield Organization meetings regularly,
14.1.3. Actively take part in activities of the organization,
14.1.4. Preserve and adhere to the constitution of the organization,
14.1.5. Pay subscription fee as stipulated in article 9 (9.1) of the constitution,
14.1.6. Decently conduct him/herself; be a role model for others to emulate and,
14.1.7. Participate to welfare activities such as community services.
15. RULES AND REGULATIONS
a. All silver shield Foundation Youth Group Members are eligible for membership upon a non-payment and non-
refundable fee of Kshs.200.00 as registration.
b. The eligibility age of joining the group shall be 18 years and above
c. A monthly subscription of Kshs.200.00 shall be paid by all members
d. Any person willing to join the group later must pay all dues to the group as per the constitution

e. Any member opting out of the group shall;

 Clear any debt that he/she owes the group
 Give a two months ‘notice to the group
f. Membership is not transferable
g. Any member who fails in arrears with his/her monthly subscription for than three months shall
automatically loose to be a member of the group and his /her name shall be struck off from register. The
committee may however at its discretion reinstate such
 In case of the above, the member shall be required to surrender all property and or documents
in the possession to the group
 Elections shall be done after two years
16. EXPULSION AND SUSPENSION OF MEMBERS
16.1. At any time by the rule simple majority a member be expeller or suspended from the organization if;
16.1.1. A member does not abide by the terms or guidelines of the constitution.
16.1.2. A member has been found guilty of any act, omission or conduct which my bring discredit on the
organization or any of its members is likely to be detrimental or prejudicial to the reputation, interest and
dignity of the Organization or its purpose or objectives or of its members or to the Organization.
16.1.3. A member is declared insolvent or makes any composition or arrangement with its creditors generally or
goes into liquidation other than a voluntary liquidation for reconstruction or amalgamation or is dissolved or
has a receiver or administrator appointed in respect of the whole or part of its assets and undertakings.
16.1.4. Any member whose name has been removed from the register of the Organization because of the
non- payment of its members may have its name re-elected therein upon payment of such subscription within
one month of the removal of its name with the prior written consent authorized by the management.
16.1.5. Before the final action to expel any member is taken, such member shall have the right to appear before the
disciplinary committee.
16.1.6. Instead of expelling a member from the Organization, the management may suspend the membership of such
member and give it formal notice that if the situation giving rise to such notice has not been remedied within
a reasonable time by the management; such member shall be expelled from the Organization.
16.1.7. No press of other public statement or circular shall be made or issued in connection with the subject matter
of these articles unless previously approved by the management.
16.1.8. If at any time any term or provision in these articles shall be held to be illegal, invalid or unenforceable, in
whole or in part, under any rule of law or enactment, such term or provision or part shall to that extent be
deemed no to form part of these articles, but the enforceability of the remainder of these articles shall not be
affected.
16.1.9. The Organization may be wound up anytime, upon the decision of two thirds of the voting members of the
 Organization present at a General Assembly called for that purpose, which, in that event, shall appoint the
official body to be responsible for liquidation.
16.1.10. Any assets after the settlement of all obligations and liabilities shall be donated or, failing that, shall be
divided among and donated to the members pro rata in portion to their average annual contributions to the
Organization over the last five years. In any case, such net assets must be donated or put towards one or more
charitable purposes or objectives pursued by the Organization.
17.4 DUTIES OF OFFICE BEARERS
17.4.1. The management shall work in conjunction with the Advisory Board and be responsible for the
implementation of the Organization policies.
17.4.2. PATRON
17.4.2.1. Shall be general oversee of all group activities.
17.4.2.2. CHAIRPERSON
17.4.2.3 Chairperson shall preside over all meetings of the committee and all general meeting unless prevented by
illness or other sufficient cause.
17.4.2.4 VICE CHAIRPERSON
17.4.2.5 Shall preside any duties of the chairperson in his or her absence and any other duties assigned to him or her
by the chairperson.
17.4.2.6 SECRETARY
17.4.2.7 Shall deal with all the correspondence of the group under the guidance of the Chairperson
17.4.2.8 Shall issue notice concerning all meetings of the group.
17.4.2.9 Shall take all minutes of such meetings and maintain files of the same.
17.4.2.10 ASSISTANT SECRETARY
17.4.2.11 In the absence of the secretary, the assistant secretary shall perform all duties of the secretary and such
other duties shall be assigned to him by the secretary or chairperson
17.4.5 TREASURER 3
17.4.5.2. Shall receive and disburse under the direction of the chairperson all monies belonging to the
Group.
17.4.5.3. Shall maintain of group account books, preserve and make them available to inspection.
17.4.5.4. Shall be charged with the duty of writing reminders to defaulters.
17.4.6 Communications Officer
17.4.6.1. The Public Relation Officer shall work directly under the Administration officer and shall, in
general be in charge of the Organization’s branding and all the virtual platforms i.e. website,
Twitter, Facebook, Linked In, Instagram.
17.4.6.2 Maintain, develop and disseminate program and service materials including promotional materials.
17.4.6.3. ORGANIZING SECRETARY
17.4.6.4 Shall mobilize members of all the activities of the group in liaison with the chairperson and patron.
17.4.6.5 Shall make a follow up on all meeting proceedings and see to it that they are implemented where
 necessary.
17.4.6.6 Shall enhance communication between members by ensuring all letters due for dispatched.
17.4.6.7 Shall provide a conducive environment for the meetings.
17.4.6.8 TRUSTEES
17.4.6.9 Shall be the caretakers of all the property of the group.
17.4.6.10 May also donate or solicit for funds for the group.
17.4.6.11 FINANCES
17.4.6.12. Financing of all group programs and projects shall come wholly from members, donations from
well-wishers, external donors.----------------
18. SILVERSHIELD
PATRON

CHAIRPERSON

VICE CHAIRPERSON

SECRETARY

ASSISTANT SECRETARY

TREASURER
MARKETING OFFICER COMMUNICATION OFFICER
ORGANIZING SECRETARY

TWO TRUSTEES

19. MEETINGS AND QUORUMS

19.1 MEETINGS
19.1 There shall exist three types of meetings;
19.2 Executive meeting
19.3 General meetings
19.4 Monthly sittings
19.2 Advisory Board
19.1.1 The Advisory Board may meet for dispatch of business, adjourn and/or otherwise
regulate its meetings as they deem fit provided it does not meet less than two times in a year.
19.1.2 The quorum necessary for the transaction of business shall be not less than half the
 number of members of the Advisory Board at the time of convening the meeting.
19.1.3 Questions arising at any meeting of the Advisory Board shall be decided by a majority of votes. In
case of any equality of votes, the Chairperson shall have a casting or second vote.
19.2 Management
19.2.1 The management shall decide its own rules of procedure for meetings and may meet not less than
once in a month. It may delegate any of its powers to committees as it may think fit any committee
so formed shall in the exercise of power so delegated conform to the regulations prescribed by the
Advisory Board.
19.2.2 The provisions of this Constitution for the time being regulating meetings shall govern the meetings
and proceedings of any such committees.
19.2.3 The quorum necessary for the transaction of business shall be not less than half the number of
members of the Management at the time of convening the meeting.
19.2.4 Questions arising at any meeting of the Management shall be decided by a majority of the votes. In
case of any equality of votes, the Chairperson shall have a casting or second vote.
19.3 Annual General Meetings
19.3.1 The management will call an Annual General Meeting of the members after fifteen (15) months of
the adoption of this Constitution. Thereafter Annual General Meetings will be held annually.
19.3.2 The management will give all members at least fourteen (14) days prior notice of any such
meeting. Notice of Meetings will be delivered personally, sent via SMS or emails.
19.3.3 The business of Annual General Meeting will be among other matters include:
19.3.3.1 The presentation and adoption of the Organization’s Annual Report;
19.3.3.2 The presentation and adoption of the Organization’s Annual Financial Statement;
19.3.3.1 The presentation and adoption of the Organization’s Annual Budget;
19.3.4 Questions arising at any meeting of the Management shall be decided by a majority of votes.

19.4 Other General Meetings

19.4.1 Other General Meetings will be convened quarterly by the management.
19.4.2 Any General Meeting other than the Annual general Meeting will be convened on not less than
fourteen (14) days written notice to the members and such notice will in broad terms advise them of
the business to be attended to at the meeting.
20 FUNDS & RESOURCE UTILIZATION
20.1 The funds of the Organization, which includes all capital to be administered by the Organization,
may be increased with donations, assets and/or property from any source.
20.2 The funds and assets of the Organization shall be applied solely towards the promotion of the
Organization’s objectives as set forth in this Constitution, provided that;
20.2.1 Nothing herein shall prevent the payment, in good faith, of reasonable and proper remuneration to
 the Advisory Board, Management or member of the Organization or prevent the payment of
interest at a rate not exceeding the current bank rates or money lent or reasonable and proper rent
for premises let by the Organization.
20.3 All expenditure must be put down and approved by the Executive Director through quotation and
proper assessment of the same.
21 TREASURER
21.1 Financial Year
21.1.1 The Financial Year of the Organization shall be from 1st January to 31st December of every year,
or as may from time to time be determined by the advisory Board.
21.2 Accounts
21.2.1 It shall be the work of the Finance Officer to keep or cause the accounts to be kept and particular
as regards:
21.2.1.1 The sums of money received and expended by the Organization and the matters in respect of
which such receipts and expenditure takes place.
21.2.1.2 The assets and liabilities of the Organization.
21.2.2 The books of accounts shall be kept at the office or at such other place or places as the
Management thinks fit. This shall always remain open to the inspection of the members of the
Advisory Board or Management during business hours.
21.2.2 At the end of the Financial Year, the Finance Officer shall lay before the Advisory Board meeting
and AGM a proper income and expenditure account for the Financial Year ended.
21.2.4 A proper Balance Sheet as at the date on which the income and expenditure account is made up
shall be prepared and laid before the above mentioned meetings, accompanied by proper reports of
the Management and the Auditors.
22.1.2 Whether, in their opinion, the Balance Sheet referred to in the report is properly drawn up so as to
reflect a true and correct view of the state of the Organization.

23. INDEMNITY
23.1 The Organization will pay all costs and expenses, which any such person may incur through a
contract or deed done in the discharge in good faith of his or her duties on behalf of the
Organization.
23.2 Members of the Organization or other office bearers will only be liable for loss or damage
occurring in the execution of his or her duties if it arises as result of dishonesty, or the failure to
exercise the degree of care, diligence and skill required by law.
23.3 No member of the Organization will be liable for the acts, receipts, neglects of defaults of any
other member or office bearer.
24. ORGANIZATION’S DISCRETION
24.1 Where discretion (freedom to act or decide) is given to the Organization/management in this
 Constitution, such discretion will be complete and absolute; provided that the
Organization/management acts in the overall interests of the Community members and in line with
its stated objectives.
25. SIGNATURES
25.1 All cheques, promissory notes, and other documents requiring signatures on behalf of the
Organization, will be signed by the Chairperson, Secretary, and Treasurer.
26 LEGAL PERSONALITY
26.1 The organization will have a legal personality, perpetual succession (it will continue to
operate when the Members change) and may sue or be sued in its own name.
27 DISPUTE RESOLUTION
27.1 Any dispute arising out of any of the provisions of this Constitution, which cannot be resolved
through negotiation by the parties involved, will be referred to a General Meeting for discussion
and resolution. Should the dispute remain unresolved, it may be referred to a General Meeting for
discussion and resolution. Should the dispute remain unresolved, it may be referred to a General
Meeting for discussion and resolution. Should dispute remain unresolved, it may be referred to:
27.1.1 The Board; or
27.1.2 Department of social services.

28.1 The Organization may make amendments to this Constitution provided that no such amendment or
modification shall impair or prejudice the effectiveness of the prohibitions contained in this
Constitution against use of the income, property and assets of the Organization for personal use.
28.2 A two thirds decision of the members in a General Meetings may call on the Organization to:
28.2.1 Amend the terms of this Constitution;
28.2.2 Amend the name of the Organization; and
28.2.3 Dissolve the organization and terminate this Constitution. Provided that;
28.2.3.1 Any General Meeting called for the purposes of taking such a decision shall require that all
member of the Organization are given twenty one (21) days written notice of such meeting and the
intention to vote on such decision.
28.2.3.2 The quorum for such meeting shall be two thirds members present at the meeting;
28.2.3.3 A resolution signed by two thirds members of the Organization may also record such a decision.
28.2.3.4 The Advisory Board may pass a resolution to dissolve the Organization subject to the consent by
the Department of Social Services.
28.2.3.5 The organization shall not dissolve itself without prior consent in writing from the Department of
Social Services obtained upon a written application addressed to the Management and signed by
one Advisory Board member and a member.
29 TERMINATION
29.1 On dissolution of the Organization, after provision is made for the payment of all debts and
 obligations of the Organization and the costs of dissolving it, all rights and obligations of the
surplus income and assets of Silver Shield Organization CBO will be transferred either to –

29.1.1 Another CBO or institution with objectives similar to those of the CBO, or
29.12 Shall be divided among and donated to the members pro rata in portion to their average annual
contributions to the Organization over the last five years. In any case, such net assets must be
denoted or put towards one or more charitable purposes or objectives pursued by the Organization.