BY-LAWS - · PDF file88 CONFIDENTIALITY OF INFORMATION ... The society boa dof directo sa...
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BY-LAWS OF FINNLEMM SAVINGS AND CREDIT CO-OPERATIVE SOCIETY LIMITED
Transcript of BY-LAWS - · PDF file88 CONFIDENTIALITY OF INFORMATION ... The society boa dof directo sa...
BY-LAWS
OF
FINNLEMM SAVINGS AND
CREDIT
CO-OPERATIVE SOCIETY
LIMITED
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AMENDED 2011 REVISED 2017
ABBREVIATIONS AND ACRONYMS
AGM - Annual General Meeting
BOSA - Back Office Systems Administration
CAK – Cooperatives Alliance of Kenya
CIC - Cooperative Insurance Company
Co-op Bank – Cooperative Bank of Kenya
FINBEFU - Finnlemm Benevolent Fund
FOSA - Front Office Systems Administration
KUSCCO – Kenya Union of Savings and Credit Cooperatives
MPA - Member’s Personal Account
NACOs - National Cooperative Organizations
SACCO – Savings and Credit Cooperative
SASRA – Sacco Societies Regulatory Authority
SGM - Special General Meeting
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TABLE OF CONTENTS
1 NAME AND AREA OF OPERATION ....................................................................................................... 6
2 REGISTERED OFFICE AND POSTAL ADDRESS ............................................................................. 6
3 BINDING POWERS OF THESE BY-LAWS ............................................................................................ 6
4 DEFINITIONS AND INTERPRETATIONS ............................................................................................ 6
5 FORMATION AND COMMON BOND...................................................................................................... 8
6 OBJECTIVES OF THE SOCIETY ............................................................................................................ 8
7 CO-OPERATIVE PRINCIPLES AND VALUES ..................................................................................... 9
8 VISION STATEMENT .................................................................................................................................. 9
9 MISSION STATEMENT .............................................................................................................................. 9
10 CORE VALUES: .......................................................................................................................................... 9
11 MOTTO/SLOGAN ...................................................................................................................................... 9
12 MEMBERSHIP IN APEX/NATIONAL COOPERATIVE ASSOCIATION ................................. 10
13 MEMBERSHIP ELIGIBILITY ............................................................................................................... 10
14 MEMBERSHIP COMPOSITION ........................................................................................................... 10
15 MEMBERSHIP APPLICATION FORM ............................................................................................... 11
16 ADMISSION INTO MEMBERSHIP ..................................................................................................... 11
17 MEMBER NUMBER ................................................................................................................................. 11
18 REFUSAL OF MEMBERSHIP .............................................................................................................. 11
19 MEMBERSHIP RIGHTS ......................................................................................................................... 11
20 MEMBERSHIP OBLIGATIONS ............................................................................................................ 12
21 MEMBER PERSONAL ACCOUNT ....................................................................................................... 12
22 PENALTIES ................................................................................................................................................ 13
23 APPOINTMENT OF NOMINEE(S) ....................................................................................................... 13
24 NOMINEES AND EMPLOYEES ........................................................................................................... 13
25 PAYMENT TO NOMINEE(S) ................................................................................................................. 14
26 WITHDRAWAL FROM THE SACCO SOCIETY .............................................................................. 14
27 CESSATION OF MEMBERSHIP.......................................................................................................... 14
28 SUSPENSION AND EXPULSION FROM MEMBERSHIP ............................................................ 15
29 SUSPENSION AND EXPULSION PROCEDURE ............................................................................. 15
30 PAYMENTS ON WITHDRAWAL, TERMINATION OR EXPULSION OF MEMBERSHIP .. 16
31 SOCIETY’S FUNDS ................................................................................................................................. 16
32 APPLICATION OF FUNDS .................................................................................................................... 17
33 SHARE CAPITAL ..................................................................................................................................... 17
34 DEPOSITS .................................................................................................................................................. 18
35 LIABILITY OF MEMBERS .................................................................................................................... 18
36 POWER TO BORROW ............................................................................................................................ 18
37 RECEIPTING FOR MONEY .................................................................................................................. 19
38 LIQUIDITY AND RESERVES ............................................................................................................... 19
39 GENERAL MEETING .............................................................................................................................. 19
40 NOTICE OF SPECIAL OR ANNUAL GENERAL MEETING ........................................................ 20
41 QUORUM ..................................................................................................................................................... 20
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42 REQUIRED MAJORITY ......................................................................................................................... 21
43 ENFORCEMENT OF THE DECISIONS ............................................................................................. 21
44 CONDUCT AT MEETINGS .................................................................................................................... 21
45 IDENTIFICATION OF MEMBERS ...................................................................................................... 21
46 POWERS OF THE GENERAL MEETING ......................................................................................... 21
47 MINUTES OF GENERAL MEETINGS ................................................................................................ 22
48 BOARD OF DIRECTORS ....................................................................................................................... 22
49 ELIGIBILITY TO BE ELECTED AS A MEMBER OF THE BOARD OF DIRECTORS ....... 22
50 ELECTIONS ............................................................................................................................................... 23
51 FUNCTIONS AND RESPONSIBILITIES OF THE BOARD OF DIRECTORS ........................ 25
52 LEGAL STANDARD OF CARE, INDEMNITY AND DECLARATION OF WEALTH ............. 26
53 DELEGATION OF DUTIES ................................................................................................................... 27
54 BOARD OF DIRECTORS MEETINGS ............................................................................................... 27
55 RECORDS OF BOARD OF DIRECTORS MEETINGS.................................................................. 27
56 SUB-COMMITTEES ................................................................................................................................. 28
57 CODE OF CONDUCT .............................................................................................................................. 28
58 CONFLICT OF INTEREST .................................................................................................................... 28
59 DELEGATION TO SUB-COMMITTEES ............................................................................................ 28
60 SUSPENSION FROM THE BOARD .................................................................................................... 28
61 VACATION OF AND REMOVAL FROM OFFICE OF A DIRECTOR ....................................... 28
62 EXECUTIVE OFFICERS ........................................................................................................................ 29
63 CHAIRPERSON AND VICE CHAIRPERSON .................................................................................. 29
64 TREASURER ............................................................................................................................................. 29
65 HONORARY SECRETARY .................................................................................................................... 30
66 THE MANAGER ........................................................................................................................................ 30
67 CREDIT COMMITTEE............................................................................................................................ 31
68 MEETINGS OF CREDIT COMMITTEE ............................................................................................ 32
69 DUTIES OF CREDIT COMMITTEE ................................................................................................... 32
70 EDUCATION COMMITTEE ................................................................................................................... 32
71 DUTIES OF EDUCATION COMMITTEE .......................................................................................... 32
72 INVESTMENT COMMITTEE ................................................................................................................ 33
73 DUTIES OF INVESTMENT COMMITTEE ....................................................................................... 33
74 SUPERVISORY COMMITTEE .............................................................................................................. 33
75 AUTHORITY OF SUPERVISORY COMMITTEE ............................................................................ 34
76 DUTIES OF SUPERVISORY COMMITTEE ..................................................................................... 34
77 LIABILITY OF SUPERVISORY COMMITTEE ................................................................................ 35
78 BOOKS AND RECORDS ........................................................................................................................ 35
79 FINANCIAL YEAR .................................................................................................................................... 36
80 RULES AND POLICIES .......................................................................................................................... 37
81 AUTHORIZATION TO SIGN DOCUMENTS ..................................................................................... 37
83 DISPOSAL OF SURPLUS ....................................................................................................................... 37
84 LOANS TO MEMBERS ........................................................................................................................... 37
84 COMMON SEAL ........................................................................................................................................ 38
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85 DISPUTES................................................................................................................................................... 38
86 PAYMENTS AND REMUNERATION OF OFFICERS .................................................................... 38
87 BENEVOLENT FUND .............................................................................................................................. 38
88 CONFIDENTIALITY OF INFORMATION ......................................................................................... 39
89 AMENDMENT OF BY-LAWS ................................................................................................................ 39
90 ACQUISITION OF BY-LAWS ................................................................................................................ 40
91 INSPECTION OF DOCUMENTS .......................................................................................................... 40
92 DISSOLUTION ........................................................................................................................................... 40
93 ACCEPTANCE ........................................................................................................................................... 41
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BY-LAWS OF FINNLEMM SACCO SOCIETY LIMITED
INTRODUCTION
Pursuant to Section 8 of the Cooperative Societies Act and the Rules made
thereunder, Finnlemm Savings and Credit Co-operative Society Ltd make the
following By-laws:
1 NAME AND AREA OF OPERATION
This society is legally registered as Finnlemm Savings and Credit Co-operative
Society Limited hereinafter referred to as the “Society”. The area of the Society’s
operations shall be Westlands Sub County, Nairobi within the Republic of Kenya.
2 REGISTERED OFFICE AND POSTAL ADDRESS
The Society’s registered office shall be located at 55 Gatundu Road, Kileleshwa,
P.O. Box 67666 – 00200 Nairobi; Tel: 0207602880 0722607983, 0733208122,
and E-mail [email protected]. Notice of any change of address shall
be given to the Regulator (hereinafter referred to as ‘Commissioner’ and ‘Authority’
and to all members of the society within 30 days of such change.
3 BINDING POWERS OF THESE BY-LAWS
These By-laws of the Sacco Society, shall, when registered, bind the Sacco Society
and the members thereof to the same extent as if they were signed by each member
and contained covenants on the part of each member for him or herself and his/her
personal representatives to observe all the provisions of the by-laws.
4 DEFINITIONS AND INTERPRETATIONS
In these By-laws, unless the context otherwise requires, words or phrases shall be
defined/interpreted in accordance with the Cooperative Societies Act, No. 12 of
1997, Cooperative Societies (Amendment) Act, 2004 and the Co-operative Societies
Rules, 2004 made thereunder, the Sacco Societies Act 2008 and the SASRA
Regulations, 2010 made thereunder, hereinafter referred to as ‘the Acts’, ‘the
Regulations’ and ‘the Rules’.
a. “Apex Society” means a society formed at the National level by the Co-operative
movement in Kenya and registered under this Act to promote Co-operative
Development and represent the interests of co-operative societies locally and
internationally.
b. “Authority” means the Sacco Societies Regulatory Authority established in
accordance with the SACCO Societies Act, 2008
c. “Board of Directors” means a Management Committee elected at the General
Meeting
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d. “Commissioner” means the Commissioner for Co-operative Development and
Marketing appointed under section 3 of the Act and includes any person on
whom any or all of the powers of the Commissioner have been conferred in
accordance with the Act.
e. “Core Capital” means the fully paid up members’ shares, capital issued,
disclosed reserves, retained earnings, grants and donations all of which are not
meant to be expended unless on liquidation of the SACCO Society;
f. “Deposits” means a sum of money paid on terms under which it shall be repaid,
with or without interest or premium, and either on demand or at a time or in
circumstances agreed by or on behalf of the person making the society to receive
it at the risk of the society receiving it.
g. “Immediate family member” means a spouse, children or other family member
living in the same household or under the direct influence of a member;
h. “Institutional capital” means disclosed reserves, retained earnings, grants and
donations all of which are not meant to be expended unless on liquidation of the
Sacco Society.
i. “Member in good standing” means a member who in full compliance with the
policies and rules set by the society; is up to date on his/her loan repayments
and agreed contributions and who has not in any way acted in a manner which
is potentially damaging to the society;
j. “Net surplus” means the amount of income in excess of expenses of the society
computed before any allocation is made for members' dividends and/or interest
paid in shares and deposits.
k. “Nominee” means the person appointed as the beneficiary upon the demise of
the member;
l. “Permanent capital base” means the institutional capital contributed by
members that is not subject to distribution other than in the event of liquidation
of the society.
m. “Regulator” means the Commissioner or the Authority.
n. “Share” means the amount represented by a member’s portion in the equity of
a society as a co-owner.
o. “Society” means Finnlemm Sacco Society
p. “Special resolution” means a resolution passed by two thirds of the members
present and voting at a general meeting of the society.
q. “Supervisory Committee” means an oversight committee elected at the general
meeting.
r. ‘Tribunal’ means the Co-operative Tribunal established to hear and determine
disputes under the Act and Rules;
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Any question or dispute concerning the interpretation of these By-laws on any
matters not provided for therein, errors and omissions shall be referred to the
Regulator, whose decision thereon shall be final.
5 FORMATION AND COMMON BOND
The Society was formed in May 1982 by local employees of the Finnish
Embassy and Leminikainen Construction Company of Finland. It
subsequently commenced its operations in 1983. Its membership comprises
of persons working for Foreign Embassies, High Commissions, Foreign Missions,
International Institutions and Non-Governmental Organizations, and any other
organization or persons in good standing.
6 OBJECTIVES OF THE SOCIETY
The objective of the Society shall be as laid down in these By-Laws and generally
meant to promote the economic and social interests of the members thereby
enabling them to increase their standard of living, more specifically in order of
priority, the aims of the Society shall be as detailed below: -
a. Promote thrift among members by affording them an opportunity to accumulate
their savings and deposits and to create therefrom a source of funds from which
loans can be made available to them for purposes of providence or production
or both at a fair and reasonable rate of interest;
b. Provide an opportunity for members to improve their respective economic and
social conditions;
c. Provide an avenue through which members and the Society can venture into
viable investments geared towards improving their economic conditions;
d. Ensure safety and soundness of members’ funds through the Risk Management
Programme or other appropriate insurance scheme;
e. Perform all those functions and exercise those powers designated to Savings and
Credit Co-operative Societies under the applicable law for the benefit of
members;
f. Collaborate with other co-operatives to promote members’ interests and in
furtherance of this object, the Society may affiliate with national co-operative
organizations and other approved relevant organizations and institutions;
g. Perform within the relevant laws (The Act, the Rules) and By-laws, all those acts,
deeds and things necessary to further enhance, promote or encourage any or all
foregoing purposes and objectives provided that such acts, deeds and things are
approved by the Annual General Meeting.
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7 CO-OPERATIVE PRINCIPLES AND VALUES
The Society shall operate under the following principles as per section 4(b) of the
Act.
a. Voluntary and open membership;
b. Democratic member control;
c. Economic participation by members;
d. Autonomy and independence;
e. Education, training and information;
f. Co-operation amongst co-operatives and;
g. Concern for community in general.
8 VISION STATEMENT
To be a leader in financial services provision..
9 MISSION STATEMENT
To enhance sustainable socio-economic wellbeing of stakeholders
through mobilization of resources and provision of competitive financial
solutions.
10 Core Values:
a. Customer focused - The society shall at all times hold in high esteem its
customers and all stakeholders.
b. Efficiency & Effectiveness - The society shall endeavor to apply all the
available resources to generate the maximum possible output while maximizing
on the stakeholders returns.
c. Integrity - The society board of directors and staff members shall endeavor
to be consistent in their actions and adhere to moral and ethical principles.
d. Innovation – In order to remain ahead of the market, the Sacco shall
continuously apply better solutions that meet new requirements, in anticipated
needs, or existing market needs.
11 Motto/Slogan
“Your prosperity, our priority”
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12 MEMBERSHIP IN APEX/NATIONAL COOPERATIVE ASSOCIATION
a. The Society may become a member or an affiliate of any approved National Co-
operative Organization or institution such as KUSCCO, CIC, CAK, Co-op Bank
among others.
b. It shall recognize the fact that such membership is vital for the safety of its
transactions and in the interest of its members.
c. In accordance with the principle of co-operation among co-operatives, it shall
participate in building a strong SACCO System and movement Nationally and
Internationally.
13 MEMBERSHIP ELIGIBILITY
A person of either gender shall be eligible for membership if he/she is within the
following Common bond in addition to the rules as set out in the membership
policy:-
a. Is an employee of Diplomatic Missions and International Organizations as may
be approved by the board from time to time.
b. Is an employee of the Sacco Society or its Subsidiaries
c. Is a spouse, child, brother, sister or parent of any of the persons in (a) to (b)
above
d. Is a Co-operative Society registered under the Act
e. Is a subsidiary Company of the Society as may be authorized by a resolution
through the general membership as per Section 16 of the Cooperative Societies
Act CAP 490.
f. Is an employee or an officer of other organizations as approved by the Board
from time to time.
g. Is a former member of the Sacco Society who withdrew while in good standing.
h. A Chama, joint groups/individuals, corporates subject to approval by the
Board.
14 MEMBERSHIP COMPOSITION
The membership of the society shall comprise of: -
a. Original members who signed the application for registration.
b. New Members subsequently admitted in accordance with these By-laws
c. Chama/Investment groups
d. Corporate entities
Any Nominee of a deceased member, if eligible for membership, may become a
member of the society in the manner provided in these By-laws and the
membership policy.
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15 MEMBERSHIP APPLICATION FORM
Every applicant for membership shall complete an “Application for Membership
Form” in the form prescribed and appended to these By-laws and/or the
membership policy.
16 ADMISSION INTO MEMBERSHIP
An applicant shall be admitted to membership on approval of the Board of
Directors, but shall not qualify for the rights and privileges of membership until he
has paid in full the pre-requisite entrance fee, deposit and shares as may be
prescribed in the Membership Policy.
17 MEMBER NUMBER
Upon admission, the Manager shall cause the name and relevant particulars of the
member to be entered into the register whereupon a membership number shall be
assigned to the member for purposes of identifying his/her account with the
Society.
18 REFUSAL OF MEMBERSHIP
The Board of Directors may refuse to admit into membership any applicant by
giving him/her reason(s) for such refusal in writing, provided that, the person
whose membership has been refused, if aggrieved by the decision, shall have the
right to appeal to the next General Meeting through a registered member or the
General Manager.
19 MEMBERSHIP RIGHTS
Subject to these By-laws, policies, standards, values and procedures, all members
shall have the right to use the society’s products and services and exercise the
right established by the Act, the Rules and these By-laws. The members are
entitled but not limited to: -
a. Receive, periodically and regularly, or upon request, and at least once a year, a
statement of accounts containing the individualized record of his/her credit and
debit transactions.
b. Attend and participate at General Meetings. Each member shall have one vote
irrespective of the member’s total share holding as long as he/she is a member
in good standing;
c. Elect or be elected to the Board of Directors of the Society unless otherwise
prohibited by any other law or these By-laws
d. Use the Society’s products and services according to the policies and procedures
approved by the Board of Directors.
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e. Access all legitimate society information such as financial records, registered
office and other records subject to the policy and regulations in force;
f. Submit projects or initiatives to the Board of Directors, for improvement of the
Society’s products and services
g. All other rights as prescribed by the Act and the Rules.
20 MEMBERSHIP OBLIGATIONS
In compliance with the Co-operative Societies Act, members of the SACCO are
obliged to:
a. repay all outstanding loans according to the terms and conditions stated in the
loan agreement;
b. promptly make all required contributions;
c. abide by all terms and conditions of these By-Laws and the General Meeting
Resolutions, the relevant Rules, policies , procedures and contracts of the
Society;
d. attend meetings and take part in decision-making;
e. comply with the Co-operative Societies Act, Sacco Societies Act, the Rules and
the Regulations there under;
f. inform non-members who qualify for admission and encourage them to join the
Society;
g. show good co-operative spirit by supporting issues put forth that improve the
sustainability of the Society and promotes the good will of all members;
h. Meet the debts of the Society in case of bankruptcy in accordance with the
provisions of the Act and By-laws of the society.
21 MEMBER PERSONAL ACCOUNT
a. Every member shall receive a Member’s Personal Account Number (M.P.A). The
MPA account shall contain member’s shares, savings, loan balance, name and
identification numbers signed by a duly authorized officer shall constitute a
certificate of savings, unless it is proved otherwise;
b. Every member shall receive a membership card, which shall contain full
particulars as to his membership, and on which shall be recorded, his/her
personal details that is name, and society membership and national
identification number. If such a membership card is lost, the Manager upon
payment of a fee determined by the Board of Directors may authorize issuance
of another card as appropriate;
c. For payment of members’ shares and deposits and for loan repayments, the
Board of Directors may direct that a periodic “statement of Account” containing
a record of the members’ transactions with the Society shall be sent to every
member not less frequently than once every six months.
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22 PENALTIES
a. Any member who willfully acts in violation of these By-Laws or regulations made
thereunder shall be liable to a fine not exceeding Twenty Thousand Shillings
(Kshs. 20,000/=) for the offence not withstanding any other action that may be
taken against him/her in accordance with the Act, the Rules, these By-laws or
any other applicable law.
b. The Board of Directors of the Society shall have powers to hear and determine
matters relating to any alleged violation of By-laws by a member. Any member
aggrieved by the decision of the Board of Directors may appeal to the Annual
General Meeting whose decision shall be final provided this provision shall not
prejudice a member’s right to refer the matter to the Tribunal, if the issue
constitutes a dispute.
c. Any penalty not paid within 30 days from the date it was levied shall be
recovered from the member’s deposits.
23 APPOINTMENT OF NOMINEE(S)
a. Every member of the Society shall appoint nominee(s) to whom upon the
member’s death, the shares shall be transferred, and deposits and other
interest in the Society shall be transferred or paid;
b. Every appointment of nominee(s) shall be made in writing and signed by the
member as per the prescribed Form;
c. Where more than one nominee is appointed by a member, the member shall
specify to whom the shares shall be transferred and the portions in which each
nominee shall receive his/her deposits and other interests in the Society
provided, however, that where no amount is specified each of the nominees shall
receive an equal share;
d. A member desirous of changing his/her nominee(s) may do so at any time
provided that such change is made in writing;
e. The particulars of nominee(s) shall be recorded, sealed and placed in the
custody of the Manager and reference thereto shall be entered in the register of
members;
f. In the event of any person so nominated dying, the member may nominate
another person in the same manner, and the necessary alterations shall be
made in the register of members.
24 NOMINEES AND EMPLOYEES
Subject to the regulations under these By-laws, Nominees and employees of the
Society may also become members of the society under the same terms and
conditions as all members.
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25 PAYMENT TO NOMINEE(S)
a. The nominee(s) shall be paid the value of the deceased member’s deposits or
interest less any sums due by the latter to the Society as a primary or contingent
liability within 60 days upon receiving official notice of the death of the member.
b. For purpose of transfer to a nominee, the value of any share or interest shall be
represented by the sum actually paid for that share or interest by the member
holding it.
c. Where the deceased member is in credit with the Society, any nominee may be
paid all dues on evidence of death being produced without awaiting lawful
administration of the estate.
d. Where any money is to be paid to a nominee who is a minor, a receipt given
either by a trustee or by his/her guardian shall be sufficient discharge to the
Society.
e. If there is no person so nominated, any person as may appear to the Committee
of the Society as the personal representative of the deceased member must
produce sufficient legal evidence of the same in order to receive the deceased
member’s dues.
f. The Nominee may also receive payments from the Welfare Fund, Risk
Management or any approved Insurance Scheme administered by the Society.
g. Any other lawful payment due to the deceased member.
h. All transfers and payments made by the Society in accordance with the Act,
Rules and these By-laws shall be valid and effectual against any demand made
upon the Society by any other person.
26 WITHDRAWAL FROM THE SACCO SOCIETY
A member may at any time withdraw from the Sacco Society by giving sixty (60)
days’ written notice to the board or as may be provided for in the Membership
Policy.
27 CESSATION OF MEMBERSHIP
Membership in the Society shall be terminated upon:
a. Death;
b. Certifiable insanity;
c. A vote of the membership at the next General Meeting following suspension by
the Board of Directors of a member for any violation of these By-Laws or conduct
otherwise prejudicial to the Society’s interests;
d. Transferring all shares to another member
e. Ceasing to hold qualification for membership as specified in these By-laws.
f. Being declared bankrupt by a court of law.
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28 SUSPENSION AND EXPULSION FROM MEMBERSHIP
The Board of Directors may suspend a member pending the final verdict by
members at a General Meeting who:
a. Wilfully fails or refuses to comply with the society's By-Laws, policies,
regulations and contracts;
b. Wilfully defaults in the repayment of his/her loans either in part or in full for a
period exceeding six months;
c. Fails to save regularly as shall be obligated under the Society’s rules and
regulations
d. Is convicted of a criminal offence involving dishonesty or imprisoned for any
other offence for three months or more;
e. Acts in any way detrimental or prejudicial to the interests of the society;
f. For any other reason approved by a General Meeting and/or as may be contained
in the Code of Ethics of the society;
29 SUSPENSION AND EXPULSION PROCEDURE
a. Upon formal written announcement that a member has committed an offence
punishable by expulsion, the Board of Directors shall give the member a written
notice within fifteen (15)days stating the offence he/she is alleged to have
committed and give him/her a further fifteen (15) days to prepare his/her
defence if any;
b. Upon the expiry of thirty (30) days, the Board of Directors shall initiate an
administrative inquiry and make a decision on the findings;
c. Based on the findings, the Board of Directors may suspend the member pending
expulsion by a General Meeting of the Society;
d. The member who has been suspended and recommended for expulsion may
appeal to the general membership against the decision by giving notice and
grounds of appeal to the Secretary not less than fifteen (15) days before the date
of the subsequent General Meeting;
e. A member so suspended loses voting rights, may not qualify for new loans but
shall continue repaying existing loans, but shall not attend Sacco Society
meetings unless invited by the General Manager in writing with an express
authority of the board.
f. Upon hearing the matter, the General Meeting may:
i. Lift the suspension unconditionally;
ii. Lift the suspension with conditions including but not limited to imposing
any fine as it may deem fit
iii. Confirm the suspension and expel the member;
iv. Take other lawful action.
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g. The decision of the General Meeting shall be final.
Any member so expelled shall be struck-off the Register with immediate effect.
30 PAYMENTS ON WITHDRAWAL, TERMINATION OR EXPULSION OF
MEMBERSHIP
a) Withdrawal, expulsion, or termination of membership will not exonerate a member
from any existing personal or membership liability.
b) A member who withdraws shall be paid the following amounts after deduction of
any debts owed by him/her to the SACCO Society as borrower, endorser, and
guarantor or otherwise: -
i. The Member’s Deposits provided that the Board of Directors may require
a maximum of sixty (60) day’s written notice of intention to withdraw
deposits;
ii. Any outstanding dividends or interest due to him/her on the date
membership ceased;
iii. Any deposits or other sums held by the Society on his/her behalf.
c) A member who is expelled from membership shall be paid the following amounts
after deduction of any debts owed by him/her to the SACCO Society as borrower,
endorser, and guarantor or otherwise: -
i. The Member’s Deposits provided that the Board of Directors shall require a
maximum of sixty (60) day’s written notice of the claim provided that if no
such claim is made within 60 days from the date of expulsion, such funds
shall be transferred into the reserve account of the Society.
ii. Any outstanding dividends or interest due to him/her on the date
membership ceased.
iii. Any deposits or other sums held by the Society on his/her behalf.
31 SOCIETY’S FUNDS
The funds of the Society shall consist of; -
a) Core Capital
i. Paid up members’ shares
ii. Retained Earnings
iii. Disclosed Reserves
iv. Grants and Donations
b) Income
i. Interest, fees and charges, penalties, and commissions
ii. Entrance fee
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iii. Any donations, grants or gifts from other bodies, organizations or
individuals
iv. Funds obtained from other lawful sources
v. Investment Income
c) Liabilities, which include deposits from members and borrowings from other
sources as may be prescribed by the Authority.
d) Funds obtained from lawful miscellaneous sources.
32 APPLICATION OF FUNDS
a) The funds of the Society shall be applied for the promotion of the stated objects and
purposes of the Society as set forth in these By-laws and as determined or approved
by the General Meeting or in the Investment Policy of the Society and shall be
invested in:
i. Securities issued or guaranteed by the government or any agency of the
government.
ii. Deposits, obligations or other accounts of deposit taking institutions under the
Banking Act
iii. Shares, stocks, deposits in, loans to or other obligations to its investment or
any Sacco Society or Co-operative Society.
iv. Loans to members.
v. Properties and Equipment for purposes of Sacco society business
vi. Investments under above shall not in the aggregate, exceed such proportion of
total assets, core capital and deposits of the Sacco Society as prescribed in the
Regulations
b) The Society shall not invest its funds in non-core business, except with the approval
of the Regulator and by the General Meeting through a Special Resolution.
c) Where the society invests in real estate other than for its own accommodation, it
shall not hold more than Twenty percent (20%) of the equity in the investment or
expend a sum exceeding Twenty-Five percent (25%) of its share capital in such
venture as provided for in the Rules
33 SHARE CAPITAL
a. The nominal value of each share shall be Kshs.100/= and every member shall
hold such shares in the society as shall be decided by the members in the AGM,
but no member shall hold more than one fifth of the total shares;
b. With the approval of the Board of Directors, a member may at any time transfer
his shares to another member. Such transfers must be in writing;
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c. All transfers of shares must be registered with the Manager, and no transfer
shall be valid unless so registered. A transfer fee shall be levied as per the
membership policy.
d. Shares shall not be withdrawable or refundable, but they can only be
transferred to another member;
e. Every member shall receive a share certificate indicating the number of shares
he/she holds in the Society;
f. A replacement of a share certificate in the event of a loss or defacing of the
original, shall be processed as per the membership policy.
34 DEPOSITS
a) Deposits to the Society made by a member through BOSA shall not be
withdrawable in whole or in part unless upon withdrawal from membership.
b) Deposits made to the Society through withdrawable savings shall be withdrawable
according to the terms and conditions as provided by the Board of Directors and
the Membership Policy.
35 LIABILITY OF MEMBERS
a. The liability of a member shall be limited to the nominal value of the shares held
by the member.
b. In the event of liquidation, where available funds are insufficient to pay the full
nominal value of the shares held by the members, the funds shall be distributed
on pro rata basis among the shareholders according to the amount of shares
held by each.
36 POWER TO BORROW
a. Loans may be obtained from members and non-members, subject to the
maximum approved by the General Meeting.
b. For the necessary security of any loans accepted by the Society under paragraph
33(a) above, the Society may grant a charge over its assets. The authority to
grant a charge shall be reserved to the General Meeting subject to approval by
the Regulator;
c. Any charge created by the Society shall be registered with the Regulator in the
prescribed Form IX within 30 days.
d. Notification of the maximum liabilities fixed shall be sent to the Regulator in the
prescribed Form VIII.
e. Any member of the Society may appeal against the decision of the Regulator in
33(b) above to the Minister within 30 days of such decision.
f. The rate of interest on loans or deposits shall not exceed the current market
rates or as may from time to time be determined by the Board of Directors and
ratified by the General Meeting.
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37 RECEIPTING FOR MONEY
a) Money paid in or out on account of shares, deposits, loans, interest, fees, or fines
shall be evidenced by an entry in the member’s personal Account and issuance of
an official receipt in the name of the Society;
b) (1) Should the MPA or other receipt given to the member by the Society be lost or
destroyed, the member shall give immediate notice of such fact to the Manager who
may authorize for issue of a duplicate MPA or a duplicate receipt;
(2) The Treasurer may cause the member to sign an indemnity to protect the
Society against any loss due to the issuance of such duplicate. The Treasurer may
also require payment to the Society of a reasonable charge to cover the cost of
issuing the duplicate MPA at a fee of Kshs.200/= or as may be determined by the
Board of Directors from time to time.
38 LIQUIDITY AND RESERVES
a) The society shall maintain a Reserve Fund as required by the Act and the Rules.
The Reserve Fund shall be credited with at least 20% of the net surplus of each
financial year. It shall also be credited with recoveries of loans and other losses
previously charged against the Reserve Fund.
b) The Society shall maintain liquid funds/cash reserves equal to 10% of the total
assets. The cash reserve may consist of cash in hand, the current account, the
Society’s savings account and any fixed deposits. The Board of Directors may
increase liquidity from time to time to meet seasonal demands as they may arise.
c) The Board of Directors shall ensure on a monthly basis that the Allowance for Loan
Loss Account is equal to the required (in the budget) percentage of net new loans
monthly in addition to enough funds to cover all potential delinquent loan losses
as identified upon the review of the delinquent loan list. Delinquent loans are those
loans in which payment of principal or interest is more than 30 days late.
d) A Capital Reserve shall be held by the SACCO Society to fund the growth and to
meet operational losses not related to loans, the Allowance for Loan Loss Account
shall be held to meet loan losses. Capital reserve and the Allowance for Loan Loss
Account may not be distributed to members except in the case of dissolution of the
Society and only after all legal claims on such reserves have been provided for.
39 GENERAL MEETING
The Supreme Authority shall be vested in the Annual General Meeting at which
members shall have the right to attend, participate and vote. Such meetings shall
be held as follows: -
a) The AGM shall be held within four months of the close of the financial year.
b) AGM of the Society shall be convened by giving at least fifteen days written notice
to the members.
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c) A Special General Meeting of the Society may be convened; -
i. By the Board of Directors for the purpose of approving annual estimates or
discussing any urgent matter which in the Board of Director’s opinion is in the
interest of the Society; or
ii. On receipt of a written notice for meeting signed by one-third (1/3) of the members
of the Society and stating the objects and reasons for calling the meeting;
iii. By the Regulator at which he/she may direct the matters to be discussed in the
meeting
40 NOTICE OF SPECIAL OR ANNUAL GENERAL MEETING
a) At least fifteen (15) days written notice shall be given in the case of an Annual
General Meeting or a Special General Meeting;
b) The Board of Directors shall take all possible and usual steps, such as
announcements at public meetings, posting a notice on the society's notice board,
an advertisement in the local newspapers or news sheet among others to inform
all members of the date and main business of the meeting;
c) All written notices shall include a statement of the business to be dealt with;
d) Notice of the Special General Meeting shall clearly specify all the issues to be
discussed. The Special General Meeting shall deal exclusively with the issues for
which it was convened;
e) Only a Special General Meeting convened solely for this purpose, shall have the
exclusive power to amend the Society’s By-Laws;
f) All meetings shall be conducted according to the procedures and rules of order;
g) The Board of Directors shall invite Ministry officials to act as returning officers at
any members meeting charged with the added responsibility to oversee activities
of the meeting and empowered to rule on issues of meeting’s conduct and
procedure.
41 QUORUM
Except when convened by the Regulator, the presence of at least one hundred and
fifty (150) members or one fifth of the total membership, whichever is less, shall
constitute a Quorum for the conduct of business at an AGM. When a Quorum is
not attained, the Chairperson shall adjourn the meeting, which shall be advertised
as prescribed in these By-Laws. If, at such a meeting, a quorum is again not
attained, the Chairperson shall declare the meeting open with those present, one-
half hour after the advertised time of the meeting.
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42 REQUIRED MAJORITY
a) The motion to revoke or approve a specific decision taken by the Board of Directors
or to remove a Board member from office must be approved by a simple majority
of the members present at the General Meeting.
b) Amendments of these By-Laws shall be approved by at least two-thirds (2/3)
majority of the members present at the Special General Meeting
43 ENFORCEMENT OF THE DECISIONS
Any decision taken by the majority at members’ meetings shall be binding to all
members present, absent and objecting.
44 CONDUCT AT MEETINGS
The Chairperson, or in his/her absence, the Vice-Chairperson shall preside at
every General Meeting. In their absence, any member of the Board of Directors
elected by a majority of those present shall preside.
45 IDENTIFICATION OF MEMBERS
Before they may attend or vote at a General Meeting, members shall be required to
produce their membership cards or identify themselves in a satisfactory manner
as may be prescribed by the Board of Directors.
46 POWERS OF THE GENERAL MEETING
The General Membership has both the right and responsibility to: -
a) Confirm the minutes of the previous meetings
b) Elect Board of Directors for the ensuing year as provided in the Act.
c) Determine the maximum borrowing powers of the society
d) Consider and approve estimates of Income and Expenditure for the ensuing
Financial year or part thereof
e) Determine the manner in which any available surplus is to be distributed or
invested
f) Appoint the Society’s Auditors
g) Receive reports and decide upon other matters as may be necessary for the conduct
of the society’s business.
h) Consider the statements of account, the auditor’s report and the reports of the
committee on the activities of the society during the past financial year
i) Confirm or otherwise consider, action taken by the Board of Directors, and give
direction to the new Board of Directors where necessary.
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j) Consider appeals against the expulsion of members
k) Elect, suspend or remove members of the Board of Directors and the Supervisory
Committee provided that proper notice and the purpose of the meeting has been
given in advance.
l) Fix the honoraria, bonuses and other allowances, if any, for the Board of Directors
or the employees.
m) Receive, deliberate and make decisions on the Regulator’s reports
n) Transact any other general business of the society of which notice has been given
to the members in the manner prescribed in these By-laws.
47 MINUTES OF GENERAL MEETINGS
All business discussed or decided at a General Meeting shall be recorded in a
Minute File within one week of the meeting, and shall be signed by the Chairperson
of the meeting and at least one other member of the Board of Directors. A member
who was present at the meeting to verify that the minutes are a true and complete
record of all important matters which were discussed or decided at the meeting. At
the next meeting, in event of any changes to the minutes, they shall be recorded
as part of the current meeting’s minutes and ratified by the members present.
48 BOARD OF DIRECTORS
(a) The Board of Directors shall be elected by and from the membership and shall
consist of nine (9) members. Members of the Board of Directors shall be elected for
a term of three (3) years with a third (1/3) retiring annually but are eligible for re-
election. All members of the Board of Directors shall be at least 18 years of age and
be members in good standing as defined in these By-Laws.Its major functions shall
be guiding, directing and making the society’s policies and supervise their
implementation.
(b) A board member shall be eligible for membership of the Supervisory Commitee
upon completion of the 3-year term or after a period of 3 years from the date
elected.
(c) The Executive Committee shall comprise of the Chairperson, Vice Chairperson,
Treasurer and Honorary Secretary, all of who shall be elected from amongst the
members of the Board of Directors.
49 ELIGIBILITY TO BE ELECTED AS A MEMBER OF THE BOARD OF
DIRECTORS
49.1 Qualifications and Eligibility Criteria of the Board
No member shall be eligible for membership to the Board unless he:-
i. Has been a member in good standing of the Society for not less than two years
ii. Has met the criteria set by the nominating committee from time to time
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iii. Is above 18 years old.
iv. Is not a Board member in other Sacco Societies with similar objectives
v. Has never been convicted of any offence involving dishonesty or is sentenced
to imprisonment for a term exceeding three months
vi. Has not been convicted of any offence under the Co-operatives Societies Act
Cap 490, rules and regulations.
vii. Has no uncleared or overdue debt owing to the Sacco society at the end of its
financial year other than in respect of a loan(s) granted
viii. Has a favourable listing status with a licenced credit reference bureau
ix. Does not lend money on own account.
x. Is of sound mind.
xi. Is un-discharged bankrupt.
xii. He has not been adversely named by the Commissioner or Authority in an
Inquiry Report for mismanagement or corrupt practices while a member of a
Board of any Sacco society.
xiii. Is a former director having previously served in the Finnlemm Society board,
xiv. Is a former staff member of the Sacco Society who has completed not less
than one year from the last date of employment to the date of the general
meeting in which the election is to be held.
xv. Irrespective of the number of members and shares held by them, no member
institution/organization shall present for purposes of election onto the Board
of Directors more than two (2) candidates and in case of Supervisory
Committee more than one (1) candidate.
49.2 Other Provisions
a) The elected Board members shall comply with the Board Charter and Code of
Conduct that shall define roles and functions of the board, conduct, qualifications
and experience of members of the Board and Board Committees.
b) A director shall attend board meetings regularly and shall automatically cease to
hold office if he or she fails to attend three consecutive meetings without
permission or reasonable cause from the Board of Directors.
c) A person elected into a Board of a Co-operative Union or Apex Society on the basis
of his/her elected position shall cease to be a member of the Apex Society or Union
upon ceasing to be a Board member of the Sacco society.
50 ELECTIONS
50.1 Nomination and Electoral Process
i. The Sacco society’s elections shall be conducted annually and in accordance with
the Act, Rules, By-laws, Finnlemm SACCO Election Criteria and any other
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prescribed laws.
ii. The conduct of the elections shall entail nomination and the election processes as
shall be provided in the Election Criteria which may be reviewed periodically.
50.2 Nomination Committee
(i) The Board shall on a regular 3 year basis appoint a Nomination Committee that
shall vet all candidates seeking to be considered for election to the Board or
Supervisory committee.
(ii) The Nomination committee shall comprise of Five members; composed of One
representative from the Ministry in charge of Co-operatives serving as Chairperson,
the General Manager as secretary. There shall be three persons from a recognized
and relevant professional association drawn from the SACCO Membership, both of
whom shall serve as members to the committee.
50.3 Duties of the Nomination committee
i. To receive and examine the duly filled applications for nomination forms.
ii. To accept/reject the application for nomination request based on these by-laws
and Fit & Proper Test criteria as per the Co-operatives Societies Act.
iii. To issue a nomination letter that shall be for a specific post within the Board or
Supervisory Committee.
iv. To keep a record of its deliberations.
50.4 Election Process
The elections shall be conducted by a returning officer who shall be any authorized
official from the Ministry in charge of Co-operatives and whose duties shall be to:
i. Declare the seat vacant.
ii. Initiate the process of elections.
iii. Receive the nomination letter(s) from the duly nominated candidate(s).
iv. Ensure a smooth conduct of the election.
v. Declare the winner and ensure the acceptance form is signed.
50.5 In all the Sacco Society’s elections;
i. Nomination of candidates shall be from successful vetted applicants who showed
their interest within the notice period.
ii. All elections shall either be by show of hands, or any other method approved by
the preceding general meeting.
iii. There shall be no voting by proxy.
iv. Each member shall have no more than one vote irrespective of the number of
shares held by him.
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v. The elections results will be announced immediately by the returning officer on the
floor of the general meeting.
vi. Within fourteen (14) days of the elections, the General Manager shall forward to
the Commissioner the names and addresses of all persons elected.
vii. Election petitions shall be filed to the returning officers within 96 hours from the
date of the elections.
51 FUNCTIONS AND RESPONSIBILITIES OF THE BOARD OF DIRECTORS
The Board of Directors shall be the Governing Authority and subject to any
directions from a General Meeting, it shall direct the affairs of the Society.
Its procedures, powers and duties shall be as prescribed in the Acts, Regulations,
Rules, and these By-Laws and in particular it shall:
a) Observe in all its activities the Act, the Rules, these By-Laws, members’ resolutions
and prudent business practice;
b) Generally direct and monitor the affairs of the Society and perform such other
duties as are necessary to preserve the financial safety and soundness of the
Society;
c) Act upon all applications for membership unless a membership officer is appointed
to do so.
d) Review all loan rejection appeals by members. Its decision on this matter shall be
final;
e) Ensure that true and accurate records and accounts are kept of the Society’s
money, properties, capital, reserves, liabilities, income and expenses
f) File annual returns to the Regulator in the prescribed form.
g) Cause monthly returns for remittances to be submitted to the Regulator in the
prescribed form.
h) For each of the financial year, cause to be prepared estimates of the society’s income
and expenditure including recurrent and capital estimates for approval by the
General Meeting at least three (3) months before the end of the preceding financial
year.
i) Cause the Society’s accounts to be prepared in accordance with International
Accounting and Reporting Standards (I.A.S, I.R.S) to reflect the true and fair state
of the Society’s affairs, and explain the Society’s transactions including sums of
money received and paid by the Society and reasons thereto, and all assets and
liabilities of the Society.
j) Ensure that audited accounts are displayed in a conspicuous place at the registered
office and branches at least two weeks before presentation of the accounts to
members at the Annual General Meeting.
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k) Decide the amount and kind of surety, bond, or other security, which shall be
required of the Board of Directors, Manager and any other officer or employee
having the custody of, or handling funds or property of the Society.
l) Draft or cause to be drafted the internal regulations and policies which shall include
all matters which have not been taken care of or provided for in the Sacco Societies
Act, the Co-operative Societies Act, their respective Rules and these By-laws which
call for specific enactments to ensure smooth functioning of the Society.
m) Subject to the approval of the Annual General Meeting, determine from time to
time the interest rates on loans, the maximum maturity and terms of payment or
amortization (pay-off), and the maximum amounts that may be loaned;
n) Recommend to the Annual General Meeting the dividend rate to be paid on shares
and interest on deposits.
o) Fill vacancies occurring in the Board of Directors and the various Sub-Committees
falling vacant between General Meetings;
p) Authorize investments of the society and the conveyance of property in accordance
with the existing policies and rules;
q) Authorize borrowing and lending operations of the society in accordance with the
Act and the Rules.
r) Designate a depository, or depositories, for the funds of the society
s) Submit proposals to the Annual General Meetings and providing information
necessary to enable the members deliberate and take appropriate action.
t) Employ and fix the compensation of a Manager and such other employees in
accordance with the terms and conditions of employment approved by the
Regulator.
u) Impose fines.
v) Approve transfer of shares between members.
w) Review monthly delinquency reports and supervise the collection of loans from
members and recommend to the Annual General Meeting the write-offs of
uncollectible accounts;
x) Affiliate and maintain liaison with Apex Societies and other National Cooperative
organizations or institutions recognized within the cooperative movement;
y) Perform such other duties as are necessary to preserve the sound management of
the Society and authorize any action consistent with the Acts, the Rules and these
By-Laws, unless specifically reserved for the Annual General Meeting.
52 LEGAL STANDARD OF CARE, INDEMNITY AND DECLARATION OF WEALTH
a) In the conduct of the affairs of the Society, the Board of Directors shall exercise the
prudence and diligence of ordinary men of business and shall be held jointly and
severally liable for any losses sustained through any of their acts which are
contrary to the Acts, the Rules, the Regulations and these By-Laws or the
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directions of any Annual General Meeting. The Board of Directors may delegate
any of its duties to an officer or officers of the Society but nothing shall absolve the
Board of Directors from its responsibility of running the affairs of the Society in
proper and business-like manner.
b) Every member of the Board of Directors and other officers of the Society shall file
an Indemnity Form V set out in the schedule to the Rules and appended to these
By-Laws, whose amount the Annual General Meeting shall determine and which
shall be lodged with the Regulator within fourteen (14) days of his/her election or
appointment to the Board of Directors or staff of the Society.
c) Every member of the Board of Directors and other officers of the Society shall within
thirty (30) days of being appointed into office, declare their wealth to the Regulator
as required of every public servant.
53 DELEGATION OF DUTIES
a) The Board of Directors may delegate in writing to an officer or employee of the
Society such of its duties, as it deems necessary
b) Nothing in (a) above shall absolve the Board of Directors from its responsibility of
running the affairs of the Society in proper and business-like manner. The Board
of Directors must ensure full control.
54 BOARD OF DIRECTORS MEETINGS
a) Meetings of the Board of Directors shall be held at least once a month and at other
times when necessary. Five(5) members of the Board of Directors shall form a
quorum for the disposal of business;
b) If a member of the Board of Directors fails to attend three consecutive meetings
without being excused therefrom, or otherwise fails to perform his/her duties and
obligations both as a member and/or official of the Society, his/her position may
be declared vacant and the vacancy filled as provided for in these By-Laws.
55 RECORDS OF BOARD OF DIRECTORS MEETINGS
All business discussed or decided at Board of Directors Meetings shall be recorded
in a minute book which, within one week of the meeting, shall be signed by the
Chairperson of the meeting, and at least one other Board Member who was present
at the meeting to verify that in their opinion, the minutes are a true and complete
record of all important matters which were discussed or decided at the Meeting.
At the next meeting, after approving any alterations or variations, which may be
written immediately below the above signatures, and not as alterations to the
original record, the meeting shall authorize the Chairperson to sign and date the
final record.
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56 SUB-COMMITTEES
The Board of Directors may appoint from among themselves sub-committees, such
as Education Committee, Executive Committee, Credit Committee, Investment
Committee, Merchandise Committee, SACCO Savings Committee and such
number of Sub-committees as the Board of Directors shall determine.
57 CODE OF CONDUCT
a) The Sacco Society shall prepare a Code of Conduct as set out in the regulations to
be approved by the Commissioner.
b) Any Officer who violates the Sacco Society’s Code of conduct commits an offence
and the Board shall take the necessary action in line with the provisions of the
Regulations.
58 CONFLICT OF INTEREST
a) Every Board member and employee of the Sacco Society shall be required, before
taking part in any business transaction which the Sacco Society may be about to
discuss, or initiate to disclose any personal interest in the matter and shall not
take part in any discussion or vote upon that item of business.
b) The Board member or employee shall physically absent himself/herself from the
discussion unless it is determined that the individual has relevant information to
provide. Failure to divulge this information shall result in removal from office or
termination of employment.
59 DELEGATION TO SUB-COMMITTEES
The Board of Directors may delegate to the Sub-Committees such of its powers and
duties under these By-Laws, as it deems fit and proper.
60 SUSPENSION FROM THE BOARD
a) The Commissioner may suspend from duty any Board Member charged in a court
of law with an offence involving fraud or dishonesty pending the determination of
the matter.
b) The majority of the Board Members may suspend a Board Member and
accordingly inform the Commissioner pending ratification by the general meeting
for;
i. violation of the Act
ii. Violation of the code of conduct.
iii. Any other good cause.
61 VACATION OF AND REMOVAL FROM OFFICE OF A DIRECTOR
A member of the Board of Directors, or any other sub-committee shall cease to
hold office if he/she ceases to be a member of the society or by resignation or
removal from the Board of Directors or Sub-committee.
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a) The Board of Directors by majority vote may remove any Board member who
violates the law, the rules made hereunder, or these By-Laws, or for any other good
and sufficient cause. No person may be removed under these By-Laws until the
person has been informed in writing of the reasons for his/her proposed removal
and until the person has been given the opportunity to appear before the Board of
Directors to defend the allegations made against him/her. These conditions do not
preclude the Board of Directors from temporarily suspending the person or persons
and removing them from their positions in order to protect the well being of the
society until such time as a final determination is made;
b) Any member of the Board of Directors who is expelled or withdraws from
membership or whose membership is terminated by operation of these By-Laws
shall be removed from the Board of Directors.
c) The Board of Directors shall by a majority vote of the members then holding office
Co-opt a member of the society to fill any vacancy arising in the Board of Directors
if the number drops below five members. Appointments under this section shall be
valid only until the next AGM. At the AGM, the members shall elect a Board
member to serve for the balance of the un-expired term or confirm the Co-opted
member.
62 EXECUTIVE OFFICERS
The Chairperson, Vice-Chairperson, Treasurer and Secretary shall be termed
“Executive Officers”. The Executive Officers shall be elected at a meeting of the
Board of Directors within 7 days after each Annual General Meeting and their
tenure in the office shall be in accordance with the provisions of these By-Laws.
63 CHAIRPERSON AND VICE CHAIRPERSON
a) The Chairperson shall preside at all meetings of the members and at meetings of
the Board of Directors. He/she shall perform such other duties as he/she may be
directed by the Board of Directors but not inconsistent with the provisions of the
Acts, Rules, Regulations, these By-Laws and other policies of the Society;
b) (1) The Vice-Chairperson shall perform the duties of the Chairperson during
his/her absence.
(2) He/she shall preside over as the chairperson of the Education Committee and
shall perform such other duties as the Board of Directors may direct him/her.
c) The chairperson and the vice chairperson should possess sound managerial and
leadership skills.
64 TREASURER
The powers and duties of the Treasurer shall be: -
a) Generally to manage, or cause to be managed, the financial affairs of the society in
a competent and efficient manner
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b) To oversee maintenance of full and complete records of all assets, liabilities, income
and expenses of the society
c) To ensure the safe-keeping of the society’s money, securities and books of account
d) To ensure that all payments and expenditures are duly authorized
e) To ensure compliance with all directives of the Board of Directors and the Regulator;
f) Within twenty (20) days after the close of each quarter, to ensure preparation and
submission to the Board of Directors a financial statement showing the financial
condition of the Society at the end of each quarter.
g) The Treasurer should possess a solid and sound grasp of financial management.
65 HONORARY SECRETARY
The duties of the Secretary are: -
a) To record the minutes of the Board of Directors Meetings and the General Meetings
b) To keep or cause to be kept the Minute Book;
c) To ensure that the Society’s correspondences are promptly and correctly attended
to
d) To prepare and send notice of meetings;
e) To perform such other duties as may be assigned by the Board of Directors from
time to time.
The secretary should possess good communication skills and have a solid and
sound grasp of the legal environment governing the Sacco movement.
66 THE MANAGER
The Board of Directors shall appoint a highly qualified person to the post of the
Manager who shall be the Chief Executive Officer of the Society. His/her powers
and duties shall be assigned by the Board of Directors and in particular he/she
will have the responsibility:-
a) To manage the affairs of the Society in a competent and professional manner
b) To cause to be kept proper books of records and registers ensuring safe custody of
all funds, securities, valuable documents and other assets of the Society;
c) To attend Board of Directors Meetings, sub-committee meetings and the General
Meetings in an advisory capacity but has no voting rights.
d) To prepare and analyze on a quarterly basis the society’s business plan and budget
e) To represent the Society in business transactions and any other transaction
authorized by the Board of Directors.
f) To provide information required by the Supervisory Committee promptly.
g) To propose to the Board of Directors new and replacement positions at the Society,
and the revision of the salary schedule for all staff;
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h) To implement recommendations set forth in the audit reports and those issued by
the Supervisory Committee.
i) To ensure on a monthly basis that the accounting records are in balance and the
individual accounts subsidiaries are up-to date and the income statement, balance
sheet, and delinquency lists are complete and correct. Ensure that the account
records are maintained in accordance with Internationally Accepted Accounting
Principles.
j) To ensure that adequate insurance is in place, if available, for all employees, Board
of Directors and property of the Society
k) To direct and supervise the administration and processing of loan applications
l) To establish a pricing strategy for products and services, in which the interest rates
structure will seek a balance between the loans available to the members, and the
long-term viability of the Society taking into consideration : -
i. Costs, particularly those related to members’ savings, dividends, the allowance for
loan loss, and operating expenses.
ii. The need for a strong capital position, which is essential for the Society’s long-term
viability and future growth.
iii. The competitions pricing structure, given the competitive nature of the financial
market.
m) To assist the Board of Directors in determining acceptable types of collateral that
can be used to secure the Society’s loans.
n) To ensure there is adequate liquidity to meet loan demands, savings withdrawal,
and operating expenses.
o) To draw up and update job descriptions of each employee and carry out staff
performance appraisals including administering disciplinary measures as spelt out
by the policies and terms of service;
p) To carry out staff training needs analysis based on annual performance appraisals
and submit the same to the Board of Directors for approval based on the Society’s
policies;.
q) To ensure implementation, without delay, of all decisions of all Committees of the
Society and the General Meeting.
r) And any other duty assigned by the Board of Directors from time to time.
67 CREDIT COMMITTEE
The Credit Committee shall consist of three members who shall be members of the
Board of Directors but none of whom shall be an Executive Officer. The Credit
Committee shall be chosen at a meeting of the Board of Directors within 7 days
after each General Meeting.
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68 MEETINGS OF CREDIT COMMITTEE
The Credit Committee shall hold such meetings as the business of the Society may
reasonably require, but not less frequently than once a month. It shall be upon the
Credit Committee to elect its own Chairperson, Secretary and Member.
69 DUTIES OF CREDIT COMMITTEE
a) The Credit Committee shall keep records of all its undertakings.
b) The Credit Committee shall inquire carefully and diligently into the character and
financial conditions of each applicant for a loan, and his/her guarantors, if any, to
ascertain his/her ability to repay fully and promptly the obligations incurred by
him/her and to determine whether the loan is for a worthy purpose and will be of
probable benefit to the borrower.
c) The Committee shall report to the Board of Directors who may report to the General
Meeting.
70 EDUCATION COMMITTEE
The Education Committee shall consist of three members of the Board of Directors
with the Vice Chairperson of the Society as its Chairperson. It shall be upon the
Education Committee to elect its Secretary and Member.
71 DUTIES OF EDUCATION COMMITTEE
The functions of the Education Committee shall be to;
a) Organize, facilitate and promote members’ and Committee’s education.
b) Organize, promote and oversee staff training.
c) Ensure production and acquisition of literature including Periodical Magazines, or
brochures.
d) Promote distribution and interpretation of these By-Laws to members
e) Arrange for educational tours in liaison with other members of the Board of
Directors.
f) Advise the Board of Directors and update members on all matters of education and
information.
g) Ensure allocation of funds for educational purposes and apply the funds for the
benefit of the Society.
h) Prepare periodic reports on education and information and publicize the same for
the benefit of members.
i) Identify, collect, disseminate and publish co-operative news for the benefit of the
Society.
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j) Coordinate flow of information to and from members of the Society regarding
general feedback, marketing and sales requirements.
k) Perform any other duties as may be assigned by the Board of Directors.
72 INVESTMENT COMMITTEE
The Investment Committee shall consist of three members who shall be members
of the Board of Directors with the Chairman of the Society as an ex-officio with no
voting rights. The Committee shall be chosen at a meeting of the Board of Directors
within 7 days after each General Meeting. It shall be upon the Committee to elect
its own Chairperson, Secretary and Member.
73 DUTIES OF INVESTMENT COMMITTEE
a) The Investment Committee shall inquire carefully and diligently into the investment
needs of the Society as a whole and of individual members as the case may be.
b) It shall spearhead and coordinate investment ventures of the Society in accordance
with the provisions of these By-Laws, the applicable Acts, Regulations and the
Rules thereof and the Resolutions of members at Annual General Meetings.
c) The Committee shall report to the Board of Directors who shall report to the Annual
General Meeting.
d) Perform any other duties as may be assigned by the Board of Directors.
74 SUPERVISORY COMMITTEE
a) There shall be a Supervisory Committee of the Society elected by the members at
the General Meeting. It shall consist of three members all of whom shall not be
employees of the Society or serving on the Board of Directors or any other
Committee of the Society.
b) Supervisory committee member shall be eligible for membership of the Board
upon completion of the 3-year term or after a period of 3 years from the date
elected.
c) The members of the Supervisory Committee shall meet the same conditions and
qualifications as for members of the Board of Directors. In addition, at least one
member of the Committee shall have basic bookkeeping, accounting, and auditing
or financial management knowledge. Where no such person is elected, those
elected may be taken for basic accounting training.
d) The tenure of Supervisory Committee will be three (3) years with one member
retiring annually on rotational basis but eligible for re-election.
e) The Supervisory Committee shall choose its own Chairperson, Secretary. and
member The Secretary of the Supervisory Committee shall prepare, maintain, and
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have custody of the records of all actions taken, including written evidence of any
audits performed by the Committee.
f) The committee shall:
a. Have qualifications similar to those of members of the Board.
b. At least one of the three members be required to have at least some knowledge of
accounts.
c. Be removed by a resolution of the general meeting.
d. Comply with the clauses on legal standards of care, indemnity and declaration of
wealth, code of conduct, conflict of interest and confidentiality as stipulated in
these by- laws
e. Co-opt qualified members as provided in these by-laws to fill temporal vacancy(s)
in the Committee to ensure the committee membership does not fall below three.
75 AUTHORITY OF SUPERVISORY COMMITTEE
Without intervening in the administrative functions subject to its control and
supervision, the Supervisory Committee is responsible for the SACCO compliance
and internal control and oversight. It is also responsible for the truth and accuracy
of the Society’s financial condition, and for making sure that the SACCO society’s
administrative practices and procedures are adequate to safeguard the members’
and the institution’s rights and interests.
The Chairperson of the Supervisory Committee shall convene its meetings. The
Supervisory Committee shall meet as often as it finds necessary to carry out its
work efficiently. Their normal meeting shall be monthly and quarterly with the
Board of Directors. Honorarium and compensation to the Supervisory Committee
shall be as approved by the Annual General Meeting.
76 DUTIES OF SUPERVISORY COMMITTEE
The following are the powers and duties of the Supervisory Committee:
a) To Check if the Society complies with the Law, By-laws, Resolutions of General
Meetings and policies of the Board of Directors;
b) To make, at least once every three months a review into the affairs of the Society,
including of its books;
c) To present to Board of Directors in joint meetings, reports of its findings.
d) To perform various internal audit tests to evaluate internal operations and controls
(policies and procedures) at least once every 3 months, and make accounting and
procedural recommendations regarding internal controls. To carry out review as
deemed necessary for the interest of the Society and its members. These
recommendations will be submitted in writing to the Board of Directors at their
monthly meetings.
35
e) Present a report to members at the Annual General Meeting.
f) To receive and investigate any complaint or appeal by members concerning the
operations of the Society and listen to members’ complaints and assist them to
find a solution. The findings of the Supervisory Committee will be tabled and
discussed in a joint meeting with the Board of Directors prior to either AGM or
SGM;
g) To confirm cash and bank accounts regularly and reconcile with records and make
necessary recommendations to the Board of Directors and the Regulator;
h) To Check delinquent loans among members of the Society and ensure their prompt
recovery;
i) To regularly review and verify securities and investments held by the Society.
j) To verify individual member’s accounts at least annually by random checks either
by:
I. Calling in statements and verifying that the balances in the MPAs coincide with
the Society's records, or;
II. Sending account statements directly to members and soliciting their responses as
to the accuracy of the statements.
k) To cooperate with the Board of Directors in seeking solutions to problems facing
the Society
However, Supervisory Committee shall not perform the duties or exercise any of
the powers of the Board of Directors of the Society
77 LIABILITY OF SUPERVISORY COMMITTEE
The Supervisory Committee members are jointly and severally liable to the
members for the non-performance of their duties whether resulting from the lack
of supervision or negligence in noticing illegal, unsound and fraudulent acts.
78 BOOKS AND RECORDS
The Society shall keep up-to-date and in a proper business-like manner accounts
and such books as the Acts and the Rules may require from time to time. The
following books shall be kept by the Society.
a) A register of members showing in respect of each member;
i.The name, age, date of application for membership, address and occupation;
ii. The date on which he ceased to be a member,
iii. Particulars of his nominee, if any.
b) Minute book giving details of proceedings of the Board of Directors and Supervisory
Committee meetings.
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c) A minute book giving details of proceedings at the General Meetings.
d) A cash book giving details of all monies received and all monies expended or paid
out by the Society;
e) A Ledger containing such accounts as is necessary to properly record the
transactions or business of the Society.
f) A personal ledger for each member showing his/her transactions with the Society.
g) Asset (property) register;
h) A stock control ledger;
i) A register of charges showing in respect of every charge created by the Society the
amount of the charge and the person entitled thereto.
j) A register of loans to members showing in respect of each loan the name of the
borrower, the amount borrowed, the purpose of the loan, the due date of repaying,
and the date the repayment is made.
k) A ledger showing deposits and withdrawals made by members.
l) A guarantors’ control register showing loan interest rates and collaterals;
m) A copy each of the current Co-operative Societies Act and the Sacco Societies Act
n) A copy of the current Co-operative Societies Rules and Sacco Societies Regulations
o) A copy of the Society’s By-Laws;
p) A copy of KUSCCO By-Laws; CAK By-Laws, Co-op Holdings Society Ltd By-Laws ,
CIC By-Laws and any other By-Laws of any National Co-operative Organization
q) A copy of internal regulations
r) A certificate of registration of the Society visibly displayed in the office;
s) Copies of approved Final Accounts;
t) Copies of Monthly Financial statements;
u) Copies of all policies of the society including but not ,limited to loaning Policy,
procurement policy, investment policy, financial policy and human resources
policy;
v) Copy of the Risk Management Certificate or Insurance Policy Document;
w) Such other books and records as the Board of Directors may decide or the
Regulator may prescribe.
79 FINANCIAL YEAR
The financial year of the society shall run for a 12-month period from 1st January
to 31st December each year.
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80 RULES AND POLICIES
The Board of Directors may make such Rules and Policies consistent with these
By-Laws, the Rules and the Act, as they may deem necessary for the conduct of
the society’s business. Any such policy shall be recorded in the minute book and
shall be posted on the society’s notice board, and shall come into force as and
when determined by the Board of Directors.
81 AUTHORIZATION TO SIGN DOCUMENTS
a) Unless decided otherwise by the Board of Directors all documents, contracts and
cheques shall be signed on behalf of the Society by any three of the Executive
Officers, namely Chairperson, Vice Chairperson, Hon. Secretary and Treasurer
b) Unless otherwise stated, the documents of the Society shall be deemed official
provided they carry the official stamp and designated signatures referred to above.
c) The books, accounts and all other documents of the Society shall be permanently
at the disposal of the Board of Directors, Supervisory Committee or any other
authorized person or organization. Information from the records shall be kept very
confidential.
83 DISPOSAL OF SURPLUS
Subject to the Acts and the Rules, and the approval by the General Meeting, the
net surplus resulting from the operations of the society during any financial year
shall be disposed of as follows: -
a) Not less than 20% shall be credited to the Statutory Reserve Fund
b) The balance may be disposed of as decided by the General Meeting for: -
i. Paying dividends on shares and interest on deposits.
ii. Paying it into the institutional capital to which no member has a claim in order to
build institutional capital.
iii. An amount not exceeding 10% of the remaining net balance may be paid to any
charitable purpose
iv. Being carried forward to an Education Fund or other funds of the Society, including
the appropriation accounts
v. Paying a gratuity, bonus, honoraria, allowances and other monies to the Board of
Directors, officers or employees of the Society as determined by the Annual General
Meeting.
vi. In any other way approved by the Annual General Meeting
c) In case there is a deficit, it will be carried over to the following year.
84 LOANS TO MEMBERS
No loan shall be made to a member of a Co-operative Society save in accordance with the conditions laid
down for the making of such loans in the Societies Loaning Policies.
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84 COMMON SEAL
The Society shall adopt and use a common seal. The seal shall have an imprint
bearing the words “Seal of the Finnlemm Savings and Credit Co-operative
Society Ltd” and shall be kept securely under lock and key by the Manager or
duly designated officer for that purpose and shall be used only by, and in the
presence of, the officers authorized to sign documents on behalf of the Society.
85 DISPUTES
Any dispute arising out of these By-Laws or concerning the business of the Society
which cannot be settled by the Board of Directors or General Meeting shall be
referred to the Co-operative Tribunal established under the Act. Debts due to the
Society from a member or past member may be referred to the Cooperative
Tribunal.
86 PAYMENTS AND REMUNERATION OF OFFICERS
a) In accordance with the provisions of s.89 of the Cooperative Societies Act, no officer
of the Society shall receive any remuneration, salary, commission or other payment
from the Society for services rendered unless by a Resolution passed at a General
Meeting approving such payments.
b) No Executive Officer or member of the Board of Directors shall receive from the
Society any payment, apart from travel reimbursement and subsistence while
working on the Society's business, except an honorarium from the net surplus as
allowed by these By-Laws or any other legal payment as determined by members
at the Annual General Meeting
c) Any officer or Member of the Society who receives any remuneration, salary,
commission, or other payment in contravention of this By-Laws and the Act shall
be guilty of an offence and liable to a fine not exceeding One Hundred Thousand
Shillings (Kshs100,000) or to imprisonment for a term not exceeding two years, or
to both such fine and imprisonment; and shall, if the offence is a contravention of
this By-Laws, be ordered to repay the amount of the remuneration, salary,
commission, or other payment received from the Society in addition to or in lieu of
any other punishment, and in default such payment shall be dealt with in the same
manner as default in paying a fine imposed by a court
87 BENEVOLENT FUND
a) The Society shall establish a Benevolent Fund or its equivalent, whose aims and
objectives shall be to assist the family of demised member of the Society to meet
his/her funeral expenses;
b) Membership of the fund shall be mandatory and restricted to members of Finnlemm
Sacco Society subject to:
39
i. Payment of the membership fee and regular remittance alongside monthly
remittance as set by the Board of Directors from time to time;
ii. Regular monthly contributions upon which failure to pay for a continuous three
months may result in non-payment of a claim that may arise until all arrears are
settled;
iii. Applications being made on prescribed membership forms for the fund.
c) A member shall contribute for a minimum of six consecutive months before he/she
can benefit from the fund;
d) Cessation of membership to the Scheme ceases immediately a member submits
his/her withdrawal application form/letter.
e) A death certificate or a burial permit supported by a birth certificate endorsed by
a medical institution or a morgue shall be acceptable proof of death of a member
or next of kin as described under (a) above;
f) Any member who fraudulently receives benefits from the fund by presenting false
documents shall have his/her membership revoked and any money paid to
him/her recovered and may be subject to any legal action besides expulsion from
the Society membership;
g) Where two or more members of the fund have a joint interest each member shall
be treated in his/her own right in respect of the benefits as set in the Policies
Manual and in case of death of a contributor benefits shall be paid to an appointed
nominee of the contributor and in all other cases direct to the contributor;
88 CONFIDENTIALITY OF INFORMATION
a) The Executive Officers, members of the Board of Directors and employees of the
Society shall hold in the strictest confidence all transactions of the Society with its
members, and all information respecting their personal affairs, except to the extent
deemed necessary by the Board of Directors in connection with the granting of
loans and the collection thereof.
b) No Executive Officer, member of Board of Directors or employee of the Society shall
in any manner participate in the deliberations upon, or determination of any
question affecting his/her own financial or personal interest.
c) In the event of disqualification of any such Executive Officer, member of the Board
of Directors, or employee, he/she shall withdraw from such deliberation or
determination, and the remaining qualified members of the Board of Directors
present at the meeting, if constituting a quorum without the disqualified person,
may exercise with respect to the matter, all the powers of the Board of Directors.
89 AMENDMENT OF BY-LAWS
These By-Laws may be amended in accordance with the procedure set forth in the
Acts and the Rules and Regulations, but no amendment shall become effective
until it is approved by the General Meeting and registered by the Regulator.
40
90 ACQUISITION OF BY-LAWS
Any person may purchase a certified copy of these By-Laws from the registered
office of the society upon payment of a fee not exceeding its actual cost to the
Society.
91 INSPECTION OF DOCUMENTS
All books of accounts and other records shall at all times be available to the
members, the Supervisory Committee and the Regulator. A copy of the Act,
registration certificate, these By-Laws and a list of its members excluding details
of nominees and share holdings or loans shall be available for inspection by any
member at all reasonable times during business hours.
92 DISSOLUTION
a) The Society may be dissolved in accordance with the procedures set forth in the
Co-operative Societies Act Cap 490.
b) In the event of liquidation, the assets of the Society shall be realized, all liabilities
shall be paid, all savings shall be refunded to the members, and any surplus or
deficit thereafter shall be apportioned to each member in proportion to the value
of each member’s savings account ninety (90) days prior to the date of liquidation.
The General Meeting will decide how to disburse the indivisible balance.
41
93 ACCEPTANCE
We the undersigned Executive Officers of the Co-operative Society named herein
do hereby accept and adopt these By-laws for and on behalf of Finnlemm Savings
and Credit Co-operative Society Limited together with any changes or alterations
that have been initialed or signed by us.
NAME SIGNATURE DATE
(Names)
Chairperson .............................. ...............................
(Names)
Vice-Chairperson ............................. ...............................
(Names)
Hon. Secretary ......................….. ...............................
(Names)
Treasurer ............................ ....................………..
Certified that the foregoing By-laws of Finnlemm Savings and Credit Co-operative
Society Limited have been approved by me and duly registered.
GIVEN UNDER MY HAND AT NAIROBI
THIS...........…….…..................................DAY
OF....……....…………………………2011.
COMMISSIONER FOR CO-OPERATIVES DEVELOPMENT
42
FORM III
THE CO-OPERATIVES SOCIETIES ACT
CERTIFICATE OF AMENDMENT OF BY-LAWS
We, (names of chairman and secretary)………………………………………….
Chairman and secretary respectively of Finnlemm Savings & Credit Co-
operative Society Limited hereby certify: -
i. That the enclosed amendment for the By-laws was made at a Members’
Meeting held on………date of General Meeting……………………………………
ii. That on that date there were …Total members (active)………Members’ voted
society of whom …those present……… were present in the meeting.
iii. That ………those who voted……..……… Members voted for the amendment.
iv. That proper notice of the meeting and the proposed amendments were
issued to all Members of the society.
v. That a voting paper was duly issued to every Member.
vi. ***That the amendment has received the prior approval of the commissioner
for
…………………………… Chairman
……………….…………… Hon. Secretary
Date ………………
to be deleted in all cases except those in which voting have been used by a society of limited liability. *** delete if not applicable.
43
FORM IVA
THE CO-OPERATIVE SOCITIES ACT
ANNUAL RETURN FOR THE YEAR…………….
(to be submitted within four months of the end of the financial year)
1. Name of the co-operative society…………………………………….
2. Registration number………………….Date of registration…………..
3. Registered address……………………………………………………
4. Type of Society………………………………………………………..
5. The liability of Members is*………………………………………….
a. Limited to the nominal value for each share held;
b. Limited to ………. Time the nominal value of each share held
c. Unlimited.
6. The number of Members of the society is……………………………
7. The number of shares issued is ………………………………………
8. The nominal value of one share is Ksh. ……………………………..
9. The maximum liability, which the society may incur in loans or deposits, is
Ksh. ……………………………………………………
10. The total indebtedness of the society secured by registered charge is
Ksh. …………………………………………………….
11. The date the last annual Delegates Meeting was held ………………
12. Particulars of offices for the financial year from ………… to
…...……………. are as follows
Title of Office Name of Holder
Chairman ……………………….. …………………………
Vice Chairman………………….. …………………………
Committee:
……………………………………..
……………………………………..
* Delete as necessary
44
13. A certified true copy of the audited accounts and balance sheet is filed
herewith.
Dated this ………………….. day of ……………………. 20………………
(Signed)……………………….
Secretary/Manager
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FORM V
THE CO-OPERATIVE SOCIETIES ACT
INDEMNITY TO A CO-OPERATIVE SOCIETY
To: ………………………………………
…………………………………………..
…………………………………………..
in consideration of your giving or continuing to give an indemnity of
…………………….. Ksh. I ……………………………………………jointly and severally
for myself and my legal personal representatives, successors and assigns hereby:
a) Agree to keep indemnified against all actions, proceedings, liability, claims, losses,
damages, costs and expenses arising from action and omissions as a consequence
of my role in the mismanagement of the resources of the co-operative society in my
capacity as a Member the Committee/board;
b) Irrevocably authorize you to offset the liability, losses, damages, costs and
expenses by attaching my shares, deposits, persona property and other persona
assets without prior reference to me;
c) Irrevocably authorize you to make any payments and comply with any demands
which may be claimed from or made upon you under the said indemnity without
any further reference to or further authority from me and agree that it shall not be
incumbent upon you to inquire whether or not any dispute exist between myself
and the beneficiary of the said indemnity and further agree that any payment in
accordance or purporting to be in accordance with the said indemnity shall be
binding on me and shall be accepted by me as a conclusive evidence that you were
liable to make such payments or comply with such demands and further that you
may at any time determine the said indemnity; and
d) Irrevocably authorize you to-
i. Debit my share/deposit account with Ksh……………… and to hold this amount as
security margin against a liability under the said indemnity until such time as the
same may discharge;
ii. And/or agree to undertake to deposit with you upon request made by you at any
time until the same indemnity shall have been released such or other securities as
may be acceptable to you in full or part of your liability under the same indemnity.
Signed this ……………………………. Day of ……………….. ………….
Deponed by me ………………………………………………………………
Before…………………………………………………………………………
Commissioner for Oaths
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FORM VIB
THE CO-OPERATIVE SOCIETIES ACT
REMITTANCE RETURNS
To: The Commissioner for Co-operative Development,
P.O. Box 40811,
Nairobi.
1. Name of the Co-operative Society ……………………………………
2. Registration number ………………………………………………….
3. Type of Society ………………………………………………………
4. Province/District………………………………………………………………………
5. Name of employer ……………………………………………………
6. Last payroll deduction remitted……………………… (month & year)
7. Number of months in arrears …………………………………………
8. Amount expected for current payroll deduction Ksh. ………………
9. Amount remitted as per (8) above Ksh………………………………
10. Shortage/excess (8-9) Ksh……………………………………………
11. Amount outstanding with employer (cumulative) Ksh………………
Dated……………………………Signed …………………………………………………
Chairman/Manager.
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FORM VII
THE CO-OPERATIVE SOCIETIES ACT
NOMINATION FORM
TO: The Chairman,
………………………Co-operative Society Ltd,
P.O. Box ……………………………………….
…………………………………………………
I ………………………………………... I/D No ………of Post office Box
…………………………………………Member of …………………………
Co-operative Society Ltd; being Member No …………… hereby nominate the
following nominee(s) to inherit my shares or interest in the said society in the
following manner:
Name of
nominee(s)
Relationship % of
Share/Interest
1.
2.
3.
4.
5.
6.
Witnessed by:
1. ………………………….………………I/D No ……………………
Address ………………………………. Signature …………………
2. …………………………………………I/D No …………………….
Address ………………………………. Signature …………………
Given under my hand this ………………… day of …………… 20…………
Signature ………………………………
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FORM VIII
THE CO-OPERATIVE SOCIETIES ACT
NOTIFICATION OF LIMITATION OF BORROWING POWERS
To: The Commissioner for Co-operative Development,
P.O. Box 30547,
Nairobi.
Name of the Co-operative Society ………………………………………….
Registration Number…………………………………………………………
This is to inform you that at a duly convened annual Delegates Meeting of the
above Society held on the …… day of ………..20…………………. the following
resolution was passed:
“that the maximum liability which the society may incur in loans or deposits from
non Members shall be shillings (in words) ……………….on the date of the annual
Delegates Meeting Members of the society had………………had fully paid Members
and there were ………………….Members present at the meeting of whom ……..
Voted in favour of the resolution and ……………… against.
I hereby certify that the particulars contained above are correct.
Signed…………………
Hon. Secretary/Manager
Date………………………
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FORM IX
THE CO-OPERATIVE SOCIETIES ACT
PARTICULARS OF CHARGE CREATED BY A CO-OPERATIVE SOCIETY
To: The Commissioner for Co-operative Development,
P.O. Box 30547,
Nairobi.
Name of the Co-operative Society ……………………………………………
Registration Number ………………………………………………………….
Date and description of the instrument cresting or evidencing the mortgage or
charge…………………………………………………………………………
Amount secured by the mortgage or charge Ksh……………………………..
Short particulars of the property mortgaged or charged:
…………………………………………………………………………………………………………
…………………………………………………………
Land registry particulars:
…………………………………………………………………………………………………………
…………………………………………………………
Name, addresses and description of the mortgages or persons entitled to the
charge:
…………………………………………………………………………………………………………
…………………………………………………………………………………………………………
…………………………………
Dated this………………………day of……...……………20………………..
…………………………
Hon. Secretary/Manager
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