Churchill Alumni Association
Constitution & Bylaws
The name of the organization / association shall be Churchill Alumni Association and shall herein be referred to as the “Association”.
- The purposes of the Association are:
- To provide financial assistance and support to Churchill Boys High School, Harare and its students through, for example, the granting of scholarships and bursaries, supporting the academic, fine arts, athletic and vocational activities of Churchill Boys High School and its students, assisting with maintaining and developing the school’s infrastructure (such as library and labs), and making gifts to Churchill specifically for the benefit and use of Churchill Boys High School and its students.
- To undertake and support projects that enhance and preserve Churchill Boys High School as a heritage institution and that enhance the role of Churchill Boys High School in the community, including helping disadvantaged schools in Zimbabwe—supporting their needs whether it be crisis management (such as providing clean water during disease outbreak), or long-term investment in the schools’ development (such as providing books or computers, or ), or investing in the schools’ students (such as providing school uniforms, or sporting attire).
- To support and undertake class and school reunions and other similar events celebrating the school, its students and its alumni
- To communicate with Churchill Alumni for the purposes of keeping them informed about the current activities of the school and providing a means for them to communicate with each other; and
- To network among the Churchill Alumni and those who would have just graduated from high school, tertiary education, and vocational school to help them with providing or exposing them to opportunities.
- To collect monies by way of fees, donations, fund-raising activities or otherwise and to accept gifts, legacies, devices, and bequests and to hold, invest, expend, or deal with these funds to further the purposes of the Association with guidance from the Churchill Alumni Trust.
- The operations of the Association are to be carried on anywhere in the world where a country chapter has been
- Participation in meetings and discussions can be carried out virtually or in person, depending on members’
- The activities of the Association shall be carried on without purpose of personal gain for any member and any profits or other accretions to the Association shall be used in promoting its objectives.
- The Board of Directors shall consist of a Chairperson, a Vice-Chairperson, a Secretary, a Treasurer, the headmaster/ his appointee, and four
- The local country chapters shall consist of a Chapter Chairperson who reports to the Board of Directors and Vice- Chair and Secretary/Treasurer a secretary
- In the event of dissolution or winding-up of the Association all remaining assets, after payment of liabilities, shall be given to Churchill Boys High School.
- The Constitution shall become effective on the day it is signed by the officers of the Association.
- The provisions of paragraphs 4, 5 and 6 are unalterable.
Bylaws
In all by-laws of the Association the singular shall include the plural and the plural the singular.
- the word “person” shall include corporations and
- the masculine shall include the
Wherever reference is made to any statute or section thereof, such reference shall be deemed to extend and apply to any amendment of said statue or section.
Any reference to Trust shall mean the Churchill Boys Alumni Trust.
- Persons in the following categories shall be eligible for membership:
- Any pupil, who has been a member of the School, provided that there is no objection from the President of the Association or its Members.
- Any person who has been a member of staff of the School, on application to the Standing Committee.
- Any person who has been a member of the Executive Committee of the School, on application to the Standing Committee.
- In the case of 1 (b) and (c) above, candidates for membership to the Association shall be proposed to the Standing Committee, and election shall be made at an Annual General Meeting.
- Honorary Members. Any person may be elected as an honorary member at an Annual General Meeting. Honorary members shall have no right to vote.
- Honorary Vice-Chair persons. Any member who has given outstanding service to the Association may, at an Annual General Meeting, be elected as an Honorary Vice-Chairperson. Honorary Vice-Chairpersons will, at an Annual General Meeting, have the same voting rights as Ordinary Members.
Any member who desires to withdraw membership from the Association may notify the Board of Directors, in writing, to that effect and on receipt by the Board of Directors of such notice the member shall cease to be a member.
- Any member who resigns or withdraws from the Association shall forthwith forfeit all right, claim and interest arising from or associated with the
- Membership fees are not prorated, nontransferable, and
A vacancy on the Board of Directors may exist at the occurrence of the following conditions:
- The death, resignation, or removal of any
- The declaration by resolution of the Board of a vacancy in the office of a director who has been declared of unsound mind by a final order of court, convicted of a felony, found by final order or judgment of any court to have breached a duty pursuant to the Corporation Code and/or Act of the law dealing with the standards of conduct for a director, or has missed two consecutive meetings of the Board of Directors, or a total of two meetings of the Board during any one calendar
- An increase in the authorized number of directors; or
- The failure of the directors, at any annual or other meeting of directors at which director(s) are to be elected, to elect the full authorized number of directors.
Any vacancy on the Board may be filled by vote of a two-thirds majority of the directors then in office, whether the number of directors then in office is less than a quorum, or by vote of a sole remaining director. No reduction of the authorized number of directors shall have the effect of removing any director.
before that director’s term of office expires.
A Board member elected to fill a vacancy shall be elected for the unexpired term of his or her predecessor in office.
If a member, by his/her conduct renders the continuance of his/her membership undesirable, the Standing Committee may request him/her to resign, and if he/she does not resign within a fortnight of such request, the Standing Committee shall be entitled to expel such member from The Society.
An appeal against such request or expulsion may be made to the members of The Association at the next meeting or the Annual General Meeting.
- The Annual General Meeting of the Association shall be held on a day in January to be decided between the Chair and the Chapter Chairs.
- General and special meetings of the Association shall be held at such times and places as shall be determined from time to time by the Directors of the Association.
- Board Members in good standing and present in person / or via electronic means (Zoom, Skype, Microsoft Teams, teleconference), exclusive of honourary members, shall form a quorum at the Annual General Meeting or any General or Special meeting of the Association.
- Regular meetings of the organization shall be held at least once a school term depending on projects
- Special meetings may be called by written / electronic notice from any of the officers.
- Agendas for meetings shall be developed by the Chairperson or any other designated person and distributed electronically (Email /text /WhatsApp):
- A quorum for any regular or special meeting shall be a majority of the Board of Directors.
A record of minutes by the Secretary and/or a member of the Committee / board, as to the proceeding of any meeting shall be sufficient proof, to the Registrar of Deeds, the Manager of a Bank, or any other person or body, of the truth and accuracy of the matters contained in such recorded minutes. Such minutes should be signed by the Chair, Vice-Chair, or Country Chapter Chair, and kept as a record of meetings.
- The officers of this organization shall be: Chair: Vice-Chair: Chapter Chairs Secretary: Treasurer, and 3 board members and an Alumni Officer.
- The Chair, being a member of the Association, over the age of 21, shall be elected at an Annual General Meeting. No person shall serve as Chair for more than three consecutive years. The Chair is ex-officio a member of the Executive Committee (EXCO). The Chair shall convene all meetings of the Association and Executive Committee and will be the spokesman at all official meetings and functions that require the attendance of the Association. The Chair shall be consulted and be involved in the approval of all disbursements of the Association’s funds in conformity with its approved budget as directed by the Trust Deed. The Chair shall also perform other duties that may be assigned to him from time to time by the Association. The Chair shall be responsible for presenting a written report at each Annual General Meeting covering the activities of the preceding calendar year and present to the Trust.
- The Vice-Chair, being a member of the Association, shall be elected at an Annual General Meeting. The Vice Chairman shall perform all the functions of the Chair in the absence of the No person shall serve as Vice-Chair for more than three consecutive years.
- The Treasurer, being a member of the Association, shall be elected at an Annual General meeting. No person shall serve as Treasurer for more than three consecutive years. The Treasurer shall be responsible for receiving all monies from the Secretary for the use of the Association and he will work with the Secretary/Alumni Officer to keep an accurate account of all monies received and paid on behalf of the Association. The Treasurer in consultation with the will provide a report of the finances of the Association up to 31st of December of every year for presentation to the Annual General Meeting of the Association to be held in January.
- The Secretary, who will under normal circumstances, be the Alumni Officer, or failing that, a person elected by the Standing Committee, who need not be a member of the Association. The Secretary shall be responsible for keeping an accurate record of the proceedings of all meetings of the Association and attendance to all relevant administrative matters, which include correspondence, securely keeping a list of contact details of all members noting the need to respect privacy. The Secretary shall also be responsible for notifying members of meetings of the Association on due dates.
- The Alumni Officer will act as the liaison between the Association and Churchill Boys High School and will be appointed to such position by the Association.
- To be eligible for office, candidates must have been regularly enrolled students at Churchill Boys High School and willing and able to serve in the capacity of the
- Nominations for office shall occur annually and 30 days prior to the Annual General
- Elections shall occur at the Annual General Meeting which shall coincide with the beginning of the academic school year in Zimbabwe.
- The term of office shall be for three years and shall begin in January and end in December of the third year.
- Officers shall, under normal circumstances, serve for no more than three terms of two years, as long as there is someone qualified and willing to replace
- Vacancies shall be filled by nomination / volunteerism and serve for two
- Officers may be removed from office for just cause and by a two thirds majority vote of the existing Board of
- The duties of the officers shall include:
- Promoting alumni activities and events.
- Organizing fundraising activities for the Association
- Attending social events to promote alumni teach building and cohesiveness.
- Provide an annual report at the Churchill Boys Alumni Trust at their annual meeting.
- The affairs of the Association shall be managed by a Board of Directors who may exercise all such powers and do all such acts and things as may be exercised or done by the
- The qualifications of a director shall be coincident with his qualification for membership in the Association. A director shall cease to be a director at the time he ceases to be a member of the
- Vacancies on the Board of Directors, however caused, may so long as a quorum of directors remain in office, be filled by the directors from among the qualified members of the Association.
- The majority of directors shall form a quorum for the transaction of business. The Board of Directors may hold its meetings at times and places to be determined. Notice of such meetings shall be delivered not less than three days before the meeting is to take
- Questions arising at any meeting of Directors shall be decided by a majority In case of an equality of votes the Chairperson, in addition to his original vote, shall have a second casting vote.
- A resolution in writing signed by all the Directors personally shall be valid and effectual as if it had been passed at a meeting of Directors duly called and constituted.
- The members of the Board of Directors shall receive no remuneration for acting as such.
- The members of the Board of Directors shall elect such officers as are deemed necessary.
- The duties of all officers of the Association shall be such as the terms of their engagement call for or that the Board of Directors requires of
- The Board of Directors may from time to time appoint such officers and agents and authorize the employment of such other persons as they deem necessary to carry out the objects of the Association and such officers, agents and employees shall have such authority and shall perform such duties as from time to time may be prescribed by the
Board membership and officer membership are voluntary. Therefore, the Board and Officers shall receive no compensation other than reimbursement for reasonable expenses incurred after agreement of at least 50% of the executive board members (quorum).
The Association shall derive its income from one of registration fees and ongoing annual or monthly subscription fees, donations and voluntary contributions made to the Association, fund raising activities and investment income from funds held in the Association’s bank account. Other sources such as sales of merchandize, advertising on the Association’s website. The annual or monthly subscription fees shall be decided annually at a general meeting and a determination made on how to handle unpaid subscription fees.
The Churchill Alumni Association’s finances custodians will be the Churchill Boys Alumni Trust and administered by an appointed Accountant or Accounting Firm who will make a formal presentation of the Churchill Alumni Association’s book of accounts at the Annual General meeting after consultation with the Treasurer.
Subscriptions to the Association are included in the Churchill Alumni Association website or other determined mode of communication to the prospective members. All students leaving the School shall be eligible for membership in terms of article 4 and may be proposed for membership to the Standing Committee. If any payments for the Association are made to the School, it should be requested to transfer the paid amounts direct into the Churchill Old Boys Association Fund in respect of each student leaving the School and intending to join the Association. The amount payable by the students shall be determined from time to time by consultation between the Standing Committee.
The Directors shall see that all necessary books and records of the Association required by the by-laws of the Association or by any applicable statute or law are regularly and properly kept.
The Board of Directors may from time to time appoint an auditor or auditors to hold office for such period as the directors may determine.
The Board of Directors may adopt the seal which shall be the common seal of the Association. The seal shall be in the custody of the Secretary or other such person as the Board shall appoint. The signing officers of the Association shall be any two of the following: The Chairperson, Treasurer, or the Director named by the Board. Where any document or instrument requires the use of the seal, the seal shall only be affixed to the documents by the Secretary on the authorization by resolution of the Board of Directors and in the presence of two of the Association’s signing officers authorized to do so by resolution of the Board of Directors.
Members outside of Zimbabwe may set up Churchill Alumni Chapter, which should be run through sub-committees each consisting of a Chapter Chair, Vice-Chair, and Secretary/Treasurer. Such sub-committees must be set up and run in consultation with and under the Standing Board of Directors. Sub-committees shall have the power to conduct their own affairs to promote the interests of the society within regulations of this Constitution. None of The Association’s funds shall be used to finance any chapter without the sanction of an Annual General Meeting of The Association. The chapters shall, when called upon, assist The Association’s Standing Board to enroll new members and to collect outstanding subscriptions.
The by-laws of the Association shall not be altered, amended, added to, or repealed except by an extraordinary resolution of the Association. For the purposes of the Association “extraordinary resolution” shall mean a resolution passed by a vote of 2/3 of the voting members in good standing present in person at any annual general meeting of the Association or at a special meeting called for that purpose, where notice of the intention to propose the resolution has been given not less than fourteen days prior to the date of the meeting.
Should there be any doubt as to the meaning of any part of this Constitution, the interpretation thereof by the Standing Board of Directors shall be final, unless and until the next Annual General Meeting decides otherwise.