1. Objectives of the Group

The objectives or reasons for existence of the group are:

• To empower members financially
• To help members improve their business ventures
• To encourage savings amongst members
• To manage investment on behalf of the group

The group will achieve its objectives by offering members credit/loan facilities once a month in the financial period and provide moral support and guidance.

2. Membership

2.1. Membership Criteria

A person admitted to membership of the group must meet the following criteria:

1. May be male or female
2. Minimum 18 years of age
3. Resident of Zambia
4. Only people with a traceable income will be admitted.
5. Police clearance

2.2. Admission to Membership

1. Subject to any other rule allowing admission of members, the group may admit a person as a member only if:
   1. the person is introduced and recommended by an existing member;
   2. if requested to do so by the group, the person provides evidence, satisfactory to the group, that the person is eligible to be a member.
2. The Executive Committee has the absolute discretion in exercising the group’s power to admit a person as a member without any obligation to give a reason for not admitting a person as a member.

When the Group admits a person as a member, the Group must:

1. enter the person’s particulars in the Register of Members; and
2. give the person notice that it has admitted the person as a member.

2.3. Maximum Membership

Maximum membership shall be 35.

3. Executive Committee and their Duties

The executive committee will be elected from amongst the Group's members and will be comprised of:

• Chairperson
  Duties: The Chairperson shall preside at all meetings of the Group and shall see to it that all decisions made are put into effect.
• Secretary
  Duties: The Secretary shall convene all meetings at times and venues as shall be determined by the Group. The Secretary shall prepare an Agenda of all matters to be tabled for discussion and to be dealt with at each meeting. Further, the Secretary shall maintain proper and adequate minutes of all such meetings and shall circulate such minutes for approval at the next succeeding meeting while also maintaining attendance register for all meetings.
• Treasurer
  Duties: The Treasurer shall collect and disburse funds on behalf of the members of the Savings Group. The Treasurer will keep records of all loans obtained and payments made by members at all times. The Treasurer will be responsible for sending reminders for all loans that are falling due and will make follow-ups on defaulters.
• Two Committee Members
  The executive committee will arrange and preside over all meetings of members and perform the administrative role for the Group.

Failure to attend scheduled 3 executive meetings by an executive member, without notice, will attract a penalty. Failure to attend consecutive meetings will result in the member being removed from the executive.

The Executive Committee’s term of office will run for one year from their election or unless:

1. any or all members of the committee become ineligible due to circumstances detailed in Section 5.2 below;
2. the executive member resigns from their elected positions; or
3. A member of the Group calls for a vote of no confidence in any or all members of the executive committee.

4. Investment Committee

The Investment Committee will be elected from amongst the Group's members and will be comprised of five (5) members who will serve for a period of one (1) year.

5. Termination of Membership

5.1. Removal of the Member’s Name from the Register of Members

The Group can remove a member’s name from the Register of Members if:

1. the Group redeems the member’s member shares under Rule 5.3 and 5.4;
2. if the member dies;
3. if the member becomes bankrupt; or
4. the member becomes mentally incapable and the group registers the member’s trustee or guardian as the holder of the member’s share.

5.2 Member’s Request for Termination

A member may request termination of membership but only upon giving 3 months’ notice and repaying all financial obligations to the Group.

If a member makes a request to terminate membership, the group must redeem the member’s shares on expiry of the notice period (3 months). However, the group may defer redeeming the member’s shares until the Executive Committee is satisfied that the member has met all financial obligations to the Group.

In addition to repaying all financial obligations to the Group, failure to give 3 months’ notice of termination of membership will result in the member:

1. Forfeiting 10% of their accumulated shares; and
2. All of their share of the interest earned by the Group during their period of membership.

The exception to the above rule is where a member requests for termination of their membership due to circumstances beyond their control such as relocation or other qualifying events to be determined and agreed by the Group. Under such circumstances, the member:

1. will receive the full amount of their contribution in shares; and
2. their share of interest earned by the Group up to the point of termination of membership, excluding all financial obligations to the Group.

In an event that a member wishes to terminate their investment group membership, their shares will be evaluated and a sale off will be prompted.

5.3 Termination by the Group

The Group may expel a member/redeem a member’s shares if:

1. the member fails to discharge the member’s obligations to the group;
2. the member fails to attend 3 consecutive Group meetings without giving prior notice or reasonable justification for their absence;
3. the member fails to attend 3 meetings in a financial cycle without giving prior notice or reasonable justification for their absence;
4. the member is guilty or suspected of conduct that could reasonably be considered to be detrimental to the group; or
5. the member obtained membership by misrepresentation or mistake.

The following will qualify as failure to discharge obligations to the Group:

1. failure to deposit the minimum required contribution for shares for a period of 3 Months;
2. failure to meet loan repayments (including interest) for a period of 3 Months.

In addition to repaying all financial obligations to the Group, a member that is expelled from the Group due to failure to discharge obligations, failure to attend Group meetings without prior notice or reasonable justification, guilty or suspected of conduct that could be considered detrimental to the group or who obtained membership by misrepresentation will:

1. Forfeit 20% of their accumulated shares; and
2. All of their share of the interest earned by the Group during their period of membership.

In an event that a member fails to meet all financial obligations, legal action will be taken.

5.4 Termination Where Membership Inactive

The Group may determine that a member's account is dormant if:

1. the member has not initiated any transactions for at least 3 Months before the date of the resolution; and
2. the member has not given to the Group a written notice within 3 Months of the written notice being given by the Group stating that the member wishes her/his account to remain open.

A member’s account is considered dormant or inactive if there have been no transactions on the members’ account for a continuous period of 3 Months. "Transaction" on a member’s account with the Group means:

1. the payment of the monthly subscription for shares;
2. the payment of required fees and charges as agreed by the Group;
3. the repayment of a loan and interest to the Group; or
4. any other transactions initiated by the Group.

In addition to repaying all financial obligations to the Group, a member whose account is determined to be dormant will:

1. Forfeit 20% of their accumulated shares; and
2. All of their share of the interest earned by the Group during their period of membership.

5.5 Death of a Member / Funeral Grant

Where a member dies, the Group will calculate the member’s statement of account as at that date to determine:

1. amount of their contribution in shares;
2. balance of loan and any other financial obligations to the group, if any; and
3. their share of interest earned by the Group up to the point of death.

The member’s next of kin will be paid the member’s accumulated share subscriptions and share of interest earned by the group up to the date of member’s death excluding financial obligations due to the group from the member.

The group will make a separate contribution to the funeral, which amount will be determined by the Group from time to time.

6. Services Provided by the Group

The following services are available to all members of the Group:

6.1 Savings

Each member of the Group is required to make a minimum monthly subscription of K1,000 for shares. A member’s monthly subscription of shares represents savings that will be paid back to the member upon winding up of the financial cycle.

The value of each share will be determined by the Group from time to time and currently stands at K1,000 (One Thousand Kwacha). The minimum number and amount of subscription must be paid into the Group before the date of winding up, failure to which the rules on termination of membership as per Section 5.3 above will apply.

6.2 Lending

All members are entitled to borrow funds (short term loans) from the Group. The loans will range for periods between 1 month and 12 Months and will attract interest at 10%. Interest on loans will be charged and collected on a monthly basis on the reducing balance. See Appendix I for a schedule of loans, applicable tenure and interest rate. Where a member obtains a loan but fails to adhere to the terms of the loan, the rules under Sections 5.3 and 5.4 will apply. In addition, all loans obtained by members must be paid back into the Group before the date of winding up, failure to which the rules on termination of membership as per Section 5.3 above will apply.

Rules under Sections 5.3, 5.4, and 5.5 do not limit any other remedies that the Group may have against the member.

6.3 Group Investments

Each member of the Group is required to make a fixed quarterly contribution of K3,000 for Investment purposes and the money shall be managed by the investment committee.

The interest of 20% of the total loan shall be paid upfront and the balance shall be paid in equal instalments over 12 months.

The interest is non-refundable and failure to pay consecutively over a period of three months shall result in forfeiture of the asset and only half of the principal amount paid shall be refundable after review by the committee.

7. Holding of Members Meetings

7.1 Calling Meetings of Members

1. A members’ meeting will be held every month on the first Saturday/Sunday of the month. The date may be varied in exceptional circumstances.
2. The Group shall meet to collect share subscriptions and give out loans every month.
3. The group shall hold a closing meeting at the end of the subscription cycle at which the Group will be wound up and all financial obligations from members paid up and all assets of the group distributed to eligible members.

7.2 Adjourning Meetings of Members

The chair of a members’ meeting at which a quorum is present:

1. may adjourn the meeting with the consent of the meeting by ordinary resolution; and
2. must adjourn the meeting if directed by ordinary resolution.

Members meetings cannot be adjourned for more than 7 (seven) days. The only business that an adjourned members’ meeting may deal with is business unfinished at the members’ meeting that was adjourned.

7.3 Proceedings at Members’ Meetings

1. The quorum for a members’ meeting is two-thirds of members present in person and apologies shall be treated as member present.
2. If a quorum is not present within 30 minutes after the time for the members’ meeting, the meeting is adjourned to the date, time and place the chairperson specifies, but not more than 7 (seven) days from the date of the meeting being adjourned.
   • if the time is not specified — the same time; and
   • if the place is not specified — the same place.
3. If the chair of meeting is not present or declines to act for the meeting (or part of it) — the members must elect an individual present to chair the meeting (Any member of the executive).
4. If the chair or any deputy chair of meetings is not available within 30 minutes of the appointed start of the meeting, or declines to act, the members must elect an individual person to chair the meeting.

The Standing Orders in Appendix II apply to the conduct of debate at members meetings.

7.4 Voting

A resolution put to the vote at a members’ meeting must be decided by a poll.

The members’ meeting passes an ordinary resolution by simple majority of the total number of votes cast on the resolution are in favour of it.

7.4.1 Voting on a Show of Hands

On a show of hands, the chair’s declaration is conclusive evidence of the result, so long as the declaration reflects the show of hands. Neither the chair nor the minutes need to state the number or proportion of the votes recorded in favour or against the resolution. The minutes only need to record that the resolution was passed or not passed.

8. Financial Obligations, Fees and Penalties

Arising from being a member of the Group, a number of fees are due to the Group and penalties are applicable for failure to meet obligations. See Appendix I for a listing of applicable fees and penalties that will be subject to revision from time to time.

Appendices

Appendix I: Schedule of Interest, Charges, Fees and Penalties

Interest on loans will be charged and collected at the rate of 10% on the loan amount and will be blocked for the loan period.

Schedule:

Details	Amount (ZMW)
Failure to attend a Group meeting without giving prior notice or reasonable justification for their absence (24 hours notice)	100.00
Late coming for meetings	50.00 for every 30 minutes
Failure to attend three consecutive meetings	500.00
Failure to meet monthly subscription for shares/obligations	500.00
Failure to adhere to members meeting standing orders	20.00
Failure to execute role and tasks assigned by the Group	50.00
Failure to attend executive meetings	200.00

Appendix II: Members Meetings - Standing Orders

Time Limits for Speakers

1. The mover of a motion may speak for no more than 5 minutes.
2. Subsequent speakers may speak for no more than 5 minutes.
3. The mover of the motion may reply for no more than 5 minutes.
4. The meeting is free to extend the time a speaker may speak.

Amendment

1. On an amendment being proposed to an original motion, no second amendment may be considered until the first amendment has been dealt with.
2. An amendment, when carried, displaces the original motion and becomes the motion to which any further amendment may be moved.
3. If the amendment is not carried, then further amendments to the original motion may be considered.

Speakers

1. The mover of an original motion has a right of reply.
2. The mover of an amendment does not have a right of reply.
3. Otherwise, a member may speak only once on the same question except to raise a point of order or, with the consent of the chair of the meeting, to give an explanation.

This constitution was adopted on 06/02/2022 by

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