BYE–LAWS

OF
[

COPEMCOS
* Cooperation * Enterprise *

CORPORATE PEOPLE (UYO)

MULTI-PURPOSE CO-OPERATIVE
SOCIETY LIMITED
VICTORY CHAPEL
UNIVERSITY OF UYO, UYO
AKWA IBOM STATE
NIGERIA
JULY, 2021
 TABLE OF CONTENTS

S/N ARTICLE/SUBJECT MATTER PAGE No.

1. Article 1. Name, Address and Area of Operation

2. Article 2. Objects

3. Article 3. Membership

4. Article 4. Termination of Membership

5. Article 5. Declaration of Obligation

6. Article 6. Financial Obligation of a Member

7. Article 7. Service to Members

8. Article 8. Committees

9. Article 9. General Meeting

10. Article 10. The Annual General Meeting

11. Article 11. Functions of Officers

12. Article 12. Election Procedures

13. Article 13. Funds of the Society

14. Article 14. Loan Operations

15. Article 15. Miscellaneous Provisions

16. Article 16. Inspection of Books and Records

17. Article 17. Enforcement and Amendment

18. Article 18. Interpretation

19. Article 19. Certification of Registration

 BYE-LAWS OF CORPORATE PEOPLE (UYO) MULTI-PURPOSE COOPERATIVE
SOCIETY LIMITED, VICTORY CHAPEL, UNIVERSITY OF UYO, UYO
AKWA IBOM STATE, NIGERIA

ARTICLE 1. NAME, ADDRESS AND AREA OF OPERATION

(1) Name
The Society shall be known, called and addressed as:
CORPORATE PEOPLE (UYO) MULTI-PURPOSE COOPERATIVE SOCIETY
LIMITED () hereinafter referred to as the “Society”.
(2) Address
The registered address of the society shall be Victory Chapel, University Of Uyo,
Uyo, Akwa Ibom State, Nigeria
(3) Area of Operation
The area of operation of the Society shall be Uyo. Without prejudice to the foregoing,
this does not preclude the Society from doing businesses in other parts of Akwa
Ibom or any other premises or landed property which the Society owns or rents in
Nigeria.

ARTICLE 2. OBJECTS
The objects of the Society shall be:
(1) To undertake or invest in new ventures beneficial to the members and the society as
approved by the management committee. These include Project Financing,
Production e.t.c.
(2) To set up small and medium scale industries; e.g block making industry and cottage
etc., to produce economical and viable items, and marketing of general goods and
services.
(3) To acquire or lease farmlands, and cultivate such land for food and cash crops and
also rear livestock, including poultry, piggery, fishery etc.
(4) To manage financial portfolios carefully by entering the financial market for
investment in stocks, bonds, treasury bills and other financial market, especially
with funds not immediately required as guided by the decision of members
(5) To stock consumers and producer goods for distribution to member and non-
member; (with priority to members) at fair and reasonable rates of interest;
(6) To encourage regular savings amongst members so that each member may cultivate
the habit of making savings at least once monthly, with a view to building up funds
for their individual future use;
(7) To take measures that would promote among the members, the spirit of thrift,
mutual-help and self-help based on cooperative principles;
(8) To grant loans to members for productive purposes and for personal needs at
reasonable interest rates as provided by this Bye-laws;
(9) To engage in any profitable business investment agreeable to members;
(10) To acquire movable and immovable properties of any description either as assets of
the Society or for distribution, supply or sale to members
(11) To raise funds by contracting loans and grants from financial institutions,
government agencies, NGOs and other bodies, subject to approval of the General
Meeting, necessary for the attainment of the society’s objectives;
(12) To undertake such other ventures as could promote the cause of the Society

ARTICLE 3. MEMBERSHIP
This is a faith-based cooperative and thus is restricted to all genuine Christians
(1) Eligibility
(i) Membership is open to members of Victory Chapel.
(ii) Must be 18 years of age and above
(iii) Special consideration for membership may be given to any Christian of good
character as approved by the Management Committee
(2) Admission
(i) Registration of new members shall be by completing an application form
obtained upon payment of a non-refundable registration fee of one thousand
five hundred naira (N1,000) only or an amount as may be determined from time
to time by the General Meeting, and subscribe to the required minimum shares
and monthly minimum savings to the cooperative.
(ii) The management committee shall confer provisional membership to the
applicant, subject to ratification by the General Meeting or AGM.

ARTICLE 4. TERMINATION OF MEMBERSHIP

(1) Membership of the Society may be terminated by:
(i) Resignation by a member through writing a letter, giving the Management
Committee at least three (3) month’s notice of his/her intention;
(ii) Death;
(iii) Permanent insanity;
(iv) Expulsion under this byelaw

(2) Expulsion:
A member may be expelled for:
(i) Repeated failure to make thrift savings or subscribe to the minimum required
shares of the Society accordance with the provisions of these byelaws.
(ii) Repeated failure to make up for debts due from him/her to the society over a
reasonable time limit.
(iii) Conviction of a criminal offence involving dishonesty.
(iv) Misconduct or other acts contrary to the stated objectives of the Society or to
the interests of the Cooperative Movement.
(v) Expulsion by the Management Committee for anti-Society activities in
accordance with this Bye-laws, is subject to confirmation by simple majority of
members present and voting at the Society’s General Meeting. Provided the
 member in question is given fair hearing in accordance with the Cooperative Law
and Regulations
(3) Any Cooperator whose membership is terminated by expulsion shall be paid, within
six (6) months of termination, the total amount of his share capital contribution and
savings, minus any sum owed or unlawfully taken from the Society by the member
in question

ARTICLE 5. DECLARATION OF OBLIGATION

(1) Every member shall, when requested by the Management Committee, render a true
and complete statement of his indebtedness outside the Society, especially for the
purpose of obtaining loan from the Society. Failure to do so or providing false
information shall disqualify the person from obtaining the loan and, or, attract any
penalty decided upon by the Management Committee with the approval of the
General Meeting in addition to instantly recovering the loan by lawful means if it
has already been given.
(2) A member’s liability for the debts of the society shall extend to but not exceed the
normal value of the minimum shares laid down in this Bye-laws. Such liability shall
not invalidate provisions of joint surety-ship where the Society has obtained Loans
or advances from a bank, statutory corporation, government, or other finance
agencies
(3) The liability of a past member and/or the estate of a deceased member for the debts
of the Society, as they existed on the date on which he ceased to be a member, shall
not continue for the period of more than two years reckoned from the date he died
or otherwise ceased to be a member.

ARTICLE 6. FINANCIAL OBLIGATIONS OF A MEMBER

(1) Every member shall hold a minimum of ten thousand shares at two naira (N2.00)
per share (valued at twenty thousand naira [N20,000.00] only), and maximum
amount of shares valued at no more two hundred thousand naira (N200,000) only,
payable within a maximum period of six months.
(2) Each member shall make a monthly saving of at least two thousand naira (N2,000)
only. Interest on savings shall be moderate but not less than 5% per annum.
(3) Members who may be interested in the long-term loan facility of the Society shall be
encouraged to contribute to special savings scheme for the purpose of financing such
loans.

ARTICLE 7. SERVICE TO MEMBERS

The society shall offer the following services to its members.
(1) Regular Loans: This is normal loan scheme that the Society shall grant to any
qualified member upon application who must have fully paid up his minimum
share capital of N20,000.00.
 (i) Any person who has been a member of the Society for at least six (6) months at
the time of application for loan is qualified for a loan.
(ii) The maximum amount of loan for a qualified member shall be three times the
value of his total savings plus share-holding in the Society.
(iii) Notwithstanding the amount of savings a member has with the Society, regular
loans facility shall not exceed N3 million.
(iv) The maximum period for amortization shall be 24 months.
(v) Interest rate for regular loans shall be charged at prevailing rates but shall not
exceed 15% per annum.
(2) Short term loan facility: Shall be granted to any member in need upon application.
(i) The maximum amount that shall be offered as short-term loan shall be
determined by the applicant’s capacity to repay the loan sum and at an interest
rate of 10% for six months. General Meeting shall however periodically fix the
prevailing interest rate for short term loan facility.
(ii) The loan shall be fully paid back within a period not exceeding six months.
(iii) Notwithstanding Section 2(1) above, a member of the Society who applies for
short term loan facility shall be deemed eligible to access this facility having
saved his/her thrift with the Society to at least 1/3 of the total loan sum sought.
(iv) The Society may grant short term credit facility to qualified non members as
approved by the Management Committee at an interest rate of 15% for three
months, and payable within the three months or as approved by the General
Meeting.
(v) Where the tenor for repayment of a short term credit facility exceeds its
contractual timeframe, the Society shall charge the defaulting borrower monthly
penalty. This penalty shall be equal to the applicable rate of interest (at the time
the loan was contracted) for each additional month of the unpaid sum until the
amount standing against the defaulting borrower is fully discharged in favour of
the Society
(3) Special Loan scheme: Special loan scheme shall be established for the purpose of
providing long-term loans to interested members.
(i) The loans shall be funded by special savings by interested members and long-
term loan facilities from financial institutions, and soft loans and grants from
governmental and non-governmental agencies.
(ii) The maturity period for such loans shall be between 3 to 10 years.
(iii) For long-term loan the interest rate shall not exceed 10% per annum.
(iv) If the loan funds are generated from external lending institutions the interest
charged shall at least be equal to the financial costs of the funds at source.
(v) The projects for which the special loans shall be applied include land acquisition,
buildings, purchase of new cars, and any other long-term project whose
feasibility has been approved by the Management Committee.
(vi) Recovery of repayment shall and not be limited by collateral and surety, in case
of loan default
(4) Commodities Distribution Services: The Society shall also engage in the purchase
and distribution of commodities to members at mark-up price of not more than 5%.
The pay-back period for purchases on credit in this scheme shall be a maximum
period of three months.
(5) Other Welfare Services: Other welfare services shall be embarked upon for the
benefit of members, as may be determined by the General Meeting

ARTICLE 8. COMMITTEES
There shall be committees to undertake certain tasks on behalf of members. In particular,
and by no means of limitation, there shall be:
 Management Committee
 Council of Inspection
 Investment and Loans Sub-Committee (of the Management Committee)

(1) Management Committee

(i) Composition:
The Management Committee of the Society shall consist of five (5) members:
selected at the Annual General Meeting or Special General Meeting of the
Society. For the avoidance of doubt, the officers shall include: (1) President, (2)
Vice President, (3) Secretary, (4) Treasurer, (5) Investment and Loans Officer.
The Committee may later on be extended to seven (7) members to include: (6)
Internal Auditor (or Asst. Secretary/Publicity Secretary), (7) Ex. Officio
Member.
(ii) Tenure:
The management Committee of the Society shall hold office for a term not
exceeding two (2) years. Provided they shall be eligible for re-election for
another term of two (2) year for the same office and no more

(2) Powers and Duties of the Management Committee

The following shall constitute the functions and powers of the Management
Committee.
(i) Observe and defend the laws, the bye-laws and regulations of the Society in all
its trasnsactions.
(ii) Ensure the safety of funds as well as the accuracy of books of accounts of the
Society.
(iii) Maintain true accounts of the assets and liabilities of the Society, and render
such accounts to members of the Society as mandated by the Bye-laws.
(iv) Consider applications for loans as well as the terms of lending, including the
repayment periods, interest rates, and collateral and guarantor requirements,
subject to the provisions of this Bye-laws.
(v) Facilitate the inspection of the Society’s records by relevant authorities both
within and outside the Society.
 (vi) Maintain an up-to-date register of the membership of the Society.
(vii) Issue new shares, and transfer old ones.
(viii) Decide the terms, periods and the interest rates of deposits with the Society.
(ix) Access loans, grants and other capital funds as may be directed by the General
Meeting.
(x) Pursue and defend the interests of the Society through lawful means including
compromise, arbitration, alternative dispute resolution, prosecution,
withdrawal of legal proceedings, etc.
(xi) Determine the remuneration and allowances of employees of the Society in
accordance with the established practice of duly recognized cooperative
societies; and recommend to the General Meeting allowances for elective and
appointive officials.
(xii) Ensure regular audit of the Society’s records, and submit to the Annual General
Meeting the Society’s Annual Reports and Audited Accounts as approved by
the Registrar of Cooperatives.
(xiii) Appoint and discipline employees as well as ensure their welfare and career
advancement in accordance with Scheme of Service of the Society.
(xiv) Vest with power to enter into contract(s) on behalf of the Society with the
signature of the President and the Secretary, or in the absence of the President,
the Vice-President and the Secretary.
(xv) Shall be deemed to have entered into a valid and binding contract so signed
and/or executed on behalf of the Society notwithstanding any possible, later
discovery of some defects in the election of the authorized signatories
(President, Vice President or the Secretary).
(xvi) Exercise prudence and diligence in its conduct of affairs of the Society, and be
responsible for any loss sustained through acts of commission or omission
contrary to the laws, regulations, or this Bye-laws and the normal ethics of
business.
(xvii) Open and operate accounts with banks approved by the General Meeting.
(xviii) Demand suitable securities or sureties from the employees of the Society.
(xviii) Receive, consider and take decisions on reports presented to it by the
committees of the Society subject to the provisions of this Bye-laws.
(ix) Appoint, fix the salaries and entitlement, and discipline (including termination
of appointment of) employed staff, subject to the ratification by the General
Meeting

(3) Council of Inspection: Composition and Tenure of Office

(i) There shall be a Council of Inspection consisting of three (3) members of the
Society elected at the Annual General Meeting; no member of the Management
Committee shall vote or be eligible for election into the Council.
(ii) The term of office of members of the Council of Inspection shall be one year at
the first instance, and any member may be eligible for re-election for another
term of one year and no more.
 (iii) The Council shall elect its Chairman and Secretary.
(4) Functions of the Council of Inspection shall include:
(i) To assist and advise the Management Committee;
(ii) To present a state-of-performance of the society report to the General Meeting
regarding (a) finance, (b) business activities of the Society, and (c) bringing to
the notice of the Society any irregularities or mismanagement in the
management of the Society’s resources.

(5) Investment and Loans Sub-Committee

(i) Investment and Loans Sub-Committee shall be constituted as an outshoot of the
Management Committee. The Investment and Loans Officer shall serve as the
Chairman while the Secretary of the Society shall serve as the Secretary to the
Committee. Other members shall include: the Treasurer, the Internal Auditor(or
Ad hoc member); an Ad hoc Member, elected from and by the General Meeting.
(ii) Its responsibilities shall include (a) sourcing for alternative avenues of funds for
the Society, (b) consideration of investment outlets for the Society, (c) appraisal of
applications for loans by members and (d) presenting the Committee’s
recommendations on every matter to the Management Committee.
(iii) The Committee may invite a member(s) of the Society to attend its meeting in
order to benefit from his/her expert advice. Provided no invitee shall exercise
voting right.
(6) Removal from Office
A member of the Management Committee or Council of Inspection shall cease to hold
office if he
(i) ceases to be a member of the Society;
(ii) is declared insolvent;
(iii) medically declared as a person of unsound mind;
(iv) is convicted by a court of competent jurisdiction of any offence involving
dishonesty or any other criminal act;
(v) is removed by a resolution of the General Meeting or Annual General Meeting
for conduct prejudicial to the interest of the Society;
(vi) fails to attend three consecutive meetings of the Committee or Society without
due excuse approved by the Committee or Society respectively;
(vii) undertakes any paid employment in the Society.
(7) Meetings of the Committee
(i) The Committee shall meet as often as the business of the Society may require. In
any case, not less than once a month
(ii) The quorum for a meeting of the Management Committee shall be four (4)
Committee members, while the quorum for a meeting of Council of Inspection
shall be two (2) Council members.
(iii) With Exception of the meetings of the Council of Inspection, the President of the
Society shall be chairman of all meetings of the Society, In his/her absence, the
Vice President ahall assume this office and act accordingly in that capacity.
 Where both are absent, a member of the Management Committee present at the
meeting shall be elected to preside at the meeting where he has been so elected.
(8) Allowance to Committee
Committee members may be paid such allowances, compensation or reimbursement
from the current expenditure of the society in respect of the business done for or
money spent on official business of the Society as may be approved by the General
Meeting or Annual General Meeting.
(9) Obligation
In their conduct of the affairs of the Society, the Management Committee shall exercise
the prudence and diligence of ordinary men of business. They may be held
responsible for any loss through failure to exercise such prudence and or through acts
contrary to the Law, the Regulations and the Bye-Laws.

ARTICLE 9. THE GENERAL MEETING

(1) The General Meeting shall be the congressional meeting of all members of the
Society and it shall serve as the intermediate organ of the Society next to AGM.
(2) The General Meeting shall take decisions on all matters concerning the society
generated on the floor of the General Meeting or as referred to it by its committees
and/or any relevant body/institution.
(3) In particular, the General Meeting shall:
(i) Act for and on behalf of the Annual General Meeting (AGM)
(ii) Confirm the admission of new members;
(iii) Consider and ratify Management Committee’s recommendation on
adjustments of interest rates on loans and savings in accordance with the
provisions of this Bye-laws;
(iv) Consider and ratify Management Committee’s recommendation disciplinary
action on defaulting debtors or delinquent members including suspension and
expulsion in accordance with this Bye-laws;
(v) Ratify appointment of staff and their entitlement, such as staff salaries, discipline
of staff (including termination of employment)
(vi) Dispose of the Society’s general matters;
(vii) Elect officers and members of the Management Committee, establish standing
and ad hoc committees, or remove them from office with due consideration of
provisions of this Bye-laws;
(viii) Consider and ratify Management Committee’s recommendation on the
investment outlets for the society;
(ix) Consider and take decisions on reports presented to it; and
(x) Effect necessary amendments or repeal of this Bye-laws in the best interest of the
Society.
(4) The General Meeting shall be held at least biannually, provided it is held at least once
every six months.
(5) (i) Quorum:
The presence of at least one-quarter of the members or 50 members, whichever is
less, shall be essential for a quorum for the transaction of business at the General
Meeting.
(ii) Option to Quorum Specified in Article 9(5)(i)
Where the quorum cannot be formed within one hour of the time of the meeting,
the President may decide to reschedule the meeting; but if the quorum is still
unattainable in the rescheduled meeting, the members present shall decide on
holding the meeting based on simple majority vote, provided that the number of
members present to take the decision is not less than one-fifth of total members
registered or 30 members, whichever is less.

ARTICLE 10 THE ANNUAL GENERAL MEETING

(1) The Annual General Meeting shall be the supreme organ of the Society and shall
serve as the highest decision-making body of the Society. Every active member shall
be eligible to attend.
(2) The Management Committee shall call an Annual General Meeting of the members
of the Society at the end of every financial year.
(3) The meeting shall be held not later than three months (90 days) from the end of the
financial year, and at least eight days notice for the meeting shall be given to all
members.
(4) In particular, the Annual General Meeting shall reserve the power to
(i) Exercise and execute on the floor if its session authority of any organ of the
Society when consideree necessary;
(ii) Consider the Annual Statement of Accounts that had been approved by the
Auditor, and circulated and presented to members;
(ii) Consider the Annual Report of the Management Committee on the preceding
year’s working of the Society and the annual plan of development and the
budget of the Society for the ensuring year;
(iii) Decide upon the disposal of the net surplus of the preceding year in
accordance with the provisions of this Bye-laws;
(iv) Determine the maximum borrowing limit or maximum liability of the Society
for the ensuring year.
(v) Appoint delegates out of the officers and committee – members who will
represent the Society at the meetings of the respective secondary and apex
Cooperative Societies to which the society is affiliated.
(vi) Deal with any business of the General Meeting.

(5) Special General Meeting

 A special general meeting may be convened at any time by the Management
Committee at written request of at least two-fifth of the members, or convened by
the Board of Trustees provided that:
(i) Such written request shall state the objective(s) and definite agendum (or
agenda) of the proposed meeting;
(ii) If the Management Committee fails to call the meeting within thirty (30) days
from the receipt of such written request, the members requesting for the special
general meeting may notify the Director of Cooperatives to authorise the
convocation of the meeting. Notice for such meeting shall contain the object(s)
of the proposed meeting and statement to the effect that the meeting is
convened on the failure of the Management Committee to convene the meeting
as demanded, as may be considered by the State Director of Cooperatives.

(6) First General Meeting: The first General Meeting of members shall have the same
powers as are vested in the Annual General Meeting and shall be held within, but
not later than, one month after the receipt of the Certificate of Registration of the
Society.

ARTICLE 11.FUNCTIONS OF OFFICERS

(1) President
The President shall
(i) Be the Principal Officer and Chief Executive Officer of the Society.
(ii) Be responsible for ensuring that the laws, regulations and bye-laws are
observed by all other officers, members and employees of the Society.
(iii) Direct the Secretary to convene all statutory meetings of the Society.
(iv) Preside over the General Meetings and Management Committee meetings of
the Society.
(v) Supervise the Secretary by ensuring that all resolutions of the General Meetings
and decisions of the Management Committee of the Society are carried out.
(vi) Serve as mandatory signatory to all bank transactions as well as signatory to all
contractual transactions of the Society.
(vii) Perform the duties which the Society or the Management Committee assigns to
him/her in accordance with the provisions of this Bye-laws.

(2) Vice President

The Vice President shall:
(i) Assist the President in the discharge of his/her duties, and act in that capacity
during the absence or disability of the President.
(ii) Be a substitute signatory to the accounts and contractual transactions of the
Society in the absence of the President.
(iii) Be responsible for membership drive, administration and activation.
(iv) Perform any other duties which the Society, Management Committee or the
President may assign to him in accordance with the provisions of this Bye-laws.
(3) Secretary
The Secretary shall:
Serve as the Executive Secretary of the Society and as a member of and secretary to
the Annual General Meeting, General Meeting, Management Committee and
Investment/Loan Committee of the Society, he shall provide secretarial supports to
all transactions of these organs of the Society.
(i) Shall be the head of Secretariat of the Society
(ii) Ensure that Register of Members is duly kept and regularly updated,
accordingly.
(iii) Ensure, through the Business Manager, that full implementation of the
resolutions and decisions of the organs of the Society are promptly undertaken.
(iv) Issue notices of meetings to all concerned, as the President may direct.
(v) Receive all applications and correspondence on behalf of the Society and pass
them to appropriate officers or organs of the Society.
(vi) Serve as an alternate signatory to all bank transactions as well as all contractual
transactions of the Society.
(vii) Perform the duties which the Society or the Management Committee assigns to
him/her in accordance with the provisions of this Bye-laws.

(4) Treasurer
The Treasurer shall:
(i) Keep proper records of all the monies and financial transactions of the Society.
(ii) Ensure proper lodgment of all monies of the Society in the bank accounts
approved by the Society.
(iii) Ensure the disbursements of funds on approved vouchers and obtain the
payee’s signature in accordance with the directives of the Management
Committee.
(iv) Produce the cash balance whenever called upon to do so by the Management
Committee, the Council of Inspection, or Auditors and at every General
Meeting;
(v) Serve as an alternate signatory to bank accounts of the Society.
(vi) Be generally responsible for the safe custody of the Society’s cash and other
valuables and for ensuring that all cash transactions of the Society are
accurately recorded and properly receipted;
(viii) Perform the duties which the Society or the Management Committee assigns to
him/her in accordance with the provisions of this Bye-laws.

(4) Investment and Loans Officer

The Investment and Loans Officer shall:
(i) Be the supervisory officer in charge of all matters related to investment and
loan transactions between the members and the Society.
(ii) Serve as the chairman of the Investment and Loans Committee.
 (iii) Present the Committee’s recommendations on every matter considered by it to
the Management Committee.
(iv) Manage and oversee the commodities distribution function of the Society by
ensuring that Management Committee’s decisions are properly executed by the
Business Manager.
(v) Perform any other duties which the Society, Management Committee or the
President may assign to him in accordance with the provisions of this Bye-laws.

(5) Internal Auditor

The Internal Auditor shall:
(i) Audit all accounts and financial records of the Society from time to time and
present his report to the President as the Chief Executive Officer of the Society
and the Management Committee.
(ii) Assist the External Auditor(s) to carry out independent audit of the Society’s
financial position for onward transmission to the the Annual General Meeting;
and to other institutions that may require such reports as approved by the
General Meeting.
(iii) Be a member of the Investment and Loans Committee.
(iv) Perform any other duties which the Society, Management Committee or the
President may assign to him in accordance with the provisions of this Bye-laws.
OR
(5) Assistant General Secretary:
(i) Shall in the absence of the General Secretary perform the functions of the
Secretary.
(ii) Shall attend and record all the proceedings of the meetings of the Management
Committee.
(iii) Shall assist the General Secretary in the preparation of the Secretary’s report to
the general meetings.
(iv) Shall assist the General Secretary in the running of the Society’s secretariat.
(v) Shall perform other functions as directed by the General Secretary and
Management Committee

(6) Ex-Officio Members

There shall be one ex-officio member, elected from and by the Annual General
Meeting.
(i) The Ex-Officio members shall carry out duties as assigned to him/her by the
Society and the Management Committee.
(ii) The Ex-Officio member shall contribute his quota of inputs, intellectually and
managerially, towards quality decision-making by the Management Committee
and the Society.

(7) Business Manager

 (i) There shall be a Business Manager for the Society. He/she shall be appointed by
the Management Committee and ratified by the General Meeting or Annual
General Meeting.
His/her duties shall include:
(ii) Attending Annual General Meetings, General Meetings, and Management
Committee Meetings and Investment and Loan Committees of the Society, in
order to implement resolutions of the meetings, as the Secretary shall direct
him/her.
(iii) Carrying out the daily business of the Society during the working hours, as
may be fixed by the Management Committee.
(iv) Keeping financial records of all daily transactions and passing such records to
the Secretary and Treasurer, respectively, for proper documentation.
(v) In conjunction with the Secretary, ensuring the availability of relevant
documents such as receipts, application forms, etc for effective transactions in
the Society.
(vi) In conjunction with the Treasurer, ensuring proper lodgment of all monies of
the Society in the bank accounts approved by the Society.
(vii) Assisting the Treasurer in the preparation of statement of accounts.
(viii) Ensuring that all transactions are properly entered into between the members
and the Society and between the Society and other institutions/agencies.
(ix) Perform any other duties which the Society, Management Committee or the
President may assign to him in accordance with the provisions of this Bye-laws.

ARTICLE 12.ELECTION PROCEDURES

(1) Election into offices of the Society shall be conducted at the Annual General meeting
that coincides with the expiration of tenure of the officers concerned.
(2) The Director of Cooperatives or his designee shall serve as the Returning Officer for
purposes of conducting elections into the Management Committee and the Council
of Inspection at the time due for the election.
(3) The specific guidelines and procedures for election into the offices of the Society
shall be the discretion of the Director of Cooperatives or his designee
(4) The Returning Officer shall be vested with authority to swear in officers-elect into
their respective offices
(5) No member shall be elected into Management Committee and the Council of
Inspection simultaneously.
(6) A member shall only be entitled to one vote irrespective of the number of shares
held.
(7) Election of officers shall be determined by a simple majority of vote cast; in the case
of a tie there shall be a re-run election or casting of lot, as may be determined by the
General Meeting.
(8) With exception of the maiden election into the offices in the Society, no member who
has not completely paid up his minimum share-holding and has been a member for
at least six months shall be qualified to contest for any office in the Society.
ARTICLE 13.FUNDS OF THE SOCIETY
(1) Sources of Funds: The funds of the Society shall be derived from:
(i) Entrance fees;
(ii) Shareholding by members;
(iii) Savings and deposits from members;
(iv) Interest from deposits and returns on businesses and investments of the
Society.
(v) Borrowings from Cooperative, Commercial and Public Sector financing
agencies;
(vi) Loans and grants from the Government;
(vii) Donations; and
(viii) Miscellaneous sources such as levies, fines, commissions, and other sources,
as may be approved by the General Meeting.
(2) Entrance Fee: An approved applicant for admission into membership shall pay an
entrance fee of one thousand naira (N1,000.00) only or such amount as may be
approved by the General Meeting.
(3) Minimum Share-Holding: Each share in the society shall be valued at N2.00 and
every member shall hold a Ten Thousand Shares (valued at Twenty Thousand Naira
Only [N20,000.00]), which shall be paid up within six month of admission into
membership, or as may be approved by the Annual General Meeting
(4) Limit on Share-Holding: A member may wish to hold multiples of the minimum
share-holding to the tune of Two Hundred Thousand Naira (N200,000.00), provided
no single member shall hold beyond five per cent (5%) of the total share capital of the
Society. Where a member is noticed to hold more than 5% of the total share worth of
the Society, the excess value shall be converted into savings for the member and he
shall be duly informed within three months of closure of such share issuing.
(5) Savings and Deposits of Members: The Society shall accept savings and deposits
from members; these shall comprise the regular monthly savings check-off and any
other deposits amount which a member may decide to lodge with the Society.
(6) Special Savings Scheme: The members whose aim is to benefit from the Society’s
Long-term Loans Scheme shall open Special Savings Account with the Society; such a
member may also decide to transfer part of his savings accumulated from the regular
savings account to the Special Savings Account, provided such a transfer is not greater
than 60% of his total accumulated savings and was not used as a collateral to any
transaction in the Society.
(7) Fixed Deposits: The Society may accept fixed deposits from members and non-
members at an interest rate to be recommended by the Management Committee to the
General Meeting for approval, but not below 4% per annum, provided that deposits
withdrawn before maturity shall forfeit the interests either in part or in full.
(8) Loans and Grants from External Sources:
(i) The Society may borrow money from external sources, provided that the amount
of the loans shall not be in excess of 10 times the total aggregate value of paid-up
 share capital and all reserves, and such a loan shall not be contracted without
prior approval by the General Meeting and without any prior written permission
of the Director of Cooperative Services.
(ii) The Management Committee shall not raise any loan that would be equal to the
value of three months regular savings check-off without approval from the
General Meeting
(iii) Any Loan which value would be equal to the value of total savings per annum
shall only be contracted upon approval by the General Meeting.
(iv) Notwithstanding provisions in (i) – (iii) above, Management Committee may
contract long-term loans and apply it strictly to members, provided there is
adequate proof that the servicing requirements shall not become net liability to
the Society.
(v) The Management Committee may raise grants from institutions, governmental
and non-governmental organizations and granted as loans to members, or
invested for the Society in its name/person.

(9) Bank Account

(i) The General Meeting shall approve the bank(s) as the banker(s) to the Society.
(ii) The Management Committee shall open current and savings accounts for the
Society, or other special accounts as deemed fit for the society
(iii) The Management Committee may decide to have separate account for each of
the major sources of funds to the Society, namely, (a) Regular Savings, (b)
Special Savings, (c) Commodities Distribution, (d) Grants, and (e) Special
Reserve
(iv) Decision by the Management Committee to open an account shall be subject to
the approval by the General Meeting.
(v) The Signatories to any account of the Society shall be the President (mandatory)
and the Treasurer (alternate) or the Secretary (alternate). The mandatory
signatory and at least one alternate signatory shall be sufficient to effect a
transaction with the Society’s funds.
10) Safe Custody of Funds
(i) The Management Committee shall take all necessary steps to ensure the safe
custody of funds of the Society.
(ii) The Treasurer shall be responsible for the safe custody of funds.
(iii) As far as possible the cash-in-safe and cash-in-transit shall be reduced through
the use of cheques, drafts and electronic transfers, and other cost-effective and
justifiable cash safety policies.
(iv) Payment for amount up to and above ten thousand naira (N10,000.00) shall be
done by cheque or by e-payment.
(11) Application of Funds: The funds of the Society shall be applied only to the
furtherance of its stated objectives in granting loans to members, purchase of
commodities for sale to members, administration of the Society, and investments for
 the Society in accordance with this Bye-laws and the laws governing the operations
of cooperative societies in Nigeria.
(12) Investment: The funds of the Society may be invested by Management Committee in
any manner permitted by the provisions of this Bye-laws and the provisions of
cooperative laws in Nigeria, with due approval from the General Meeting.

ARTICLE 14.LOAN OPERATIONS

(1) There are three types of loans for which any interested and qualified member may
apply:
(i) Regular loans, (ii) short-term loans and (iii) special loans
(2) Application for Loan
(i) Application form for loans shall be obtained from and submitted to the
secretariat of the Society after completion by an applicant, and it shall be
verified by the Loans and Investment Committee which shall make
recommendation to the Management Committee for further action.
(ii) All Committees connected with treatment of loan applications shall adopt
queuing order in the treatment of the requests.
(iii) A non refundable fee of one thousand naira (N1,000) only shall be charged for
every loan application
(iv) While considering an application for loan, the Management Committee shall in
particular satisfy itself with the credit worthiness of the applicant.
(3) Loan Security: subject to any restrictions imposed by the Director in accordance with
the cooperative laws, the Security shall grant loans to members on the following
securities.
(i) Two acceptable sureties who must be members of the Society and whose
maximum credit limit in the Society as borrowers and surety has not been
exceeded. Such sureties shall jointly and severally be liable for the loan in event
of default.
(ii) The accumulation of savings of the borrower shall be used as security for the
loan granted him and he shall not be permitted to withdraw from the savings
below the minimum guarantee amount, except by special approval obtained
from the Management Committee through a written application justifying such
withdrawal.
(iii) Immovable landed property and equity certificates may also be accepted for
loan security.
(4) Duties Of Surety:
A Surety must be a reputable member of the Society and by signing as Surety, he is
personally guaranteeing;
(i) Repayment of the loan if the borrower defaults;
(ii) The correctness of the particulars on which the value of the borrower's
securities is based, especially in case of non-members;
 (iii) That the loan is to be used for the purpose stated by the borrower on the
application.
(vi) The Surety should report misuse of the loan to the Committee immediately.
(5) Amount of Loans: The total amount of loans given to a member (except the loan is
fully secured) shall at no time exceed his minimum credit limit which in this case
shall be three times the value of applicant’s savings plus his shareholding in the
Society.
(6) Disbursement of Loans: Loans shall only be disbursed to a beneficiary by issuing
the Society’s cheque or e-payment.
(7) Repayment of Loans:
(i) Both loan and interest due shall be repayable to the Society according to the
repayment schedule at the rate agreed upon by the beneficiary and the
Management Committee.
(ii) The society shall accept payment into its account by any loan beneficiary who
may wish to repay more than the normal monthly pro-rata repayment.
(8) The Management Committee shall draw up rule on minimum qualification and
other conditions required to benefit from loans whose source is external loans and/or
grants, and present such conditions to the General Meeting for approval.

ARTICLE 15.SUNDRY PROVISIONS

(1) Register of Members:
(i) The Society shall maintain a register of members and a register of shares held by
each member.
(ii) The register of members and shares shall prima facie show evidence of the
following particular entered therein:
(a) The date on which the name of the person was entered in the register as a
member;
(b) The date on which any such person ceased to be member;
(c) The number of shares held by a member and date of acquisition, and other
information.
(2) Nominees
(i) Every member of the Society may nominate a person to whom in the event of his
death the Society shall pay a sum representing the deceased member’s share or
any other monies due to him in accordance with provisions of this Bye-laws.
(ii) Appointment of a nominee by the member shall be made in writing and signed
by the member in the presence of two attesting member witnesses.
(iii) Where desired by the member, the nomination may be confidential and may be
kept in a sealed envelope.
(iv) Where more than one nominee is appointed by a member, the number of shares
to be transferred, or the exact proportion in which the amount available would be
shared to each of the nominees shall be specified at the time of making the
appointment.
 (v) Every appointment of nominee shall be recorded in the register of members, and
in the case of a confidential nomination by reference to the serial number of the
sealed envelope therein.
(vi) Where any money is paid to a nominee who is a minor, receipt given either by
the minor or by his guardian and duly witnessed by a member shall be a
sufficient discharge to the Society.
(vii) The society shall keep a register of all persons so nominated.
(3) Transfer of Shares or Interests
(i) On the death of a member, the Society may transfer the shares or interests of the
deceased member –
(a) to the person nominated by the member in accordance with section 14 (2)
of this Bye-laws;
(b) if there is no person so nominated, to such person as may appear to the
Management Committee to be the legal personal representative of the
deceased member; or
(c) if either of the persons referred to in paragraph (a) and (b) is not qualified
under this Bye-laws for membership, to such other person who is so
qualified, to be specified within 6 months after the death of the deceased
member by the nominee or legal person representative, as the case may be.
(ii) The Society may pay all other monies due to the deceased member from the
society to such nominee or legal representative, as the case may be.
(iii) Where a member or person claiming through a member of the Society is insane,
and no trustee of his estate has been duly appointed, the Society may, when it is
proved to the satisfaction of the Management Committee that it is just and
expedient to do so, pay or transfer the share or interest of the member or the
value of all other monies due to the member from the Society to a person whom
they shall judge proper to receive the same on his behalf.
(iv) The value of the share or interest of the deceased member or of the insane
member or person claiming through a member shall be represented by the sum
actually paid by the member to acquire the share or interest unless the Bye-laws
provide the calculation thereof otherwise.
(4) Restriction on Transfer of Shares or Interests
(i) The transfer or change of the shares or interests of a member or past member or
deceased member in the capital of the Society shall be subject to such conditions
as maximum holding as are specified in section 12(4) of this Bye-laws.
(ii) No member of the Society shall transfer any share held by him or his interest in
the capital of the Society or any part thereof unless –
(a) He has held that share or interest for not less than one year; and
(b) The transfer is in favour of the Society, a member or a person whose
application for membership has been accepted by the Management
Committee.
5) Disposal of Net Profit
 (i) Net Profits: The annual net profit of the Society shall be determined at the end
of each financial year from the Annual Statement of Accounts and after making
necessary accounting adjustments and adopted by the General Meeting, as
approved by the Director of Cooperatives
(ii) Appropriation of Net Profits: The net surplus of the Society shall be
appropriated as follows:
(a) At least 25% shall be credited to the Reserved Fund, unless otherwise
directed by the Director of Cooperatives.
(b) Dividends on shares shall be recommended by the Management Committee
and determined by the Annual General Meeting and shall not exceed 30% of
the net surplus.
(c) 7% may be paid as Thrift Savings Interest in accordance with Aricles 6(2) of
this bye-law
(d) An allocation of not more than 5% may be made to charitable or social
welfare fund.
(e) Staff bonus may be paid at a rate not exceeding 5%.
(f) An allocation of not more than 10% of net profit less Reserved fund may be
made for Education Fund
(g) An allocation of not more than 10% may be made for payment as
honorarium to members of the Management Committee and Council of
Inspection and others that served the Society, as approved by the
Management Committee, provided that the largest share shall go to the
Management Committee, as determined by the Annual General Meeting.
(h) The balance may be allocated as approved by the Annual General Meeting
for building of General Reserve and to cover bad debt reserve and insurance
fund.
(7) Disputes
Any disputes arising from or concerning the Society and its officials, members or
past members and its paid employees shall be referred to the Director of
Cooperatives for arbitration and settlement in line with Cooperative Laws.
(8) Trustees
The President, the Secretary and the Treasurer shall be the Trustees of the Society.
Accordingly, they are entitled to sign cheques in accordance with Article 13, 9(v).
(9) Initiation of Disciplinary Actions
Cases of indiscipline shall be handled by the Management Committee which shall
set up appropriate committee to treat the matter and make recommendation to it,
and the general Meeting, if need be.
(10) Fines
(i) Subject to the provisions of Section 11(4) of the Cooperative Law, the Society may
impose a fine upon a member for breach of any provision of the Bye-laws of the
society.
(ii) In particular, the following fines may be imposed:
 (a) Absence from Meeting: Amy member who absents himself from the meeting
of the Society which he has the right to attend without valid excuse shall be
liable to a fine of one thousand naira (N1,000.00) only for each meeting of the
Society that such member abstains.
(b) Lateness to Meeting: A member who attends a meeting of the Society after the
minutes of the preceding meeting and without reasonable excuse to the
President through the Secretary shall be liable to a fine of five hundred naira
(N500.00) only for every such meeting he so attends late.

ARTICLE 16.INSPECTION OF BOOKS AND RECORDS

(1) Subject to the Law and Regulations, the Books of Accounts, Records, Registers and
Papers of the Society shall be open at all reasonable times for inspection by Council of
Inspection or members or accredited Cooperative Officials.
(2) Notwithstanding the foregoing, no person, other than Cooperative Officials shall be
allowed to see the personal accounts and purchases cards of any member without that
member’s consent.

ARTICLE 17.ENFORCEMENT AND AMENDMENT

(1) Powers of this Bye-laws:
The Bye-laws of the Society shall be binding on the Society and the members thereof to
the same extent as if they were signed by each member and contains covenants on the
part of each member for himself and his personal representatives to observe all the
provisions of the Bye-laws.
(2) Procedures for Amendments
(i) Subject to section 12 of the Law and the limitations, restrictions and procedures
laud down in the said Law and Regulations 39, the Society may ammend, add to
or repeal or delete any section of the foregoing Bye-laws, or replace the whole
Bye-laws with new ones, where the former are stolen, lost, displaced, defaced or
rendered obsolete.
(ii) In furtherance of Article(17)(2)(i) above, this Bye-laws shall be amended at any
Annual General Meeting of the Society or at the General Meeting, as may be
directed by the Annual General Meeting to carry out this function.
(iii) In amending the Bye-laws, at least a three-fourths (3/4) majority vote of the
members present at the meeting shall effect its amendment.
(iv) Notwithstanding the foregoing, a copy of the proposed amendment shall have
been sent to each member, at least, seven (7) days to the date of the meeting at
which the proposed amendments are to be considered and voted upon.
(ii) No amendment(s) to this Bye-laws shall be valid or operative until the Director of
Cooperative Societies has registered it (them).
(3) Supplemental
In all respects where provision is not specifically made for the management of this
Society in the foregoing Bye-laws, the provisions of the Akwa Ibom State Cooperative
 Societies Law 2002 and the provisions of the Regulations made under the Law shall
apply.

ARTICLE 18.INTERPRETATION
(1) “Committee ” refers to the “Management Committee” or “Council of Inspection” or
any “Standing Committee“ of the Society.
(2) “the Society” means “Corporate People (Uyo) Multi-Purpose Cooperative Society
Limited” for long title and/or “” for short title.
(3) “he/him” singular pronouns refer in all cases to both masculine and feminine
gender.
(4) “the Management Committee” means “the Management Committee of the Society”
(5) The “Law” means “Akwa Ibom State Co-operative Societies Law, Cap. 35 of 2002”.
(6) “Meeting” refers to a business session of properly convened and constituted
assembly of a Committee or the General Meeting of the Society .
(7) “Officer(s)” refers to the member(s) of the Management Committee of the Society or
Council of Inspection or any standing committee of the Society.
(8) “Director” or “State Director” refers to the “State Director of Cooperative Societies”
or his appropriate Representative.
(9) “This Bye-laws” refers to the entire document containing this bye-laws; it also refers
to the bye-laws contained therein jointly/or severally.
(10) Upon contention of the meaning of any provision of this Bye-laws:
(i) The interpretation arising from the professional opinion of the Director of
Cooperative shall suffice and the extent to such interpretation shall be adopted as
the meaning of the disputed section(s);
(ii) Ultimately, the meaning of this Bye-laws or part thereof shall be the
interpretation given to contending party (parties) and the Society by a court of
Law in Nigeria.

ARTICLE 19.CERTIFICATE OF REGISTRATION

By virtue of the powers conferred on me by Section 5(1) of Akwa Ibom State Co-operative
Societies Law, Cap 35 of 2002, I hereby certify that the foregoing Bye-laws of the Corporate
People (Uyo) Multi-Purpose Cooperative Society Limited as Bye-Laws…