WFF Constitution

Article I. Background

West Fataleka, an ethnic region in Malaita Province, is one of the least developed and unskilled regions in Solomon Islands. Basic health service is grossly inadequate and the education system having limited success with fewer than ten West Fatalekans having ever attended University - a statistic far inferior to even the most remote regions of Solomon Islands.

This organisation attempts to bring together talent from West Fataleka to identify and address development issues affecting the region. A key mission is to develop a critical mass of skilled professional people and using their skills to advance other development initiatives in West Fataleka and ultimately Solomon Islands.

Article II. Name

Section 1: The name of the organization shall be West Fataleka Foundation (hereafter known as the WFF).

Article III: Aims and Objectives

The WFF will marshal the resources, expertise and connections of its members to achieve the following objectives;

Section 1: Facilitate co-operation between prominent WFF people to advance development initiatives particularly in education and basic infrastructure.

Section 2: Identify, formulate and deliver development initiatives within the West Fataleka region and where possible beyond.

Section 3: Co-ordinate funding from members and other internal and external sources for WFF identified projects.

Section 4: Forge links of co-operation with other Solomon Islands self-help groups and regional/international NGOs’ sharing similar objectives as WFF.

Article IV: Beneficiaries

Section 1: The zone of influence of the WFF is generally the West Fataleka region and its people defined as from the Kwainafala River and Oro`ala stream and all villages within and up-stream of those water-ways.

Section 2: The Executive Council on a majority vote may set aside projects beyond the boundary specified in Section 1.

Article V: Membership

Section 1: Membership is open to any individual or organisation that supports the aims and objectives of WFF subject to payment of membership fees and other conditions provided for in the bylaws.

Section 2: The Executive committee may suspend a member for cause after hearing by a two-thirds vote of the members of the Executive committee and may reinstate a member by a three-fourths vote of the members of the Executive committee.


Article VI: Council

Section 1: The Council is the governing body of the WFF. The Council shall delegate to the Executive committee to plan and carry out programs and activities within assigned fields of responsibility and in accord with general Council policy.

Section 2: The Council shall determine all policies, make long-term strategies and its decisions shall be binding upon WFF, except as provided in Section 6 of this article.

Section 3: Councillors shall be chosen as provided for in the Bylaws of WFF.

Section 4: The WFF by a vote at a membership meeting may refer any matter to the Council with recommendations and may require the Council to report on such matter at any specified authorised members meeting.

Section 5: Any question of policy may, by a majority vote of the Council, be submitted to WFF to be voted upon either at a membership meeting or by mail as the Council may determine.

Section 6: Any action of the Council may be set aside by a majority vote by mail in which one-fourth of the members of WFF have voted. Such vote by mail shall be held upon petition of five percent of the personal members as certified by the President of WFF.

Article VII: Executive Committee

Section 1: The Executive Committee is the executing body of the Council to exercise its power as provided for in the bylaws.

Section 2: The Executive Committee shall consist of the President, Vice-President, Secretary, Treasurer and at least two other officers to be elected from the general membership as provided for in the Bylaws.

Section 3: The Executive Committee shall appoint committees and delegate to them the authority to plan and carry out programs and activities within assigned fields of responsibility and in accord with general Council policy.

Section 4: A vacancy in the elected membership of the Executive Committee shall be filled by Council appointment, the person so appointed to serve until the following annual election.

Section 5: The Executive Committee shall report on its activities not later than the next meeting of the Council.


Article VII: Officers

Section 1: DUTIES OF THE PRESIDENT: to preside over Executive Committee and general meetings of the WFF; to inform WFF members of all decision reached by the Executive Committee; to establish committees for events set by the Council; to call Executive Committee meetings; to cast the deciding vote in the event of a tie; to take charge of routine work, to implement work plan; to present at each annual meeting of the WFF an annual report of the work of WFF; To ensure all books, reports and certificates required by law are properly kept or filed; To have such powers as may be reasonably construed as belonging to the chief executive of any organization.

The President is the legal person representative of WFF.

Section 2: DUTIES OF THE VICE-PRESIDENT: to follow through with the functions of the President when the President is unavailable. The Vice President shall in the event of the absence or inability of the President to exercise his office become acting president of the organization with all the rights, privileges and powers as if he had been the duly elected president.


Section 3: DUTIES OF THE SECRETARY: to record the minutes of all meetings; to coordinate all correspondence and communications; to coordinate all promotions and publicity; To file any certificate required by any statute, federal or state; The official custodian of the records and seal of WFF; One of the officers required to sign the checks and drafts of WFF; To present to the membership at any meetings any communication addressed to him as Secretary of the organization; To submit to the Council any communications which shall be addressed to him as Secretary of the organization; To exercise all duties incident to the office of Secretary.


Section 4: DUTIES OF THE TREASURER: to receive and be in charge of the finances of the Organization; to deposit in the bank all monies collected by the WFF; Together with the President and Secretary be a signatory to all money withdrawals and payments; to process all invoices when presented after approval by the President; to submit a financial report at every yearly members’ meeting.

No special fund may be set aside that shall make it unnecessary for the Treasurer to sign the checks issued upon it.

Section 5: Duties of ordinary Executive Committee members: To vote and make decisions on every issue and actions required of the Executive Committee; To chair steering committees as determined by the Council; To report to the Council, the Executive committee and the members of WFF at an members’ meetings accounts of his/her committee.

Article VIII: Meetings

Section 1: The meeting of WFF shall be defined in the bylaws.

Article IX: Status

Section 1: The WFF shall be a non-profit-making organisation.

Section 2: The WFF shall be an incorporated association with its own legal entity.


Article IX. Endowment Funds

Section 1: All gifts shall, subject to conditions attached by donors, constitute endowment funds. Such funds shall, subject to attached conditions, be in the custody of the Executive Committee. The executive committee shall have authority to hold, invest, reinvest, disburse, and otherwise deal with endowment funds in accordance with such directions as may be given them by the Council.

Article X: Financial Structure

Section 1: WFF shall finance the activities it engages in from membership dues, fund-raising activities and other philanthropic sources.

Section 2: Both the President and the treasurer must sign each check for all disbursements.

Section 3: Executive officers and Councilors shall receive no compensation for their services. The Council may, however, authorize the reimbursement of actual and necessary reasonable expenses incurred by Executive officers, members and agents performing their duties as officers or agents.

Article XI: Affiliations

The Council may vote to affiliate with any other organisation sharing similar aims and objectives as WFF.

Article XI: Bylaws and Amendments

Section 1: All proposals for amending the Bylaws shall originate in the Council. A proposed amendment or new bylaw shall become effective when it shall have been approved by a majority of the members of the Council present and voting at a meeting of the Council, followed by ratification by the members of the Association either by a vote by mail of a majority of the members of the Association voting, or by a majority vote of the members present and voting at a membership meeting of the Association. The Council, on approving a proposed amendment, shall specify whether a vote for ratification shall be taken at a membership meeting of the Association or by mail, and if a mail vote is ordered, the Council shall fix the time for the beginning and closing of the balloting. If a vote at a membership meeting is ordered, at least one month's written notice shall be given to the Association of the text of the proposed amendment or new bylaw.

Written proposals for such changes must be submitted by mail to all official members and must bear a postmark at least forty-five days prior to the first announced day of the meeting. Editorial revisions and clerical alterations of submitted proposed changes can be considered and approved at the meeting



Article XI: Amendments

All proposals for amending the Constitution shall originate in the Council. A proposed amendment shall become effective when it shall have been approved by a majority of the members of the Council present followed by ratification by the members of the Association either by a vote by mail of 2/3 of the members of the WFF voting, or by a 2/3 vote of the members present and voting at a membership meeting. The Council shall specify whether a vote on ratification shall be taken at a membership meeting of the Association or by mail, and if a mail vote is ordered, the Council shall fix the time for the beginning and closing of the balloting. If a vote at a membership meeting is ordered, at least one month's written notice shall be given to the Association of the text of the proposed amendment.

Article XII: Dissolution


Dissolution of the WFF may be effected after one year's notice of such a proposal is given to all members and a vote being taken of all members with a minimum of 75% voting in favour. Upon dissolution, after all liabilities have been met, the remaining assets shall be given to Charitable Organisations selected by the Council.