CONSTITUTION and BY-LAWS
Of

The United Bassa (Liberian) Organization In The Americas (UNIBOA)

Ratified May 26, 1991 Washington, District of Columbia United States of America

CONSTITUTION

PREAMBLE

We, the people of Grand Bassa, River Cess, Margibi, and Montserrado Counties hereafter referred to as people of the Bassa Counties of the Republic of Liberia residing in the United States of America,

Aware of the ever growing need to unite as a team to join the struggle with our people for the upliftment and the improvement of the social, economic and educational conditions of our people,

Cognizant of the fact that as an integral part of our people and country,

Recognizing that in unity there is strength and success,

We owe it to the Almighty God and humanity to meaningfully contribute our quota to national development,

Do hereby resolve and constitute ourselves into an organization to be named and styled as the “United Bassa (Liberian)Organization in the Americas (UNIBOA)” and hereafter referred to as UNIBOA.

ARTICLE I

Section 1  - Name
The name of this organization shall be the “United Bassa (Liberian) Organization in the Americas”.

Section 2 - Motto
Yu nah boai - meaning, “The child has grown up”

Section 3 - Colors 
The colors of the National Association shall be Blue, Red and White, reflecting the colors of the original Bassa County and Liberia.

Section 4  - Logo
The Royal Bassatic

ARTICLE II

PURPOSE
The organization shall be a non-profit and non-political entity with the following objectives:

Section 1:
To promote peace, unity, progress and social awareness amongst the people of the Bassa Counties and all Liberians in the Americas;

Section 2:
To maintain and retain our cultural and traditional heritage and values;

Section 3:
To assist with specific development projects through finance and manpower;

Section 4:
To help improve the quality of education and health care; and

Section 5:
To serve as a forum for the exchange of views amongst the people of the Bassa Counties residing in the Americas.

Section 6:
To attend to the welfare of its members in such instances or conditions as:

  1. Bereavement

  2. Sickness

  3. Special achievements (i.e., graduations and weddings)

Section 6.1:
The Domestic Affairs Committee shall assess the nature or circumstance of the event or condition and make recommendations to the Executive Committee for appropriate action.

ARTICLE III

HEADQUARTERS

Section 1:
The national headquarters of the Association shall be located in the Capital City of the United States of America.

Section 2:
The business activities of the Association may be legally conducted throughout the United States.

ARTICLE IV

MEMBERSHIP

Section 1:
Membership shall be opened to anyone from the Bassa counties by virtue of birth, blood, marriage and declaration.

Section 2:
Membership shall be through local chapters of the National Association. Qualified applicants not in the region of a local chapter, should apply for membership to the nearest local chapter.

Section 3:
Age Qualification - Shall be 18 years old and above.

Meanings Of “Birth, Blood, Marriage and Declaration”

  1. By Birth - Any person or persons born in the areas of the Bassa Counties (Grand Bassa, River Cess, Margibi and Montserrado Counties) are eligible for membership. He/She shall have voting status and can hold any office.

  2. By Blood - Any person or persons of Bassa descent (i.e., born of Bassa parents or parent are eligible for membership. He/She shall have voting status and can hold any office.

  3. By Marriage - Membership shall be opened to spouses of members who meet the age requirement stated above. Any such person qualifying for membership by marriage shall have voting status and can hold any elected position except the office of president and chairman of the Board.

  4. By Declaration - Membership shall be opened to all those who have some affiliation with the Bassa counties and are not qualified by sections 3 a, b, or c. They shall have voting status and can hold any elected position except the office of president and chairman of the Board.

ARTICLE V

BODIES

Section 1:
The National Bodies of this Association shall be: The General Assembly (GA), the Board of Directors (BOD) and six (6) Standing Committees (SC).

Section 2.1 - The General Assembly (GA):
It shall consist of all members from local chapters in good standing.

Section 2.2 - Powers:
The General Assembly shall have the following powers:

  1. It shall be the highest decision-making body.

  2. It shall elect the General Officers.

  3. It shall have the power to suspend and impeach General Officers for the violation of the constitution and statutes of the organization.

  4. It shall take disciplinary action against members in cases of misconduct. Two-thirds of its chapter representation shall make the determination as to what constitutes a misconduct.

  5. It shall have the power to create new institutions that it may deem necessary for the effective operation of the Association.

Section 3 - The Board of Directors (BOD)
It shall consist of two (2) members from each chapter of the National Association excluding local presidents/chairpersons.

Section 3.1 Powers - The General Board of Directors:

  1. Shall formulate policies of the Organization.

  2. Shall approve of all programs when the General Assembly is not in session.

  3. Shall authorize an audit and determine the means and instrument of the audit of the financial records of the Organization annually. It shall submit a report to the General Assembly. The audit shall be conducted by an independent accounting firm if necessary, as determined by the Board.

  4. Shall confirm all appointments made by the president.

  5. Shall approve the annual budget of the Organization.

Section 3.2 - Meeting:
The Board of Directors shall meet twice a year.
It shall decide the date and venue of the meetings.

Section 3.3 - Officers of the General Board of Directors:

Section 3.3.1 - The General Board of Directors shall have the following Officers:

  1. Chairman of the Board

  2. Co-chairman of the Board

  3. Secretary of the Board

Section 3.3.2:
The officers of the Board shall be elected by the members of the Board.

Section 3.4 - Duties of the Chairman of the Board:

  1. Shall co-sign all checks of the Association.

  2. Shall conduct all meetings of the Board of Directors

  3. Shall call emergency meeting(s) of the Board of Directors

Section 3.4.1 - Duties of the Co-chairman of the Board:
The Co-chairman of the Board shall conduct the affairs of the Board in the absence of the chairman or when the chairman is incapacitated or removed from office.

Section 3.4.2 - Duties of the Secretary of the Board:

  1. The Secretary of the Board shall record all proceedings of the Board.

  2. Shall serve as a depository of all reports made to the Board.

Section 4 - Tenure of Office of the Board of Directors:
The tenure of service of each Board member shall be three (3) years.

ARTICLE VI

STANDING COMMITTEES

Section 1:
There shall be six (6) Standing Committees as follows:

  1. Executive Committee

  2. Home Affairs Committee

  3. Domestic Affairs Committee

  4. Ways and Means Committee

  5. Finance Committee

  6. Planning & Research Committee

  7. Archives Committee

Section 1.1 - Executive Committee:

  1. Shall comprise of all elected officers of the National Organization and presidents of all local chapters;

  2. Shall serve as the governing body of the Organization and shall be headed by the National President;

  3. Shall have the right to make decisions in the absence of the General Body with the advice and consent of the Board.

Section 1.2 - Home Affairs Committee:
Shall serve as chief liaison between the Organization and home (Liberia).

Section 1.3 - Domestic Affairs Committee:

  1. Shall be responsible for membership drive

  2. Shall seek the general welfare of the members in good standing as outlined in article II, sections 6 and 6.1.

Section 1.4 - Ways and Means Committee:
Shall devise strategies to raise funds and other donations in kind for various projects and programs.

Section 1.5 - Finance Committee:

  1. It shall consist of the Treasurer, Financial Secretary and three (3) other members appointed by the Board.

  2. Shall work to ensure that the financial records of the organization are kept current and accurate.

  3. Shall conduct internal audits of the financial records of the organization.

  4. It is a branch of the administration, and shall report to the president.

Section 1.6 - Planning & Research Committee:

  1. Shall develop strategies and make policy recommendation to the General Assembly and Board of Directors

  2. Shall be responsible to conduct research on the various aspects of UNIBOA’s objectives and activities.

  3. Shall be responsible for educational activities.

Section 1.7 - Archives Committee:

  1. Shall develop the methods and instruments (conventional and digital) for the proper documentation of UNIBOA’s proceedings and transactions.

  2. All documents and instruments considered as UNIBOA’s properties must be turned over to a newly elected President in the presence of the Board or its proper representation (i.e., chairperson) and the Election Committee. The President, in turn, must turn the documents and instruments over to the newly appointed Archives Committee.

  3. All documents and instruments compiled by the Organization during any administration shall be considered properties of UNIBOA and said properties shall be handled by the Chairperson of Archives.

  4. All documents of UNIBOA are considered public information to its chapters and membership. Any chapter or member can request copies of any of these documents. Upon payment of the appropriate processing fees by the person making the request, the Archives Committee must honor the request and make the copies available in the shortest possible time.

ARTICLE VII

OFFICERS Section 1 - Elected Officers shall be as follows::

  1. President

  2. Vice President

  3. Financial Secretary

  4. Treasurer

ARTICLE VIII

TENURE OF OFFICE

Section 1 - Tenure of Office shall be as follow:

  1. Officers shall be elected for a tenure of two (2) fiscal years.

  2. Officers may be re-elected for a second term but not more than two (2) consecutive terms. They may, however, be elected after a one (1) term interval.

ARTICLE IX

DUTIES OF OFFICERS

Section 1 - President:

  1. Shall preside over all meetings and report to the Board of Directors at the second meeting of the Board each year on the status of the Organization annually. He/She shall be the general spokesperson for the Organization.

  2. Shall be fully responsible for routine operations and answerable to the General Body

  3. Shall be ex-officio on all standing committees except the Executive Committee, which he/she shall chair

  4. Shall have the right to convene emergency meetings of the General Body or the Executive Committee; and

  5. Shall be a signatory to the accounts of the organization

  6. Shall have the power, with the approval of the Executive Committee, to appoint the General Secretary, Corresponding Secretary, Chaplain and all Ad Hoc Committees, such as the Election Committee, except in the case of an impeachment when said appointment shall rest with the Board of Directors. No member of the Board of Directors shall serve on the impeachment committee.

Section 2 - Vice President:

  1. Shall act in the absence of the President

  2. Shall succeed the President in the case of death, resignation, impeachment or any form of disability which may render the President unable to perform his/her duties. Such succession shall only be for the unfinished term of the incapacitated President.

Section 3 - General Secretary:

  1. Shall keep minutes of all meetings of the Executive Committee and the General Assembly

  2. Shall serve as a depository of all Organization’s documents and records and shall be head of the Secretariat

Section 4 - Corresponding Secretary:
Shall handle all correspondence, send citations, work in conjunction with the General Secretary, and shall act in the absence of the General Secretary.

Section 5 - Financial Secretary:
Shall handle all financial records, collect dues, and report all finances to the Treasurer for deposit.

Section 6 - Treasurer:

  1. Shall be in charge of all funds for the Organization and shall make all financial reports.

  2. Shall be responsible to find a reputable bank, subject to approval by the Executive Committee, and deposit all funds within seventy-two (72) hours upon receipt.

  3. The Treasurer, the President, and the Chairman of the Board shall have the power to sign all checks.

Section 7 - Election Committee:

  1. Shall comprise of five (5) members who shall be appointed by the president at the general assembly meeting of the second year of each term.

  2. If the president fails to appoint an election committee at the leadership workshop of the second year of his/her term of office, the chairman of the Board shall appoint an election committee by January of the election year.

  3. Shall organize and supervise all general elections and make rules and regulations appertaining thereto.

Section 8 - Chaplain:
Shall be responsible for the spiritual activity of the Organization.

ARTICLE X

QUALIFICATIONS OF OFFICERS

Section 1 - President:

  1. Shall be at least a high school diploma holder or its equivalent.

  2. Must be in good standing with his/her local chapters (i.e., good attendance record and current on payment of dues.)

  3. Shall demonstrate good moral standards and exhibit leadership capability and people skill.

  4. Must have been an active member with a chapter for at least four years

Section 2 - Vice President:
Shall have the same qualifications as the President.

Section 3 - General Secretary:
Shall have the same qualifications as the President and must have secretarial skills

Section 4 - Corresponding Secretary:
Shall have the same qualifications as the President and must have Secretarial skills.

Section 5 - Financial Secretary:
Shall have the same qualifications as the President and also have knowledge of general business.

Section 6 - Treasurer:
Shall have the same qualifications as the President and also have knowledge of general business.

Section 7 - Chaplain:
Shall be a religious-oriented person.

Section 8 - Treasurer:
Shall have the same qualifications as the President

ARTICLE XI

OBLIGATIONS OF UNIBOA

  1. No part of the net earnings of UNIBOA shall be used to the benefit of, or be distributed to its members, directors, officers or private persons except three-fourth majority vote of the General Assembly of UNIBOA authorizing payment of reasonable compensation for services rendered and to make payments and distributions in furtherance of SECTION 501 (c) (3) purpose.

  2. No part of the activities of UNIBOA shall attempt to influence legislation, and UNIBOA shall not participate in or intervene in any political campaign on behalf of any candidate of public office.

  3. Notwithstanding any other provision of these articles, UNIBOA shall not carry on any other activities not permitted to be carried on. (a) UNIBOA exempt from Federal Income Tax under Section 501 (c) (3) of the Internal Revenue Code (or corresponding provisions of any future United States of America Internal Revenue Law) or b) by UNIBOA contributions which are deductible under Section 170 (e) (g) of the Internal Revenue Code.
ARTICLE XII

DISSOLUTION OF UNIBOA

Upon dissolution of UNIBOA, the Board of Directors shall, after paying or making provision for payment of all liabilities of UNIBOA, dispose of all of the assets of UNIBOA exclusively for the purposes of the Organization in such manner, or to such organization (s) organized or operated exclusively for charities, educational purposes as at the time shall qualify as exempt organization (s) under Section 501 (c) (3) of the Internal Revenue Code (or the corresponding provisions of any future United States Internal Revenue Law), as the Board of Directors shall determine. Any such assets not so disposed of by the Court of Common Pleas of the County in which the principal office of the Organization is then located, exclusively for such organizations (s), as said court shall determine, which are organized and operated exclusively for such purposes.

ARTICLE XIII

BY LAWS AND STANDING RULES

Section 1 - Meetings:
There shall be a meeting of the General Body once a year in May, during Memorial Day week-end at a designated place and time set by

the General Body. Section 2 - Quorum:
A Quorum shall comprise of two-thirds of the chapters in good standing.

Section 3 - Dues:
The annual dues shall be paid in four (4) equal quarterly installments. The annual dues shall be $ 500.00 (five hundred dollars) per chapter. The Board of Directors shall review the annual dues periodically and make recommendations to the General Assembly.

Section 4 - Impeachment:
An impeachment proceeding shall be handled by an Ad Hoc Committee which shall be appointed by the Board of Directors. The charges shall be investigated by the Committee and recommendations made to the Board. In order for said recommendations to be enforceable, it must be approved by two-thirds of the chapters in good standing. If this condition is met, then the Board can suspend the elected officer or officers until the next general assembly when new officers can be elected.

RULES

Section 1 - Individual Decorum:
Any individual who displays and/or advocates improper decorum during meetings shall be given a warning for the first offense. If, repeated, he/she may be suspended from the meeting and if he/she refuses to leave, a police officer will be called to take the member off the premises. A third offense may lead to one year’s suspension from the Organization.

Section 2 - Record Keeping and Debt Settlement:

  1. The General Secretary and Secretary of the Board shall keep all records of the Organization.

  2. The Archives Committee shall be the depository of all UNIBOA’s records

  3. The Chairman of the Board and Treasurer shall settle all debts.

LEGAL ACTION

  1. In case of any legal action brought against the Organization or actions the Organization may take against any party, the President, General Secretary, and Chairman of the Board shall obtain an Attorney to represent the Organization.

  2. In the event that an action is taken against the President, General Secretary, Chairman of the Board (current or former), the Board of Directors shall obtain an Attorney to represent the Organization. If an action is taken against the chairman of the Board, then the Co-chairman of the Board will convene the meetings of the Board.

ARTICLE XII

AMENDMENTS

Section 1
An amendment to the National Organization’s Constitution and By-Laws may be recommended by any chapter of the Organization. In all such cases, the proposed amendment must be filed with the national General Secretary at least three (3) months prior to the annual meeting of the General Assembly. The national General Secretary circulates the proposed amendment to all members of the Organization, at least two (2) months prior to the regular meeting of the General Assembly.

Section 2
All amendments must be approved by two-thirds of the chapters delegation in attendance at the National Assembly.

ARTICLE XIV

MISCELLANEOUS PROVISIONS

Transitional Provisions: This Constitution and By-Laws were ratified by the membership on May 26, 1991.

Constitution Committee
Joseph D. Sinyan ........................... Chairman
Joseph Davis .................................. Co-chairman
Emmanuel N. Reeves ..................... Secretary
Robert A. Pailey ............................ Assistant Secretary
Rev. Nathan Junius ....................... Member
Rufus Y. B. Waters ....................... Member
Hitler Harvey ................................. Member
Eric Brown .................................... Member
John Grigsby ................................. Member
James Monyoukay ......................... Member
Jerome Gayman ............................ Member

Constitution Review Committee
Z’Sherman Adams, Jr. (Chairman)
Ousley Natt Early
G. Mandeh Kanegbo
James Augustin Redd
Paul Tarr (Co-cha
Charles Verdier

The Original Constitution which was written and ratified in 1991 was reviewed and amendments made over a 4-year period (1998 – 2002). This amended constitution was ratified by the General Assembly on May 25, 2002 in Newark, New Jersey, United States of America.

BACK TO TABLE OF CONTENT