Statute

Academy for Peace and Development

Preamble

Aware of the massive and brutal devastation caused by the regime of Mohamed Siyad Barre on the people of Somaliland.

Appreciating the remarkable achievements of the people of Somaliland in restoring peace on their own, without international assistance.

Convinced that promotion of peace and development requires maximal harnessing of human and material resources of the people who reside within and outside the country.

Recognizing the critical role of research, ideas, and informed planning for effective policy formulation, capacity building; and generally national development.

Conscious of the need to take regional and global perspectives to development while promoting the economic and political independence of Somaliland.

Building on the achievements of the WSP International (WSPI) Participatory Action Research program and in collaboration with the WSP global family.

Determined to collaborate with individuals, organizations, and institutions that promote a human-centered and participatory perspective to development.

The General Assembly, which comprises the founders, associates and friends of the Academy whose signatures are shown below have decided on 6th January 2004 that the Academy shall be governed according to the following status:

Article 1: Name, Legal Status, and Seat

1. The Somaliland Center for Peace and Development, registered on 1st January 1999 in Hargeisa, Somaliland, shall hereafter be called the Somaliland Academy for Peace and Development (referred to below as The Academy).
2. The Academy shall remain as an independent, non-profit, and non-governmental institution whose official seat shall be Hargeisa, Somaliland.
   
3. The Academy shall continue to abide with all the laws pertaining to independent, non-profit, and non-governmental organizations of its kind that are in force in Somaliland.
   
4. The Academy shall also continue in conformity with ethical and fiscal standards governing all organizations of its kind that engage in collaborative work with the United Nations and other external donors.
   
5. The legal status of the Academy shall be a legal personality (juridical person). As such, it shall have the rights to acquire and dispose of movable and immovable property, to borrow money from financial institutions, and to raise funds from individuals, organizations, and institutions in and outside of Somaliland in order to carry out its mission and objectives stated under Article 2 below.
   
6. Even though the Academy shall have a legal personality with the rights stated above, no member of the Board, Management, or Staff shall have personal liability on behalf of the Academy.
   
7. The Academy shall remain an affiliate of WSP International and it shall engage in collaborative efforts or projects with other institutions inside and outside of Somaliland.
   
8. The Academy may establish offices and branches in other parts of Somaliland and in other countries.

Article 2: Mission, Aims, and Objectives

Mission Statement: The Academy is a center for excellence and leadership dedicated to the achievement of a more peaceful, just and prosperous society through:

Research -> Training -> Dialogue -> Sharing of Knowledge

Article 3: Membership

Members of the Academy shall be individuals who subscribe to its mission and actively support its objectives. The inaugural members of the Academy shall be its founding members. The General Assembly may invite individuals who have contributed in significant ways to further the mission and objectives of the Academy to become honorary members.

Article 4: Admission and exclusion of members

The General Assembly shall freely decide on the admission of members. It may refuse an application for membership without justification. The General Assembly shall decide on the exclusion of member of the General Assembly who disregards rules and conditions of the statutes.

Article 5: Organization Structure

The Academy for Peace and Development shall comprise the following organs:

1. The General Assembly
   
2. The Governing Board and
   
3. The Management

Article 6: General Assembly

The General Assembly shall be the highest decision-making body of the Academy and shall comprise the voting members of the association. Honorary members may attend as observers. Other persons may attend as observers by invitation of the Chair of the General Assembly.

Article 7: Periodicity

The General Assembly shall normally be held once a year. Extraordinary General Assemblies may be convened by the Chair of the General Assembly or at the written request of a majority of members. The Secretariat shall keep the minutes.

Article 8: Convening General Assemblies

The General Assembly shall be convened and presided over by the Chair of the General Assembly or by the Chair's representative. Invitations to the General Assembly shall be dispatched by the Secretariat at least one month in advance together with a provisional agenda. Members may request amendments to the agenda. The members shall be informed at least one week prior to the General Assembly of any items so proposed.

Article 9: Decision making

The General Assembly shall endeavor to take its decisions by consensus. Where consensus cannot be reached, decisions shall normally be taken by a simple majority of members present. Each member shall exercise one vote. For decisions to be valid, at least half of the General Assembly members must be present.

Article 10: General Assembly responsibilities

The General Assembly shall have the following responsibilities:

1. Approval of general policy of the Academy;
2. Approval of strategic vision for coming years;
   
3. Admission and exclusion of members;
   
4. Invitation for honorary memberships;
   
5. Election of the Chair of the General Assembly;
   
6. Election of the members of the Governing Board;
   
7. Appointment of an external auditor;
   
8. Amendments to the Statutes;
   
9. Extension or dissolution of the Academy or its merger with other institutions
   
10. Any other decision referred to it by members or the Governing Board.

Article 11: The Governing Board of Directors

The Governing Board of the Academy shall be composed of at least five and no more than eleven seats. The Executive Director shall serve as Secretary to the Governing Board and shall have the right to attend all sessions as an observer. The Governing Board members shall be appointed for two years term. No member shall serve for more than two consecutive terms.

1. All members of the Board shall be volunteers; no member shall be remunerated for his/her time or effort on behalf of the Academy. Travel cost and incidentals may be covered by the Academy for ad hoc services and under special conditions, but always with prior approval of the Board.
   
2. During the first year, the Board of Directors shall establish rules, modalities, and procedures for the management of the Academy and raising funds for ensuring its financial sustainability.
   
3. By the end of their term, the Board of Directors shall propose and decide on the modalities for electing future members of the Board, the rules governing future Board, and the term members shall serve.

Article 12: Decision making

Simple majority takes governing Board decisions. In the event of equal votes, the Chair's vote shall count double. A quorum of two thirds of all Governing Board members is required for the appointment and dismissal of the Executive Director.

The Governing Board shall have the following responsibilities:

1. Preparation of general policy of the Academy
   
2. Preparation of strategic vision for coming years;
   
3. Definition of programs
   
4. Definition of financial perspectives for coming years;
   
5. Approval of the annual work plan;
   
6. Approval of annual budgets;
   
7. Preparation of the General Assembly;
   
8. Guidance and supervision of the Secretariat;
   
9. Establishment of administrative rules, regulations and procedures for the Academy;
   
10. Appointment and dismissal of the Executive Director;
    
11. Establishment of a procedure for regular evaluation of the Academy;
    
12. All matters not explicitly assigned to the General Assembly or to the Secretariat.

Article 14: The Management

The Secretariat shall consist of the Executive Director and such technical and administrative staff as may be required. It shall perform the responsibilities set out below or in such rules and regulations as may be adopted by the Governing Board.

Article 15: Executive Director Responsibilities

Responsibility for the Management rests with the Executive Director, whose duties shall include:

1. Assisting the Governing Board in defining general Academy policy
   
2. Assisting the Governing Board in defining strategic vision for the coming years
   
3. Assisting the Governing Board in defining programmes and financial perspectives for the coming years
   
4. Preparing annual reports, work plans and budget
   
5. Implementing Academy work programmes within approved work plan and budget
   
6. Securing the funding necessary for the Academy’s activities
   
7. Implementing the decisions of the General Assembly and Governing Board
   
8. Preparing the meetings of the General Assembly, the Governing Board and the Advisory Council in co-operation with the respective Chairs
   
9. Appointing and dismissing personnel
   
10. Representing the Academy
    
11. Any other duties deemed by the Board to be necessary for the smooth and effective running of the Academy.

Article 16: Financial Integrity and Sustainability

1. Detailed Financial Regulations and Rules shall be prepared by the Management and approved by the Board of Directors.
   
2. The Financial Regulations and Rules shall conform to the internationally accepted principles of transparency and accountability and the financial laws adopted by the Government of Somaliland.
   
3. The Board of Directors shall appoint an auditor for a two-year term which may be renewed. All the accounts, records and documents of the Academy shall be accessible and shall be examined by the Auditor at any time.
   
4. A copy of the Auditor’s report shall be annually published and presented to the Board of Directors.
   
5. Funding to support the work of the Academy shall be sought from various sources including multilateral organizations, governments, foundations, non-governmental organizations, and private sources. In addition, it shall generate funds from the sale of its services and publications.
   
6. The Academy shall proceed on its search for funding immediately by writing proposals and offering consulting services consistent with its mission and objective.

Article 17: Amendments to the Statutes

Amendments to the Statutes of the Academy must be approved by at least two-third majority of the members of the General Assembly. Once approved, such amendments shall enter into force immediately.

Article 18: Disposal of Assets

Dissolution of the Academy must be approved by at least by two-thirds majority of the Board of Directors. In case of dissolution of the Academy, the General Assembly shall decide on the utilization of the remaining assets after honoring all obligations. Any such assets shall be used for charitable purposes compatible with the objectives of the Academy.

Article 19: Effective Date

The present Statutes shall become effective on the date of their approval by the General Assembly.

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