The Basic Law of Hadhramout Foundation for Cancer Control

Part One:

Chapter One:

Name and Definitions:

Article (1): This system shall be called (The Basic Law of Hadhramout Foundation for Cancer Control

Article (2): A non-governmental civil institution shall be established under the name (Hadhramout Foundation for Cancer Control) in accordance with the provisions of the Law of Associations and Civil Institutions No. (1) of 2001 and in accordance with the articles of this system. It shall have a legal personality and an independent financial status and shall practice ((health - scientific - social - charitable)) activities and shall not aim to make commercial profits from its activities.

Article (3): The institution shall have a main headquarters in Al-Mukalla, Hadhramout Governorate, and it may open a branch or offices in all governorates of the Republic by a decision of the founders and under the supervision of the specialized administrative body.

Article (4): The following terms and expressions mentioned below shall have the meanings indicated next to each of them unless the context of the text indicates otherwise:-

1) Republic: The Republic of Yemen.

2) Law: Law of Associations and Civil Institutions No. (1) of 2001.

3) Executive Regulations: Executive Regulations of the Law issued by Resolution of the Prime Minister No. (129) of 2004.

Chapter Two:

Objectives:

Article (5): The Foundation works to embody the meanings of benevolence, compassion, integration and cooperation in the work of righteousness and goodness in coordination with the competent authorities to achieve the following objectives:

- Combating and eradicating cancerous diseases and tumors.

- Providing financial and technical capabilities for diagnosis and treatment of patients and care for individuals, communities and poor families who are unable to bear the costs and burdens of treating these diseases.

- Deepening the spirit of solidarity, cooperation and love among the community in a way that enhances official and popular efforts to support its programs aimed at eliminating cancerous diseases and tumors.

- Raising community awareness of the consequences of cancer.

- Finding therapeutic solutions capable of combating cancer.

- Searching for funding bodies from within and outside to support the Foundation's programs in combating cancer.

- Attracting and qualifying those with appropriate academic qualifications, whether in the field of cancer or charitable work, as volunteers for the Foundation.

- Working to establish specialized centers for treating cancer patients and organizing the regulations of the tasks and responsibilities of these centers.

- Contributing to investment projects that benefit cancer patients.

The Organizational Structure of the Foundation

Article (6): The organizational structure of the Foundation consists of:-

1- Founders.

2- Board of Trustees.

3- Executive Authority and Executive Committees.

Chapter One

Founders

Article (7): The founders are the highest authority in the Foundation and consist of all founding members and signatories to the Articles of Association and contributors to the Foundation's capital paid upon establishment.

Article (8): The founders shall have the following tasks and responsibilities:-

§ Approving the general policies and bylaws of the Foundation.

§ Approving the reports of the Board of Trustees and approving the annual plans.

§ Reviewing the financial statements and approving the final accounts and annual budget.

§ Appointing the Chairman and members of the Board of Trustees, dismissing them and appointing a replacement for them (all/some).

§ Approving the dissolution, merger or division of the institution.

§ Organizing and determining the management of the institution and the control and inspection system.

§ Determining the number of members of the Board of Trustees.

§ Drawing up a will that specifies and outlines how the institution will continue and develop.

§ Approving the internal regulations and framework of the institution in accordance with the provisions of this system pursuant to the law.

§ Approving the amendment of the institution's bylaws.

§ Any other tasks that do not conflict with the law and are included within the powers of the founders.

Article (9): Regular meetings of the founders shall be held at least once a year upon the invitation of the Chairman of the Institution, and a meeting may be held outside the invitation of the Chairman of the Founder, who is two-thirds of the members of the Board of Trustees or one-third of the founders if necessary and in one of the following cases: -

A- Implementing a will specifying the name of the appointed person.

B- The founders are unable to attend for compelling reasons.

C- Any other reason determined by the founders and signed by them.

In all cases, a document issued by the founder specifying the type of representation, its duration, and the name of the appointed person is required.

Chapter Two

Board of Trustees

Article (10): The Foundation shall have a Board of Trustees that shall manage its activities and conduct its affairs. It shall consist of ((seven members)) appointed by the founders. The Chairman and members may be among them or others for a period of three years, renewable for one similar period. The Board may appoint an Executive Director for the Foundation from among its members or others, and the decision to appoint shall determine the tasks he shall perform.

Article (11): The term of the Board shall be three years. It shall exercise the following tasks and powers:-

§ Preparing general policies and regulations and managing the activities and projects of the Foundation.

§ Following up on the implementation of the founders' decisions and recommendations.

§ Preparing internal regulations of all types and presenting them to the founders for approval.

§ Approving and following up on the implementation of work plans and executive programs within the framework of what is approved by the founders.

§ Approving the administrative structure of the executive body and approving the appointment of employees in the Foundation.

§ Supervising the issuance of the Foundation's publications and bulletins

§ Discussing the approval of the Foundation's periodic reports and presenting them to the founders.

§ Approving the conclusion of contracts and agreements with third parties in a manner that does not conflict with the Articles of Association and applicable laws.

§ Issuing decisions and controls regulating the work of the Foundation and its administrative bodies.

§ Representing the Foundation in forums and festivals in a manner that achieves its objectives.

§ Proposing amendments to the Articles of Association and internal regulations, as well as proposing dissolution, merger or division and presenting this to the founders for approval and ratification.

§ Developing the Foundation's revenues and managing them in a manner that does not conflict with the law, regulations and systems specified for this purpose.

§ Any other tasks that fall within the powers of the Council or are transferred by the founders and may not conflict with the law.

Article (12): The following conditions are required for membership in the Board of Trustees:-

§ Accepting the Foundation's objectives and committing to its Articles of Association, its bylaws and the legal system that defines its work.

§ To have experience and qualifications in the required field.

§ To be of good conduct and behavior and not have a final judgment issued against him in a criminal case or a dishonorable punishment unless he has been rehabilitated.

Article (13): The Board of Trustees shall hold at least one monthly meeting upon invitation from the Chairman of the Board and may hold extraordinary meetings upon invitation from the Executive Body or the Chairman of the Board or one-third of its members.

 

Chapter Three

Executive Director

Article (14): The Board of Trustees may appoint an executive body for the Foundation, and the appointment decision shall specify the competencies in accordance with the interests of the Foundation’s work and shall be reported to the Ministry.

Article (15): The appointment process for the Director and members of the Executive Body shall be carried out as follows

A- Determining the technical and legal conditions and approving them by the Board of Trustees.

B- Granting the opportunity to compare the applications submitted for the advertised position.

C- Approval by the Board of Trustees’ Admissions Committee of the results of the preferred candidates according to the submitted theses and the conducted interviews.

D- The appointment decision shall be issued under the signature of the President of the Foundation.

Article (16): The Executive Body shall undertake its duties within the framework of the following

§ Implementing general policies and activities in accordance with the provisions of this system and the decisions of the Board of Trustees and in a manner that does not conflict with the applicable laws.

§ Contributing to the development of annual plans and implementing them after their approval by the Board.

§ Participating in the preparation of executive regulations and systems.

§ Prepare the proposed budget and final accounts and submit them to the Board for approval and presentation to the founders for ratification.

§ Propose the formation of permanent or temporary auxiliary committees and establish departments and administrations in light of the main determinants for that.

Chapter Three

Financial Provisions

Article (17): The Foundation relies in financing its activities and managing its business on:-

1- The Foundation's capital contributed by the founders in the amount of (1,000,000) one million riyals.

2- Donations and gifts from the founders or others that are spent in line with the Foundation's objectives and with the knowledge of the Ministry.

3- Returns from managing its surplus funds in a manner that does not conflict with the law and applicable laws.

4- Donations and gifts from any natural or legal person abroad or his representative inside the country, provided that they are unconditional and with the approval of the Ministry and in cases permitted by law.

5- Subsidies provided by the state or non-governmental civil organizations in accordance with the objectives of the Foundation and do not conflict with the law.

Unconditional gifts, donations and wills.

Article (18): Financial provisions:

1- Based on the provisions of the Law of Associations and Civil Institutions No. (1) of 2001, the Foundation may not have any of its sources of funding from the legal endowment or obtain it, regardless of the endowment.

2- The Foundation's funds shall be deposited in one or more accounts in the name of the Foundation at banks and approved expenditures in the Republic, and after the approval of the Ministry, and the deposit and disbursement shall be in accordance with official bonds.

3- The Foundation has a financial liability independent of the founders' liabilities and their funds are its private property and may not be disposed of except for the purposes and objectives for which it was established. It is also not permissible to transfer ownership of any of the Foundation's fixed or movable assets to the ownership of the founders.

Article (19): The Foundation may engage in economic and commercial activities legally permitted in the cases specified in paragraph (2) of Article (39) of the Law.

Chapter Four

Final Provisions

Article (20): The Foundation shall be obligated to notify the Ministry of any change in its basic data and any change/amendment in the Board of Trustees

Article (21): The Foundation may be dissolved or liquidated at the request of the founders or by a court ruling, provided that in the event of liquidation at the request of the founders, a dissolution decision shall be issued by the Ministry and one or more liquidators shall be appointed to be determined by the founders or the dissolution shall be approved. After fulfilling all the Foundation’s obligations, the remaining funds shall be transferred to similar charitable works, projects or institutions in the same geographical area.

Article (22): The internal regulations and bylaws necessary to implement the provisions of this system and contribute to the management of the Foundation’s work shall be prepared by the Board of Trustees within a maximum period of three months and shall be submitted to the founders at their next meeting for approval, and a copy thereof shall be notified to the Ministry.

Article (23): This system may be amended with the approval of the founders or their representatives, and these decisions and amendments shall not be effective until ratified by the Ministry.

Article (24): This system shall be effective from the date of its approval by the founders in their founding meeting and after the registration and announcement of the institution by the Ministry.

Article (25): In the absence of a text in this system, the provisions of the Law of Associations and Civil Institutions No. (1) of 2001, its executive regulations, the procedural controls achieving it, and the applicable laws shall apply.

Article (26): The institution shall enjoy the benefits granted by the law in terms of customs and tax exemptions pursuant to Article No. (40) of the law.

Article (27): The institution may not engage in any partisan work or practice electoral propaganda or harness all or part of its funds for this purpose.

Article (28): In the event that the institution carries out any work or activities outside the objectives for which it was established, it shall bear the responsibility and legal issue.

Article (29): This is considered the model bylaw for civil institutions and for guidance when preparing their bylaws. In the absence of a text in this bylaw, the provisions of the law and its executive regulations shall apply.