The undersigned persons, desiring to form a non-profit, non-governmental organization under the Voluntary Social Welfare Agency Ordinance, 1961, in Islamabad, Pakistan, certify and acknowledge the following:
The name of the Organization shall be Health Promotion and Research Organization, International.
The duration of the Organization shall be perpetual.
The Organization shall be registered under the Voluntary Social Welfare Agency Ordinance, 1961. The principal office and mailing address of the Organization shall be in Islamabad, Pakistan. The Board may decide to open other offices and establishments anywhere in Pakistan or abroad.
The Organization is established exclusively for the purposes detailed below:
Our vision is a world where people and their governments are aware of and seek to benefit from the interventions and lifestyle changes which have potential to attain better health.
Our mission is to implement evidence-based, culturally sensitive, innovative projects promoting health, according to perceived public health needs and priorities as understood through the best quality research.
Our projects will hold to international standards of transparency and accountability and aim for cost-effectiveness and impact.
· Believing that “Health” is a rightful expectation of all peoples and very necessary for the socio-economic development of the nation,
· Defining “Health” according to the World Health Organization, as physical, mental, social and spiritual well-being, not just the absence of disease,
· Understanding that the health of the poorest and most marginalized people is reflective of the level of health of the nation,
· Realizing that everything cannot be done at once and resources are limited so that work must be prioritized based on evidence and perception of need,
· In liaison with national, provincial, district and local authorities,
· Partnering with other like-minded agencies to avoid overlapping activities and address gaps in services,
· We will undertake the following health promotion and research objectives:
· To advocate and implement evidence-based public health strategies to improve the health of poor and marginalized populations;
· To support global initiatives to control disease with locally-specific strategies and activities;
· To apply international experience and expertise to develop and implement innovative solutions to public health problems, including, but not limited to, social marketing, support for positive deviance behaviors and community-based interventions;
· To conduct public health research; such as, but not limited to, situational analysis, active surveillance, Knowledge, Attitude, Practice (KAP) surveys, coverage surveys, focus groups; in order to establish priorities, to evaluate projects, and to monitor health trends;
· To disseminate health information and provide health education through individuals, groups and mass media to produce measurable positive change in KAP of healthy behaviors of targeted individuals;
· To support the advancement of public health knowledge and experience in academic institutions and field work;
· To participate in medical relief and other charitable activities, especially during crises and emergencies.
The Organization’s resources derive from the following sources:
The funds shall be used in conformity with the Organization’s purposes and shall not be used for political purposes, as also specified in Article IX.
A. The General Body Members shall be responsible for establishing the Organization and assisting the Organization towards the attainment of the stated objectives, by all means at their disposal. They shall consist of the Founders and other members accepted in accordance with methods and qualifications specified below:
1) Who apply for membership agreeing to be bound to further, to the best of his or her ability, the objectives, interests and influence of the Organization.
2) Who pay regular dues of an amount determined at the annual meeting.
3) Who sign the roll of members, which shall be kept in the registered office of the Organization.
B. Membership shall terminate when:
1) The Member fails to pay his/her dues.
2) Or, the General Meeting recommends that the Member be excluded.
A. The General Meeting is the Organization’s supreme power. It shall hold an Ordinary Meeting once each year. In addition, the General Meeting shall convene an Extraordinary Meeting whenever necessary or at the request of one-fifth of its members. The General Meeting shall be quorate regardless of the number of members present.
B. The Office Bearers shall send notice of the Meeting, including the proposed agenda, to each member at least 10 days before the date of the Meeting.
C. The General Meeting:
1) shall approve the admission and expulsion of members;
2) appoint the President, Vice-President and other Office Bearers deemed necessary;
3) note the contents of the reports and financial statements for the year and approve or reject the contents thereof;
4) initiate and supervise the activity of other organs, which it may dismiss, stating the grounds therefore;
5) appoint an auditor for the Organization’s accounts.
D. The decisions of the General Meeting shall be made by a simple majority vote of the members present. In case of deadlock, the President shall have the casting vote. Decisions concerning the amendment of the Constitution and the dissolution of the Organization must be approved by a two-thirds majority of the members present.
A. The Office Bearers shall be elected by the General Meeting. Their term of office shall last for one year.
B. The Office-Bearers have full powers to manage the Organization’s business. The Organization shall be validly bound by the joint signature of any two of the Office-Bearers. The Office-Bearers may additionally authorize, by their joint signature, any officer or officers, agent or agents to enter into any agreement or execute and deliver any contract or other instrument in the name and on behalf of the Organization and such authority may be general or confined to specific purposes.
C. The financial year shall begin on 1 January and end on 31 December of each year. The auditor appointed by the General Meeting shall audit the Organization’s accounts every year.
The powers of the Organization shall be in accordance with Pakistan law, the Central Board of Revenue and other local and federal ordinances. Specifically,
A. Except as otherwise provided by law, the Organization shall adopt all possible means, measures, or schemes incidental or conducive to the attainment of any or all of the above objectives.
B. No part of the net earnings of the Organization shall inure to the benefit of, or be distributed to its Members, Officers or other private interests. However, the Corporation shall be authorized and empowered to pay a reasonable flat salary for services rendered by its employees and to make payments and other distributions in furtherance of the purposes set forth in Article IV.
C. In no event shall the Organization have the power to participate in, or intervene in, including the publishing or distributing of statements, any political campaign on behalf of, or in opposition to, any candidate for public office.
D. Except as otherwise provided by law, the Members have power to amend and modify the Constitution of the Organization, by two-thirds majority vote, provided that no amendment or modification will become effective without the prior approval of the Central Board of Revenue.
The General Meeting may make by-laws to provide for matters not specifically or sufficiently provided herein. Until such by-laws are framed and in matters not specifically covered by these Articles, the elected President shall be competent to give directions from time to time for removal of difficulties.
If at any time it becomes impossible for any valid reason to execute any of the objectives of the Organization, the existing General Body Members, whatever be their number, in a meeting specially called for the purpose by one of the Office Bearers, may by two-thirds majority decide to dissolve the Organization. Upon dissolution and upon payment or adequate discharge of all liabilities and obligations, the assets of the Organization shall be distributed to one or more other organizations of like purpose and establishment.