BYE-LAWS OF ASUU (OJO) COOPERATIVE MULTIPURPOSE

SOCIETY LIMITED
1. INTERPRETATIONS
All words and expressions used in these bye-laws have the meaning respectively assigned to
them under section 2 of the Cooperative Society Law, chapter C15 of the Laws of Lagos State
of Nigeria, 2003. In particular, the following words or expression shall have the meaning
respectively assigned to them below:
1.1. “Financial Year” means the period of twelve months beginning on 1st January and ending on
31st December, the same year.
1.2. “The Law” means the Cooperative Societies Law Chapter C15 of the Laws of Lagos State of
Nigeria (2003).
1.3. “Bye-Laws” means the registered bye-laws made by a society in exercise of any power
conferred by this law and it includes a registered amendment of the bye-laws.
1.4. “Officer” includes a President, Secretary, Treasurer, vice President, Financial Secretary,
Assistant Secretary, Ex-Officio members of Committee or other persons empowered under
the regulations or bye-laws to give direction with regards to the business of this society.
1.5. “Persons” include any company or association or body of person corporate or incorporate.
1.6. “Regulations” means regulations made under this Law as amended from time to time.
1.7. “The Director” means the Director of Cooperative Services, Lagos State.
1.8. “Management Committee” means the governing body of this society to whom the general
management of its affairs is entrusted”.
1.9. “Member” includes a person or registered Society admitted to membership of the Society in
accordance with the bye-laws and regulations.
1.10. Bonus/Dividend” means a share of the profit(s) surplus of the society divided among its
members in proportion to the volume of business done with the society by them from which
the appropriated surplus of the society were derived.
1.11. “Functional Committee” means an elected body of persons within the society to whom
specific duties are delegated by the society.
1.12. “the society” means the management of ASUU (OJO) Cooperative Multipurpose Society
If there shall arise any doubt regarding the meaning or intention of these bye-laws, the matter
shall be referred to the Director for his ruling.
2. NAME, ADDRESS AND AREA OF OPERATION
2.1. The name of the society shall be ASUU (OJO) COOPERATIVE MULTIPURPOSE
SOCIETY LIMTED.
2.2. Its address shall be Lagos State University, Ojo Campus, Ojo, Lagos.
2.3. The area of operation of the Society shall be within Lagos State and any other area within
Nigeria where the society might have interest.
3. OBJECTIVES OF THE SOCIETY
The objects of the society are to promote the economic interests of its members and
especially;
3.1. To provide credit facilities to its members at fair and reasonable rates of interest for provident
and productive purposes.
3.2. To encourage regular savings amongst members so that each member may cultivate the habit
of making savings at least once monthly, with a view to building up funds for their individual
future use;
3.3. To stock consumer and producer goods for distribution to members.

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3.4. To operate warehouses and cold room facilities for the storage of these consumer and
producer goods and let out these facilities to interested parties.
3.5. To acquire acres of land for sale or Estate development to meet the housing needs of members
or for industrial purposes as a form of investment for the economic benefit of members.
3.6. To undertake or invest in real Estate Housing developments for acquisition by its members
and other interested parties.
3.7. To undertake or invest in new ventures beneficial to its members and the society as approved
by the management committee. These includes Project Financing; Feasibility Studies etc.
3.8. To undertake service businesses that will cater for the primary needs of members and patrons;
like petrol station, warehousing, consultancy etc. managed in the overall of members and the
society.
3.9. To undertake such financial schemes like special withdrawable deposit and community
banking schemes at cooperative and competitive rates for members and interested parties.
3.10. To encourage fixed deposits from members out of which a fund may be established for giving
short-terms loans to members, to acquire stock of share and other rewarding ventures;
3.11. To raise capital through share holdings by members in the society to undertake such other
activities as are necessary for the attainment of these objectives;
3.12. To engage in any other economic or social activity as may be approved by the general
meeting of members;
3.13. To manage financial portfolios carefully by investing in stocks but guided by the decision of
members. In this way, the society shall become part owners of multinationals, banks etc.
3.14. To seek loans for industrial/housing development from banks, the cooperative circle and other
financial institutions.
3.15. To secure wholesale mortgage, either for on-lending to members or for housing development
and let or sell such dwellings on mortgage basis;
3.16. To do anything within the law and enter into any transaction which in the Society’s opinion is
necessary to ensure the proper performance of its functions or the attainment of the above
listed objects.
3.17. To take measures that would promote among the members, the spirit of thrift, mutual help and
self-help based on cooperative principles.
4. MEMBERSHIP AND LIABILITY
4.1. MEMBERSHIP: The membership of the Society shall be open to:
a) All Academic staff of Lagos State University, Ojo and any of its subsidiaries/affiliates
b) All persons who are members of the society as at the time of filling the application for
registration as a ‘Cooperative Society;
c) Anyone who applies and is admitted to membership in accordance with these bye-laws.
4.2. QUALIFICATION FOR MEMBERSHIP:
Every member of the society must be:
* Of good character
* Of not less than 18 years of age except in the case of an heir of a deceased member, and
where the Director grants exemption from this qualification.
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 * Any other category of person(s) approved by the general body of members as qualified
to be members of the society.
* Any member who does not belong to any other society, the primary object of which
coincides with that of this society except with the permission of the Director.
4.3. ADMISSION
(a) Application for membership shall be made by obtaining a Membership/Entrance Form,
which on completion shall be submitted to the Secretariat office of the society.
(b) All application for membership shall be approved by the Management Committee.
Every member shall on admission be required to sign the Membership Card and
Personal Ledger.
(c) A member of this society shall not seek membership of another society whose primary
objectives are the same;
(d) Every application of membership shall be accompanied with a non-refundable entrance
fee, which shall be determined from time to time by the management committee and
specify among other things, the minimum monthly savings to be made by the applicant,
which shall also be determined by the Management Committee from time to time.
(e) Declaration of Obligation: Every member, on joining the Society, shall render to the
management, a true and complete statement of his indebtedness outside the society.
4.4. LIABILITY OF MEMBERS AND PAST MEMBERS:
4.4.1. The liabilities of members for debts incurred by the Society shall be determined by the
Liquidator appointed by the Director vide section 56 of the law.
4.4.2. A past member shall be liable for the debts of the society, as they existed on the date when he
ceased to be a member for a period of two years from the date on which he ceased to be a
member, and
4.4.3. The estates of a deceased member shall be liable for the debts due to the society as they
existed as at the date of his demise for a period of two years after his death.
4.5. NOMINEES:
Every member shall in writing nominate a person or persons to whom his shares or interest
shall be transferred to in the event of such member’s death or becoming permanently insane.
The member may, at any point in time, change his nominee. The name and address of the
nominee shall be entered in the Register of members and the member shall sign all alterations.
If not admitted to membership the nominee shall, in case of death or permanent insanity of the
member, be paid the value of the share or interest, less any sum due to the society.
4.6. TERMINATION/WITHDRWAL OF MEMBERSHIP;
Membership shall be terminated by

 Death;
 Permanent insanity;
 Withdrawal shall be by one Month’s Notice conveyed in writing to the Management
Committee provided that the withdrawing member is a neither indebted to the Society
nor surety for an unpaid debt; and
 Expulsion under Bye-Law 4.7.
 Termination of appointment from the Company.
4.6.(ii) RE-ADMISSION INTO MEMBERSHIP

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 Any past member may re-apply for membership after a reasonable interval of not less than 12
calendar months from date to withdrawal from the society.
4.7. EXPULSION
A member may be expelled for:-

 Repeated failure to make thrift savings as laid down in Bye-Law 8.7;

 Repeated failure to make up for debts due from him to the Society over a reasonable
time limit;
 Conviction on a criminal offence involving dishonesty like fraud, financial impropriety
etc.; and
 Misconduct or other act contrary to the stated objects of the Society or to the interests
of the Co-operative Movement.
When membership terminates owing to death, permanent insanity or expulsion, the society
shall pay as in the former, to the nominee/beneficiary, or if none was nominated, to the legal
representative and/or in the latter, to the expelled member, the sum of his credit less any sum
due to the society.
4.8. DUES TO MEMBERS
Any money due to any account from this Society to a member or past member shall first be
offset from the members’ credit or liability he has suretied.
4.9. MEMBERSHIP REGISTER:
Every member, on admission and on payment of the appropriate entrance fees shall sign or
thumbprint the membership and attendance register as an evidence of membership. By this he
acquires the right of full participation in the affairs of the society and assumes all obligations
relating thereto.
5. CONSTITUTION AND DUTIES OF GENERAL MEETING
5.1. POWER OF THE GENERAL MEETING
The ultimate authority under the law in all the affairs of this Society shall be the General body
of members who shall from time to time meet to review and direct the work of the Society.
5.2. QUORUM:
The presence of at least a quarter of the members shall be necessary for the disposal of any
business at the general meeting. If no quorum is formed at a meeting, an adjournment may be
made for a period of not less than 7 days or more than 15 days. Thereafter, the number of
members present at any such adjournment shall form a quorum.
5.3. THE ANNUAL GENERAL MEETING
The Annual General Meeting shall be held within the first or second quarters of the
succeeding year after the Annual Statement of Accounts have been prepared and approved by
the Director.
5.3.1. DUTIES OF THE ANNUAL GENERAL MEETING
These shall include:-

 Receiving a report on the preceding year’s operations of the Society with the Statement
of Accounts from the Management Committee;
 Dealing with any communication received from the Director;
 Election of the Management Committee members for the ensuring year;
 Other matters as presented by the Management Committee.
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5.4. THE DUTIES OF THE ORDINARY GENERAL MEETING:
When necessary an Ordinary General Meeting shall:

 Suspend or remove from office, any Officer or Member of the Committee in

accordance with these Bye-laws.
 Confirm the expulsion of member(s);
 Amend or repeal any existing Bye-Laws or enact a new Bye-law in accordance with
Bye-law 14.5;
 Dispose of any other business duly brought before it.
5.6. MEETINGS:
a) The notice required for all types of General Meeting from the announcement of these
Bye-laws shall be twenty-one days from the date on which the notice was sent out.
b) A resolution shall be an Ordinary Resolution when it has been passed by a simple
majority of votes cast by such members of the Society as being entitled to do so, at a
General Meeting of which 7 days’ Notice, specifying the intention of passing the
resolution as an Ordinary Resolution has been duly given.
c) A resolution shall be a Special Resolution when it has been passed y not less than three
fourth of the votes cast by such members of the Society as being entitled to do so, who
shall vote in person at a General Meeting of which 21 days Notice, specifying the
intention of passing the resolution as Special Resolution has been duly given.
d) All resolutions for the purpose of:
a) Removing a Management Committee Member; and
b) Amending the provisions of these Bye-Laws shall from time to time be decided
by the Management Committee through a special resolution.
5.7. EXTRA-ORDINARY GENERAL MEETING:
a) An extraordinary General Meeting may be called at any time by a majority of the
Management Committee or on a request from the Director or from less than one-fourth
of the members of the Society.
b) Only the advertised object of such proposed meeting shall be transacted or discussed at
such meeting.
c) Where the Director convenes such meeting he may direct what matters shall be
discussed at the meeting and may not need to give 21 days’ notice as in bye-laws 5.6(a)
above.
5.8. VOTING
Voting at general meetings shall be by show of hand, unless a secret ballot on any special or
sensitive matter is demanded by, at least, five members present. All questions shall be decided
by a majority of votes of the members present. And in voting, each member shall have one
vote only. At all meetings, the Chairman shall have a casting vote, if votes are equal or he
may call for a second voting.
6. THE MANAGEMENT COMMITTEE
6.1. COMPOSITION AND POWERS OF THE MANAGEMENT COMMITTEE
6.1.1. Subject to the Law, the Regulations and these Bye-Laws, the day-to-day administration of this
society shall be vested in the Management Committee. It also shall have power to create sub-

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 committee/functional committees to which it may delegate part of its functions provided that
a member of the Committee shall head such functional committee.
6.1.2. It shall consist of active members over age of 18 years and shall be elected by the General
Meeting or the Annual General Meeting.
6.1.3. The Management Committee shall consist of at least seven members including the President,
Vice President, Vice President, General Secretary, Treasurer, Financial Secretary, Assistant
General Secretary, and one or three or more Ex-Officio members one of whom shall be the
immediate past President and or any of the other immediate past Trustees. Where such
member(s) become re-elected or rejects the position, the slot shall be made open to any of the
immediate past management committee members or any member of the society.
6.1.4. The Management Committee shall have power to lay down administrative rules and
procedure for the smooth running of the society provided such rules and procedures do not
violate or contravene the spirit and letters of the Law, Regulations and these Bye-laws.
6.1.5. It shall have the power to appoint new Management Committee (s) to fill any casual vacancy,
the person may be approved by the General Meeting or at the next Annual General Meeting
and if not so approved, he shall forthwith cease to be a Management Committee member.
6.1.6. Where the Committee fills a casual vacancy, the person may be approved by the General
Meeting o at the next Annual General Meeting and if not so approved, he shall forthwith
cease to be a Management Committee Member.
6.1.7. The Annual General Meeting shall have the power to increase or reduce the number of
Management Committee members generally and may determine in what rotation the
Management Committee shall retire provide that such reduction shall not bring the number
below five.
6.1.8. The tenure of office for a Management Committee member shall be for a maximum period of
four (4) years for a term of two (2) years. He shall resign at the AGM of the second year in
office but shall be eligible for re-election, for the same position, provided that no
Management Committee member shall occupy a particular position for more than two
consecutive terms.
6.1.9. No person other than a Management Committee member retiring at the meeting shall (unless
otherwise recommended by the General Meeting or an Electoral Committee) be eligible for
election for election to the office of a Management Committee member at any general
meeting unless not less than three (3) days or more than twenty-one (21) days before the date
appointed for the meeting there shall have informed the Society’s office by a notice in
writing, signed by a member for which such notice is given, of his/her intention to propose
such person for election, and his/her willingness to be elected.
6.1.10. No person other than bonafide members of the Society, as defined by Bye-Laws 4.1. 4.2 and
4.3, are eligible to be, or nominate members to, the Management Committee.
6.2. REMOVAL OF MANAGEMENT COMMITTEE MEMBERS
6.2.1. The Society may by a Special Resolution passed at the Annual General Meeting Remove
Management Committee member(s) before the expiration of their tenure of office.
6.2.2. Where notice is given of an intended resolution to remove a member of the Management
Committee under this section and such member makes written representations to the Society
requesting notification of the said intended resolution of removal to members of the Society,
the Society shall, unless the representations are received by it less than seven days to the
meeting, send a copy of the representations to every member of the Society to whom Notice
of the Meeting is ordinarily given.

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6.2.3. Where such representations are unable to be sent out to as required in this section as result of
its being received too late or due to the Society’s default, the aggrieved Management
Committee Member may (without prejudice to his right to be heard orally) required that the
representations be read out at the meeting:
The foregoing provisions need not be compiled with if it is found and proved that the rights
conferred by the section are being or about to be abused.
Upon proof of such abuse, application shall be made to the Director for endorsement of such
non-compliance with the above provisions by the Society.
6.2.4. A vacancy created by the removal of a member of the Management Committee under this
section shall be filled at the meeting at which he is removed or subsequently as a casual
vacancy.
6.3. PROCEEDING OF THE MANAGEMENT COMMITTEE:
6.3.1. The Management Committee members may meet for the dispatch of business and generally
regulate their meetings as they deem fit.
6.3.2. Any question arising at any meeting shall be decided by a majority of votes, and in the event
of an equality of votes, the Chairman shall have a second time summon a meeting of the
Committee so long as such request is supported by a simple majority of members of the
Committee.
6.3.4. A resolution in writing, signed by all the members of the Committee shall be as valid and
effectual as if it had been passed at a meeting of the Management Committee duly convened
and held.
6.3.5. Each member of the Committee to a vote each at the Management Committee Meetings.
6.3.6. The quorum necessary for the transaction of the business of the Management Committee shall
be four (4). The Committee members present at a particular meeting if there is a quorum may
elect a Chairman for the meeting in the absence of the President of the Society.
6.3.7. Where the Management Committee is unable to act because a quorum cannot be formed, the
General Meeting may act in place of the Committee.
6.4. HONOURARIUM AND OTHER PAYMENTS
6.4.1. The honorarium payable to the members of the Management Committee shall from time to
time be determined by the Management Committee and approved at the general meeting and
such honorarium shall not be more than 7.5% of the net surplus of the society for any
particular year. The amount will be shared by all the Management Committee members in
proportions to be agreed within themselves.
6.4.2. The Management Committee members may also be paid all travelling, hotel and other
expenses properly incurred by them in attending and returning from meetings of the
Management Committee or any Functional Committee of the Management Committee or the
general meeting of the society or in connection with the business of the Society.
6.4.3. The honorarium paid to Management Committee members shall be part of the appropriation
from its surplus.
6.4.4. The Management Committee shall have the power to authorize reasonable honorarium for
any member of the Society who carried out any special assignment on behalf of the Society.
These honoraria would however to be subject to ratification and/or amendment by the General
Meeting.

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6.5. DUTIES OF MANAGEMENT COMMITTEE MEMBERS:
Without prejudice to the general powers conferred on the Committee by these bye-laws, it is
hereby expressly declared that the committee shall exercise the following powers and duties
for and in the name of the society.
6.5.1. To stand in a fiduciary relationship towards the Society and shall observe the utmost good
faith towards the Society in any transaction with it or on its behalf.
6.5.2. To at all times act in the best interest of the Society so as to preserve its assets, further its
business, and promote the purposes for which it was formed and in such manner as a
reasonable and ordinarily skillful committee member would act in the circumstances.
6.5.3. To ensure that products offered by the society are of good quality and high standards of
workmanship.
6.5.4. To admit new members and to keep a register of members correctly and up to date;
6.5.5. To prepare and lay before the general meeting a profit and loss account, audited balance
sheets and the budget.
6.5.6. To consider the audit and inspections reports of the Auditor and the Director of Cooperative
Services.
6.5.7. To purchase, sell, build upon, lease, mortgage or exchange any property or land and to enter
into any contracts and settle the terms thereof;
6.5.8. To ensure safe custody of the society’s property.
6.5.9. To pay all such expenses, including travelling expenses, as are properly incurred by any
committee member or person co-opted to the committee or sub-committee in the execution of
his duties.
6.5.10. To issue new and transfer old share
6.5.11. To enter into contracts on behalf of the Society
6.5.12. To ensure that products offered by the society are of good quality and high standards of
workmanship
6.5.13. A Management Committee member shall exercise his powers as specified in these bye-laws
and such exercise shall not constitute a breach of duty, if it affects a member or paid
employees of the Society adversely.
6.5.14. A Management Committee member shall not delegate the powers vested upon him under any
provisions of these bye-laws in such a way and manner as to constitute an abdication of duty.
6.5.15. No provision, whether contained in these bye-laws or in any contract, shall relieve any
Management Committee member from the duty to act in accordance with this Section or
relieve him from any liability incurred as a result of any breach of the duties conferred upon
him under this section.
6.5.16. Members of the Management Committee shall, conduct the affairs of the Society in a line
with Law, Regulations and these Bye-Laws
6.5.17. To ensure the maintenance of true and accurate accounts of all monies received and expended
and all the assets and liabilities of the Society.
6.5.18. The Committee shall lay before the Annual General Meeting an Income and Expenditure
Account and the Audited Balance Sheet for acceptance and otherwise.

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6.5.19. The Committee shall examine the accounts, sanctions the contingent expenditure and ensure
the maintenance of the prescribed registers.
6.5.20. The Committee shall consider the Inspection Report of the Government Cooperative staff and
take corrective actions.
6.5.21. The committee shall consider the Inspection Report of the Government Co-operative staff and
take corrective actions.
6.5.22. The Committee shall assist in the inspection of the books by any person authorized to do so.
6.5.23. Engagement of Paid Officers: The Committee may engage the services of paid Officers to
assist it carry out its duties.
6.5.24. The Management Committee shall be in sole charge of legal proceedings by or against the
Society or Committee or its officers or employees in all matters concerning the affairs of the
Society.
6.6. CONFLICTS OF DUTIES AND INTEREST:
6.6.1. A Management Committee member shall not allow his personal interests conflict with official
duties as a Committee Member under these bylaws.
6.6.2. A Management Committee Member shall not, either in the course of the management of the
affairs of the affairs of the Society or in the utilization of the Society’s resources/property,
make any secret profit or other unexplained benefits.
6.6.3. A Management Committee shall be accountable to the Society for any secret profit made by
or any unexplainable benefit derived contrary to the provisions of Subsection 6.6.2. above.
6.6.4. Any Management Committee member or an officer having resigned from the Society shall be
accountable and can be lawfully restrained from misusing corporate information about the
society, which he was privy to by virtue of his prior position.
6.6.5. Where, prior to the transaction a Management Committee member discloses his interests to
the General Meeting before the transaction and before the profits are made, he may escape
liability; but he shall not escape liability if he closes only after the profits are made. In this
case, he shall account for the profits.
6.8. LEGAL POSITION OF MANAGEMENT COMMITTEE MEMBERS:
Management Committee members are jointly and severally responsible for the Society’s
moneys and properties in their care and as such must account for the moneys over which they
exercise control and shall refund any money(s) improperly paid away, and shall exercise their
powers honestly in the interest of the Society as a whole and not in their own or sectional
interests.
Trustees: The President, Secretary and the Treasurer, shall be the Trustees of the Society. It
shall be their duty to sign on behalf of the society all cheques and legal documents including
those concerned with the transfer of funds, acquisition and disposal of properties.
6.9. DUTIES OF OFFICERS OF THE SOCIETY
Unless otherwise stated or directed by the General Meeting, the following officers of the
Society shall have the following duties assigned to their offices:
6.9.1 President:
(a) He shall preside at all General and Management Committee Meetings of the Society.
(b) He shall have powers to convene meetings

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 (c) He shall ensure the proper management of society’s activities
(d) He shall have decisive vote in case of a tie-vote
6.9.2. Vice President:
(a) Shall in the absence of the President chair the meetings of the society and have all
powers of the President.
(b) In the absence of the President and Vice President, a member of the management
committee shall be elected chairman of the meeting
(c) Shall perform other functions as directed by the President and the Management
Committee
6.9.3. Treasurer:
(a) Shall keep the records of income and expenditure of the Society
(b) Shall keep the records of payment of loans and membership forms accruing to the
society
(c) He shall chair the meeting of the credit committee
(d) Shall perform other functions as directed by the management committee
6.9.4. General Secretary:
(a) Shall keep and maintain correctly and up-to-date the prescribed books and register
(b) Shall procure from borrowers the due execution of bonds with security
(c) Shall be the head of the Secretariat of the Society
(d) Shall prepare all receipts, vouchers and documents required by the regulations or bye-
laws or called for the management committee
(e) He shall sign on behalf of the society and conduct all its correspondence
(f) Shall be a member of the credit committee
(g) Shall summon and attend all General and Management committee meetings and prepare
the Secretary’s report for the Annual General Meeting
(h) Shall prepare and submit to the Management Committee the Annual Accounts and
statement and certify copies of entries in the books under Section 32 of ordinance.
(i) Shall perform other functions as directed by the Management Committee.
6.9.5. Assistant General Secretary:
(a) Shall in the absence of the General Secretary perform the functions of the General
Secretary.
(b) Shall attend the record all the proceedings of the meetings of the management
committee.
(c) Shall assist the General Secretary in the preparation of the Secretary’s report to the
general meetings.
(d) Shall assist the General Secretary in the running of the society’s secretariat
(e) Shall perform other functions as directed by the General and the management
committee.

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6.9.6. Financial Secretary:
(a) Shall keep records of income and expenditure of the society
(b) Shall keep records of payments on loans and membership forms
(c) Shall be a member of the credit committee
(d) Shall perform other duties as directed by the Management Committee.
6.9.10. The Secretariat:
(a) The society shall have a secretariat where its activities shall be coordinated
(b) The secretariat shall be supervised by the General Secretary and other Management
Committee Members
(c) The secretariat shall employ officers who will work in the secretariat on the day-to-day
running of the activities of the Societies.
(d) Appropriate entry point and conditions of service for any employed staff shall be
determined by the management committee from time to time.
(f) Staff shall be entitled to remuneration, allowances and incentives as approved by the
management.
(g) Staff shall be considered for confirmation as a full staff after two years of service
(h) Staff shall be entitled to gratuity based on the number of years of service according to
the staff policy of the society.
(i) The management shall put in place comprehensive staff policy to spell out in clear
terms the understated codes such as:
1) Procedure for employment
2) Staff strength
3) Job specification
4) Entitlements like:
(i) Remuneration
(ii) Annual Leave and Bonus
Incentives
i. Maternity Leave
ii. Sick Leave
iii. Examination Leave
iv. Direct loan, as obtainable in the Civil Service, e.g. Car Loan, Compassionate
Loan etc.
5) Order of hierarchy of line staff
6) To whom do they report to
7) Disciplinary measure to erring staff
8) Procedure for disengagement of staff

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6.10. BONDING OF OFFICERS AND EMPLOYEES:
Every officer or employee of the society who receives or pays out money on behalf of the
society shall before assuming his duties furnish a bond with sureties and in amount to be
determined by the Management Committee. In addition, the society may also take Fidelity
Insurance for its paid employees who handle cash or stocks on behalf of the society.
6.11. REMOVAL OF MEMBER OF THE MANAGEMENT COMMITTEE
A member of the Management Committee shall cease to hold office if he:
6.11.1. Cease to be a member of the society;
6.11.2. Becomes of unsound mind;
6.11.3. Becomes a paid-servant of the society;
6.11.4. Is convinced on major criminal offence, and
6.11.5. Acts in a manner prejudicial to the interest of the society and he is removed by a majority
vote of 2/3 of members present and voting at a special general meeting. The society may fill
any vacancy arising from death, resignation and any incapacity or any removal.
6.12. PROPERTY TRANSACTION BY MANAGEMENT COMMITTEE MEMBERS:
6.12.1. The Society shall not enter into an arrangement:
(i) Whereby a Committee member of the society, or a person connected with such
member, acquires or is to acquire one or more non-cash assets of the requisite value
from the Society, or
(ii) Whereby the Society acquires or is to acquire one or more non-cash assets of the
requisite value from such a member or person so connected; unless the arrangement is
first approved by a resolution of the Society and such connection expressly disclosed.
6.12.2. For the purpose of sub-section (a) of this section, a non-cash asset is of the requisite value if
at the time arrangement in question is entered into, its value is not less than N100,000 or 10%
of the Society’s total assets value. The total assets value shall be based on accounts prepared
and approved in respect of the last preceding year of the Society’s operations.
6.13. LIABILITIES ARISING FROM CONTRAVENTION OF SUBJECTION 6.12:
6.13.1. An arrangement entered into by the Society in contravention of Section 6.12 of this bye-law
and any transaction entered into in pursuance of the arrangement (whether by the Society or
any other person), shall voidable at the ‘instance of the Society unless one or more of the
conditions specified in Subsection hereunder are satisfied.
6.13.2. The conditions shall include the following:
(a) Where restitution of any of the moneys or other assets which are the subject-matter of
the arrangement or transaction is no longer possible or where he Society has been
indemnified in pursuance of this Section by any other person for the loss or damage
suffered by it or
(b) Any rights acquired bonafide for value and without actual notice of the contravention
by any person who is a party to the arrangement or transaction would be affected by its
avoidance; or
(c) The arrangement is within a reasonable period, affirmed by the Society in a General
Meeting.

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6.13.3. Where a member of the Management Committee or any person connected with him enters
into an arrangement with the Society in contravention of section 6.12 of these bye-laws, that
Management Committee member and the person so connected, and any other Management
Committee member who authorizes the arrangement or any transaction entered into pursuance
of such an arrangement shall be guilty of an offence and liable: -
(a) To account to the Society for any gain which he has made directly or indirectly by the
arrangement or transaction; and
(b) Jointly and severally with any other person liable under subsection, to indemnify the
Society for any loss or damage resulting from the arrangement or transaction.
6.13.4. Subsection 6.13.3 shall be without prejudice to any liability imposed otherwise
6.13.5. If an arrangement is entered into by the Society and a person connected, with a member of the
Management Committee in contravention of Subsection 6.12 of this bye-law, that member
shall not be liable under section 6.13.3 if he shows enough grounds that he took all reasonable
steps to secure the Society’s interest.
6.13.6. This section shall have effect with regard to references in sections 6.12, of this bye-law to a
person being “connected” with a Management Committee member, and to a Management
Committee member being “associated with” or “controlling” a body corporate.
6.13.7. A person is connected with a Management Committee-if he (not being himself a Management
Committee member) is-
(a) A Management Committee member’s spouse, child, or stepchild; -
(b) Except where context otherwise requires, a body corporate with which the Management
Committee member is associated; or
(c) A person acting as a trustee of any trust, the beneficiaries of which include-
(1) The Management Committee member, his spouse, any children or step children;
or
(2) A body corporate with which he is associated, or of a trust whose terms confer
powers on the trustees that may be exercised for the benefit of the Management
Committee member, his spouse or any children or step-children of his, or any
such body corporate; or
(3) A person acting as partner of that Management Committee member or of any
person who, by virtue of paragraphs (1) (2) or (3) of this subsection, is connected
with that Management Committee member.
7.0. SUPERVISORY COMMITTEE
Supervisory committee, which shall comprise of three members, shall be elected at the
Annual General Meeting.
7.1. DUTIES OF THE SUPERVISORY COMMITTEE
7.1.1. The Supervisory committee members shall meet at least once every three months to make or
cause to be made an examination of the affairs of the society, which shall include an audit of
its books and an inspection of the sureties, cash account, loans and stock of goods.
7.1.2. To ascertain that all actions of the Management Committee are in conformity with the Law,
Regulations and these bye-laws.
7.1.3. To make a written report to the Management Committee of its findings following each
examination.
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7.1.4. Make an Annual Audit and written financial statements and submit same to the Annual
General Meeting.
7.1.5. To verify the passbook of the members with the accounts of the treasurer annually.
They shall pay attention to the following checklist: -
(1) Is a receipt issue for every item of cash received?
(2) Is there a payment voucher for every amount paid out?
(3) Is too much cash book kept on hand?
(4) Are any unused cheques on hand signed in blank
(5) Is the cashbook balanced regularly (daily weekly and monthly)?
(6) Are all expenses approved by the management committee and vouchers’ signed by the
President?
(7) Are the members’ balances compiled monthly?
(8) Do these members’ balances agree with the general control account?
(9) Are the minutes signed by the Chairman and Secretary?
(10) How many loans are delinquent?
Name: …………………………………………..
Amount: ……………………………………….
(11) How many loans are overdue (a) within 1 year (b) over 2 years?
(12) What actions are being taken to recover them?
(13) All management team or offices handling cash are to be bonded
(14) Does the society carry a burglary and robbery insurance?
(15) Has a borrower in addition to the agreement entered into a special agreement with the
society, authorizing the society to claim from his retiring benefits or gratuities any
unpaid balance of the loan in the event of death, retirement or termination of
appointment?
(16) Has Auditors’ report been read and discussed at a meeting of Management Committee?
7.1.6. The Supervisory Committee shall have the power to recommend the suspension of any officer
any or all members of the management committee or to call a special meeting of the society to
consider any violation of the law or the bye-laws of the society.
7.2. CREDIT COMMITTEE
7.2.1. COMPOSITION OF CREDIT COMMITTEE
The Credit Committee shall consist of at least 5 members appointed by the Management
Committee under the leadership of treasurer.
7.2.2. DUTIES OF CREDIT COMMITTEE:
(a) To process applications for loans against the background of the financial conditions,
previous record of borrowing, purpose of loans, ability to repay fully and promptly, and
the character and financial standing of the sureties and thereafter recommend for the
approval of the Management Committee.
(b) To decide on the terms of repayment of loans granted.
(c) To call for at regular intervals, comparative, statements of delinquent loans and reasons
for them in order to evaluate the quality of their worth.
(d) The committee may at its discretion waive a member’s contribution towards the
ordinary savings during the currency of a loan, the repayment of which may impose
more hardship on such member if he were to continue to make his normal savings along
with the repayment of his loan. Alternatively, the committee may adopt a level plan
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 payment which enables a borrower continue a proportion of his total payments to his
ordinary savings while repaying his loan.
7.3. BUILDING COMMITTEE
7.3.1. COMPOSITION OF BUILDING COMMITTEE
There shall be a Building Committee, which shall consist of at least five (5) members
appointed by the management committee and the leadership of which shall also be appointed
by the management committee.
7.3.2. DUTIES OF BUILDING COMMITTEE
(a) Shall be responsible for acquisition of landed properties for the benefit of members of
the society.
(b) Shall ensure that landed properties to be bought are free of any encumbrances
(c) Shall be responsible for processing all title documents of the Society’s land
(d) Shall set guidelines for the management and maintenance of all properties in the
Society’s Estates.
(e) Shall render a quarterly report on the operations and finances of the committee to the
management committee.
7.4.0. CONSUMER COMMITTEE
7.4.1. CONSTITUTION OF CONSUMER COMMITTEE
(a) To arrange for the purchase of commodities like, daily-use house-hold goods, house-
hold appliances, etc.
(b) To arrange for the sale of commodities thus purchased to members and consumers in
general, at reasonable market prices.
(c) To promote a shopping floor that will be accessible to members and the general public.
(d) To render a quarterly report on the operations and finances of the committee to the
management committee.
8.0. CREATION OF FUNDS
8.1.1. SOURCES OF FUNDS
The funds of the Society shall comprise of:-
8.1.1. An undetermined number of shares of the value of N2.00 each;
8.1.2. Entrance Fees, proceeds from sales of loans and membership forms;
8.1.3. Savings of members as defined in Bye-law 8.7;
8.1.4. Surplus arising out of the business of the Society;
8.1.5. Interest received on loans and
8.1.6. Miscellaneous sources as approved by the Director.
8.2. EMPLOYMENT OF FUNDS:
The funds of the Society shall be devoted only to the promotion of the stated objectives of the
Society, to any other activity permitted in these Bye-Laws, and any other purposes approved
by the General Meeting and the Director.

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8.3. SHARE HOLDING
8.3.1. Every member must hold at least 25,000 shares at a nominal value of N2.00 per share which
shall not be transferable except to a nominee in accordance with Bye-Law 4.5. The minimum
shareholding can be increased or decreased by the decision of the general meeting as the
business of the society may demand.
8.3.2. A member may pay by installments as approved by the management committee provided the
full value of the minimum shareholding is paid within the stipulated period of 6 months or as
may be decided by the Management committee.
8.3.3. Members who do not pay the full value of the minimum shareholding by the due date shall
not be entitled to any bonus from the investment of the share capital.
8.3.4. A member can hold any number of shares in excess of the minimum shareholding but not
exceeding 20% of the total paid up share capital by all members at any point in time.
8.4. WITHDRAWAL OF SHARES
Shares shall not be withdrawn unconditionally; but if at the end of the financial year the
Society’s financial situation is favourable, the Management Committee may repay to any
member whose membership was terminated during the year a sum not exceeding the amount
paid by him on account of shares. Provided that not more than five per cent of the total paid
share capital shall be thus paid out in any one year without the Director’s permission.
8.5. LIMIT ON SHARE HOLDING:
No member shall hold more than one-fifth of the number of shares actually paid up by all
members. If any member, by inheritance or otherwise, possesses more than the maximum
holding permitted, the Management Committee, may sell the excess or buy them for disposal
by the Society.
8.6. ENTRANCE FEES/RE-ENTRY FEES:
Every member, on joining the Society shall pay an entrance fee, as may be determined by the
Management Committee from time to time. While any member who had earlier
resigned/withdrew his membership can only be re-admitted during the following financial
year, after not less than 12 calendar months outside the membership of the society, and
payment of ‘Re-Entry Fee’, which shall also be decided by the Management Committee from
time to time.
8.7. COMPULSORY SAVINGS
8.7.1. Every member shall make regular thrift savings, minimum of which shall not be below
N5000.00 (Five Thousand Naira) per months;
8.7.2. Savings shall be governed by rules to be framed by the Society subject to the approval of the
Director;
8.7.3. The rate of Dividend payable on regular ordinary savings shall be determined after the surplus
has been ascertained and necessary reserves created;
8.7.4. No member can withdraw part or whole of his savings except on withdrawal of membership.
9.0. USE AND CUSTODY OF FUNDS
9.1. INTERNAL FUNDS:
The funds of the Society may be held in the form of:-
(a) A Reserve fund;
(b) A depreciation fund;
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 (c) An insurance fund;
(d) Development, educational, propaganda or other funds approved by the General Meeting
and the Director;
(e) Current or Savings Accounts or cash, Term Deposit or Federal Government Treasury
Bill.
(f) Stocks of shares or goods.
9.2. USE OF FUNDS:
The funds of the Society shall be applied only for the furtherance of its stated objectives in
accordance with these Bye-Laws.
9.3. INVESTMENT:
Such funds of the Society as are not required for current use may be invested in any manner
permitted by Law and Regulations and as approved by the Director.
9.4. OPERATION OF BANK ACCOUNT:
The Society shall operate a Trustee Bank Account. Before money is withdrawn from the
Bank, the cheques or withdrawal slip shall be signed by at least two of the Trustees.
10.0. LOANS:
Loans shall be granted to member’s subject only to availability of funds and shall be for
purposes, which, in the opinion of the Management Committee are productive or necessary,
and in the best interest of the borrower.
10.1. CONDITIONS GOVERNING LOANS:
No loan shall be granted to:-
(a) Any individual other than a member of the Society;
(b) Any member whose installments of shares are in arrears;
(c) Any member who has not made thrift savings under Bye-law 8.0
(d) For a period exceeding the time fixed by the General Meeting
(e) If it would bring a member’s total indebtedness at the same time of loan to an amount
exceeding his maximum credit limited.
10.2. APPLICATIONS FOR LOANS:
These shall be made to and disposed of by the Credit Committee.
10.3. LOANS TO MEMBERS:
No loans shall be made to a member earlier than six months of becoming a member of the
Society except in the case of transfer of an existing loan of a past member to his nominee’ or
other successor in interest.
10.4. MAXIMU CREDIT LIMIT:
10.4.1. Members in Service: The maximum credit limit of each applicant for a loan shall be
determined as twice the total savings of the applicant as the time of the application. This
however is subject to maximum credit approved by the General Meeting, availability of
funds, the principle of making credit available to as many members as are qualified and the
securities offered.
10.5. INTEREST ON LOAN TO MEMBERS:
Interest on loan to members shall be charged at a rate approved by the General Meeting but
shall not exceed 15% per annum nor shall it be below 5% per annum. In case of default in
repayment, penal interest shall be charged at twice the normal rate.
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10.6. SUPPLY OF CONSUMER GOODS:
10.6.1. The Society shall purchase for supply to members such household equipment’s or consumer
items as are necessary for the improvement of members’ living condition. Where the member
is not in a position to pay cash for these goods, the value of the supplies may be treated as a
loan subject to Bye-law 10.4;
10.6.2. The Society shall also stock domestic and personal requirements including foodstuff for sale
to members.
10.7. BONDS AND SURETIES
Every borrower shall execute a bond and shall furnish two sureties who must be members of
the Society and shall also be bonded. No extension of the period of repayment shall be
granted without the consent of the sureties.
10.8. DUTIES OF A SURETY:
A surety must be a reputable member of the Society and shall personally guarantee;
10.8.1. Repayment of the loan if the borrower defaults;
10.8.2. The correctness of the particulars on which the value of the borrower’s securities is based;
10.8.3. That the loan is used for the purpose stated by the borrower on the application form.
10.8.4. The surety shall report misuse of the loan to the Committee immediately.
10.9. APPROPRIATE OF DEBIT PAYMENT:
When a member from whom money is due pays any sum to the Society, it shall be
appropriated in the following order;
(a) Firstly, to share payments, penalty and other miscellaneous charges due by him.
(b) Secondly, to interest on loan; and
(c) Thirdly, to principal loan.
11. DISPOSAL OF SURPLUS
11.1.1. APPROPRIATION: At the close of each financial year, the excess of the Society’s income
over expenses, shall be appropriated to the following funds: -
11.1.2. Reserve Fund: At least one-fourth shall be carried to the Reserve Fund, unless a lower rate is
prescribed by the Director.
11.1.3. 2½% to the Education Fund
11.1.4. Honoraria, Donation or other appropriation as may be deducted by the Management
Committee and approved by the Director;
11.1.5. Dividend on members’ savings, Share Capital and loans, shall not be less than 50% of the net
surplus.
11.1.6. Building up a General Reserve;
11.2. DIVIDEND:
The Committee shall determine the dividend payable on shares, loan repaid and savings,
provided that the appropriated net surplus for dividend shall not less than 50%. No dividend
shall be paid if any overdue claim to a depositor or lender remains unsatisfied. Alien shall be
placed on such dividend and applied to service such outstanding loan.
11.3. RESERVE FUND

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 The Reserve Fund is indivisible and no member is entitled to claim a specific share in it.
Except with the permission of the Director, it shall not be utilized in the business of the
Society, but shall be deposited or invested in accordance with Section 33 and 34 of the
Nigerian Co-operative Societies Decree 90 of 1993 and sections 25 of the law but subject to
the written permission of the Director.
11.4. DIRECTOR’S APPROVAL:
The appropriation of the net surplus shall be subject to approval by the Director and governed
in all respect by all respects by the spirit and letter of the law and the regulations.
11.5. AUDIT AND SUPERVISION FEES:
Audit and Supervision Fees is the rate assessed by the Director and paid annually by the
society to any recognized body approved by the Director.
12. BOOKS OF ACCOUNTS
12.1. PRESCRIBED BOOKS OF INSPECTION:
Accounts and Records shall be maintained in the forms prescribed by the Chief Registrar
shall include the following: -
12.1.1. A membership and Attendance Register, showing the name, address specimen signature and
occupation of every member, the number of shares held by him, the date of his admission to
membership, the Nominee appointed under Bye-Law 4.5, and the member’s attendance at
general meeting;
12.1.2. A cash book showing the receipts, expenditure, and balance on each day on which business is
done;
12.1.3. General Ledger;
12.1.4. Personal Ledger with accounts for each member; depositor and creditor;
12.1.5. Loan register showing installment for repayment of loans;
12.1.6. Minute book for proceedings of General and Management Committee Meeting;
12.1.7. Register of share payment;
12.1.8. Loan bond book showing particulars of and containing bonds for all loans issued;
12.1.9. Such other records as may be prescribed by the Director.
12.2. INSPECTION OF BOOKS:
The books, accounts, register and papers of the Society shall be open at all reasonable times
for the inspection of members and of any accredited Co-operative Official provided that no
person other than an Officer or Committee member of the Society or a Cooperative Official
shall be allowed to see the personal account of any member without that member’s consent.
Copies of the Law, the Regulations and of these bye-laws shall be available for inspection at
the Registered Address of the Society at all reasonable hours.
12.3. ANNUAL STATEMENT:
12.3.1. The Society shall prepare yearly, in such form, as may be prescribed by the Director:
* An account showing the income and expenditure for the year; and
* A balance sheet.

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12.3.2. The account shall be due for submission on or before the 31st day of March or such other date
as the Director may direct, and a copy of each account shall be sent to the Director for
approval within such time as the Director may direct.
12.4. RECEIPTS:
It shall be the duty of every member: -
(1) To insist upon obtaining a separate printed receipt from the proper receipt book, or such
other form of receipt as may be approved by the chief. Registrar, for every sum of
money paid to the Society.
(2) To sign, or make his thumb print in the proper book, in place of receipt, whenever any
sum of money is paid or repaid to him by the Society.
13. LIQUIDATION:
13.1. The Society shall not be liquidated except in accordance with Section 54 and 55 of the Law.
13.1.1. On the dissolution of the Society, the Reserve Fund and other funds of the society shall be
applied, first in discharging the liabilities of the society and secondly in the repayment of the
share capital paid up. The remainder shall be placed by the Director of Cooperatives in the
Bank until a new Cooperative Society with a similar area of operations is registered in which
event the funds shall be credited to the Reserve Funds of the society or to any other co-
operative society he might deem fit.
14. MISCELLANEOUS PREVISIONS
14.1. AFFILIATION TO SECONDARY COOPERATIVE BODY:
Unless there are reasons to the contrary accepted by the Director, the Society shall affiliate
itself at eh earliest possible moment to any secondary co-operative body formed in its area of
operations.
14.2. DISPUTES:
Any dispute arising in or concerning the Society and its members or past members shall be
referred to the Director for settlement by arbitration under the provision of section 44 of the
Co-operative Societies Law.
14.3. SEAL:
The Management Committee shall hold in safe custody the seal of the Society on behalf of
the trustees. The seal shall be of a pattern approved by the Director. Documents shall be
scaled by at least two of the trustees.
14.4. SURCHARGE:
The General Meeting of the Society may impose surcharge on members, not exceeding Five
Thousand Naira (N5,000.00) in any one case, for flagrant or repeated contravention of the
bye-laws.
15. AMENDMENT OF BYE-LAWS:
Any amendment of or addition to Bye-Laws shall be made by General Meeting of the Society
in accordance with section 14 and Regulations 5 of the Law, but such amendments shall not
be valid until registered by the Director.
16. CERTIFICATION
I hereby certify that the foregoing Bye-Laws of the ASUU (OJO) COOPERATIVE
MULTIPURPOSE SOCIETY LIMITED. No. LSCS……8176……… of …28th October,

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2019... has been registered under section 8 of the Co-operative Societies Law, Cap. C14,
Laws of Lagos State of Nigeria, 2015.
DIRECTOR OF CO-OPERATIVE SERVICES, LAGOS STATE OF NIGERIA.

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