Status: constitutional working draft. It should be reviewed by a Nigerian legal practitioner and aligned with the final CAC filing before adoption.
Article I — Name and Status
The organisation shall be known as the Ebira Economic Club (the “Club”) and registered in Nigeria as the Incorporated Trustees of the Ebira Economic Club. It shall be independent, nonpartisan, not-for-profit and perpetual in succession, with powers exercised solely in furtherance of its objects.
Article II — Vision
A prosperous, productive, inclusive and globally competitive Ebiraland in which enterprise flourishes, talent is developed and opportunity passes from one generation to the next.
Article III — Mission
To convene leadership, mobilise knowledge and lawful capital, originate partnerships and advance evidence-led initiatives that expand enterprise, employment, human capability and shared prosperity across Ebiraland.
Article IV — Objects
The Club shall promote economic research; entrepreneurship and industry; investment readiness; education and human capital; infrastructure advocacy; diaspora engagement; annual economic convenings; and any lawful activity incidental to these public-benefit objects.
Article V — Nonpartisanship and Public Benefit
The Club shall not endorse candidates or parties, become an instrument of government, clan, faith or private commercial interest, or distribute income or property to members. It may engage constructively with all lawful authorities on development questions.
Article VI — Membership
Membership shall comprise Founding, Full, Professional, Diaspora, Institutional, Emerging Leader and Honorary categories. Admission shall be merit-based, values-aligned and governed by published criteria. Membership confers stewardship duties, not ownership rights.
Article VII — General Assembly
The General Assembly is the deliberative body of members. It shall receive annual reports and audited accounts; elect eligible directors where provided; approve constitutional amendments; and hold leadership to the objects and values of the Club.
Article VIII — Board of Trustees
The legal custodians shall be not fewer than two and preferably five to seven persons of recognised integrity. Trustees shall protect mission, property, regulatory compliance and succession, without directing routine operations.
Article IX — Governing Council
A Governing Council of nine to fifteen members shall set strategy, approve policy and budget, supervise risk and executive performance, and protect independence. No single family, clan, political tendency, commercial interest or profession may dominate it.
Article X — Officers
The principal officers shall be Chair, Vice-Chair, President/Chief Executive, Treasurer, Secretary and such additional officers as the Council approves. The Chair shall lead governance; the President shall lead execution. These offices shall not ordinarily be combined.
Article XI — Executive Secretariat
The President/Chief Executive shall appoint a professional Secretariat within an approved structure and budget. Staff shall be selected on competence, subject to written employment, safeguarding, confidentiality and conflict-of-interest rules.
Article XII — Standing Committees
Standing committees shall include Governance and Nominations; Finance, Audit and Risk; Investment and Capital Mobilisation; Programmes and Impact; Membership and Ethics; and Research, Policy and the Economic Forum.
Article XIII — The Ebira Economic Forum
The Forum shall be the Club’s flagship annual convening. It shall publish an agenda, originate partnerships, record commitments and issue a transparent post-Forum delivery report. The Forum is a programme of the Club, not a separate sovereign body.
Article XIV — Economic Intelligence Unit
The Unit shall operate with analytical independence, publish credible data and disclose methodology, limitations, funding and conflicts. No sponsor may purchase or suppress a research conclusion.
Article XV — Finance and Property
All income, assets and property shall be applied solely to the objects. Bank mandates shall require dual authorisation. Annual budgets, management accounts, procurement controls, reserves and delegated authorities shall be approved in writing.
Article XVI — Investment and Restricted Funds
Institutional reserves shall be invested only under an approved Investment Policy Statement. Donor-restricted funds shall be separately tracked. The Club shall not conduct regulated investment business or invite public investment except through appropriately authorised structures and advisers.
Article XVII — Conflicts and Related Parties
Every leader shall declare actual, potential and perceived conflicts on appointment and annually. Interested persons shall withdraw from deliberation and voting. Related-party transactions require independent review, documented value and enhanced disclosure.
Article XVIII — Ethics, Dignity and Safeguarding
The Club shall prohibit corruption, discrimination, harassment, exploitation, retaliation and misuse of influence. Whistleblowing and safeguarding concerns shall be handled confidentially, independently and without victimisation.
Article XIX — Meetings and Decisions
The Constitution shall prescribe notice, quorum and voting thresholds. Ordinary decisions shall be by simple majority; constitutional amendment, removal of a trustee and dissolution shall require at least a two-thirds majority and all statutory approvals.
Article XX — Accountability
The Club shall prepare annual audited financial statements, an impact report, a governance statement and a register of material interests. The Council shall appoint an independent auditor and establish an internal assurance programme.
Article XXI — Tenure and Succession
Council and trustee tenure shall be fixed, staggered and renewable only once unless exceptional transition provisions are approved. Succession shall be competency-based and no founder shall possess permanent veto, hereditary office or unilateral appointment power.
Article XXII — Chapters and Affiliates
Chapters may be established under written charters. They shall use the Club’s identity only while compliant with governance, financial, data and reporting standards. No chapter may bind the Club without delegated authority.
Article XXIII — Amendment
Amendments may be proposed by the Council or a prescribed proportion of members, circulated with adequate notice, approved by the required supermajority and filed with the Corporate Affairs Commission where required.
Article XXIV — Dissolution
Upon lawful dissolution, liabilities shall first be settled and remaining property transferred to one or more Nigerian not-for-profit bodies with similar public-benefit objects. No surplus shall be distributed to members, founders or officers.