Constitution and By Laws


CONSTITUTION and BY-LAWS OF THE
PHILIPPINE AGRICULTURAL JOURNALISTS, INC.

ARTICLE I. Name and Office Location

Section 1. Name

The name of the organization shall be PHILIPPINE AGRICULTURAL JOURNALISTS, INC. and shall be abbreviated as PAJ, and hereinafter referred to as PAJ.

Section 2. Office Location

The office of PAJ shall be located at a place within the Metro Manila area to be fixed or designated by the Board of Directors.

ARTICLE II. Membership and Fees

Section 1. Membership

The membership of the PAJ shall be composed of the following:

a) Regular members shall be professional agricultural journalists working with the various media of communication such as editors, information writers, radio and television broadcasters, photographers, audiovisual specialists, public information officers, and public relations officers of both the government and private sectors involved in agricultural development. Such members shall be voting members.

b) Associate members shall be composed of aspiring agricultural journalists such as students. Such members shall be nonvoting members.

c) Sustaining members shall be individuals and institutions willing to support the objectives and goals of PAJ.

d) Honorary members shall be individuals who have gained prominence in agricultural journalism.

Section 2. Fees

There shall be a membership and annual fees for regular members, for associate members, and for sustaining members without prejudice to additional donations each may wish to give PAJ at any time, and dues as the Board of Directors or the General Assembly may, from time to time, fix. Honorary members shall be exempt from paying membership fees, without prejudice to voluntary donations to PAJ.

Section 3. Loss of Membership

Membership in PAJ shall be lost by:

a) Resignation from PAJ;
b) Gross unethical conduct;
c) Noncompliance and/or infraction of these Constitution & By-Laws, rules, regulations, and nonpayment of fees and dues duly approved by the Board of Directors or the General Assembly.

Section 4. Reconsideration of Loss of Membership

The Board of Directors shall decide on the expulsion of any member of PAJ based on Section 3a and 3b of this article. Provided, that the member concerned may appeal to the General Assembly for reconsideration of the decision of the Board of Directors within thirty (30) days upon his receipt of said decision but not beyond sixty (60) days after the decision was handed down by the Board of Directors provided, further, that the decision of the General Assembly shall be final.

ARTICLE III. Board of Directors

Section 1. Qualification and Election

The general management of the PAJ shall be vested in a board of fifteen (15) directors who shall be voting members and who shall be elected every two years by the voting members of the General Assembly, and who shall serve until the election and qualification of their successors.
Section 2.
Any vacancy in the Board of Directors shall be filled by the16th, 17th,18th ranked candidate and shall serve the unexpired term of the vacant post. Provided, further, that the vacancy may also be filled, upon approval by the majority of the voting members of the General Assembly through a referendum by the candidate for the Board of Directors who gets the highest number of votes next to the 15th Director elected in the previous election.

Section 3. Board Meetings
The Board of Directors shall hold regular meetings at least once a month at such particular place as the Board may fix. Eight (8) members shall constitute a quorum. Provided, that special meetings of the Board may be called by President upon notice to each Director either personally, by telephone or text messages, or in writing, or a written request of at least five Directors.

Section 4. Powers

The Board of Directors shall have the management of the affairs of PAJ as are herein by these Constitution & By-Laws expressly conferred upon it. Without prejudice to the general powers herein above conferred, the Board of Directors shall have the following expressed powers:
a) From time to time, to formulate rules and regulations not inconsistent with these Constitution & By-Laws and articles of incorporation for the management of the affairs of the organization and officers;

b) To create and/or abolish standing and/or special committees and their membership to carry out specific functions as it may deem fit to achieve the objectives and goals of PAJ;

c) To enter into a contract or agreement for and in behalf of PAJ for the purpose of achieving PAJ’s objectives and goals;

d) To investigate and/or hear and decide on cases against any member regarding his membership with PAJ. Provided, that its decisions may be appealed to the General Assembly whose decision shall be final.

Section 5. Minutes of Board Meetings

Minutes of all meetings of the Board of Directors shall be kept and carefully preserved as a record of the business transacted at such meetings. The minutes shall contain such entries as may be required by law.

ARTICLE IV. The General Assembly

Section 1. Composition

The General Assembly shall be composed of all regular, associate, and sustaining members. Provided, that in cases where a sustaining member is an institution, it shall be represented in the General Assembly by its duly authorized representative.

Section 2. Meetings

The General Assembly shall meet at least once a year or as often as the Board of Directors may deem necessary.

Section 3. Powers

The General Assembly shall have the following powers:

a) Ratify all actions and resolutions of the Board of Directors and officers of PAJ;
b) Elect a new set of Board of Directors when the need arises;
c) Decide on the budgetary requirements of PAJ on the basis of the program of activities presented to it by the Board of Directors. Provided, that such budgetary requirements shall be for the incoming fiscal year;
d) Decide on membership expulsion. Its decision shall be final.

ARTICLE V. Office Bearers

Section 1. The executive officers of PAJ shall be a President, a Vice President for Internal Affairs, a Vice President for External Affairs, a Secretary, a Treasurer, an Auditor, a Business Manager, and a Public Relations Officer all of whom shall be elected by the Board of Directors from among its members.

Section 2. The President shall be the Executive Officer of PAJ. In addition to each duty as may be delegated to him by the Board of Directors or the General Assembly, he shall preside at all meetings of the Board and Act as Chairman and call to order all meetings of the General Assembly. He shall have general supervision of the Business affairs of PAJ and over its several officers and members. He shall submit to all members of the General Assembly a report of activities and business accomplishments of PAJ. He shall do and perform such other duties as from time to time assigned to him by the Board of Directors and/or the General Assembly.

Section 3. The Vice President

The Vice President shall be vested with all the powers and authorities of, and required to perform all the duties of the President during the absence or incapacity of the latter for any cause, and he shall also perform such other duties as the Board of Directors and/or the General Assembly and/or the President may, from time to time, assign to him.

3.1 The Vice President for Internal Affairs

He/she will be in-charge of enhancing/strengthening the membership of the organization and perform such acts like chapter-building & conduct of seminars and trainings and perform other functions assigned to him by the President.

3.2 The Vice President for External Affairs

He/she will be in charge of networking and partnership with other groups and institutions to beef up the organization’s finances and initiate projects with LGUs, industry groups, academe, NGOs and other groups. He shall also perform other tasks assigned to him/her by the President.

Section 4. The Secretary

The Secretary shall perform the following duties:

a) Keep full minutes of all meetings of the Board of Directors and the General Assembly;
b) Keep all records and other documents of the PAJ;
c) Give or cause to be given all notices of all meetings of the Board of Directors and the General Assembly;
d) Perform other duties as may, from time to time, be assigned to him/her by the Board of Directors or the President.

Section 5. The Treasurer

The Treasurer shall have the following powers and duties:

a) Have custody of, and be responsible for all the funds and keep complete and accurate records of receipts and disbursements and other financial transactions in the corresponding book of account of PAJ, and see to it that all disbursements and expenditures are evidenced by appropriate supporting documents;

b) Deposit in the name and to the credit of PAJ in any government bank or such bank as may be designated from time to time by the Board of Directors, all monies, funds, and other valuable effects belonging to PAJ which come under his/her control;

c) Render an annual statement showing the financial condition of PAJ to coincide with the meeting of the General Assembly, and such other financial reports as the Board of Directors, the General Assembly, or the President may, from time to time, request;

d) Receive and issue receipts for all money paid to PAJ from any source whatsoever;

e) Disburse funds as may be necessary and in behalf of the PAJ. Provided, that all cash disbursements shall be approved by and all checks paid out shall be countersigned by the President;

f) Perform such other duties as the Board of Directors or the President may, from time to time, assign to him/her.

Section 6. The Auditor

The Auditor shall have the following powers and duties:

a) Conduct periodically an audit of the books of accounts of PAJ and see to it that the transactions are in accordance with the approved policies of the Board of Directors and/or the General Assembly;

b) Render an annual report to the General Assembly in its annual meetings.

Section 7. The Business Manager

The Business Manager shall have the following duties:

a) Handle the business affairs of the organization, subject to the direction of the President;
b) Take charge of all fund-raising activities of PAJ;
c) Perform such other duties as the Board of Directors or the President may, from time to time, assign to him.

Section 8. The Public Relations Officer

The Public Relations Officer shall have the following duties:

a) Promote PAJ and maintain cordial relations with agencies and institutions involved in agricultural development and the media of mass communication directly or indirectly;
b) Publicize the activities and projects of PAJ in the various media of communication;
c) Perform such other duties as the Board of Directors or the President may, from time to time, assign to him.

Section 9. Vacancies in and Delegation of Officers

If the Office of the President, Vice President for Internal Affairs, Vice President for External Affairs, Secretary, Treasurer, Auditor, Business Manager, or Public Relations Officer become vacant by resignation, absence, or otherwise, the remaining directors, if still constituting a quorum, by a majority vote may choose a successor or successors who shall hold office for the unexpired term. Provided, that in case of the temporary absence of any officer of PAJ, or for any other reason that the Board of Directors may deem sufficient, the Board of Directors may delegate the powers and duties of such officer to any other officer for the time being. Provided, further, that such an action is supported by the majority of the members of the Board of Directors and that such delegation is not covered by any expressed provision of these Constitution and By-Laws.

ARTICLE VI. Fiscal Year

Section 1. The Fiscal Year of PAJ shall be from January 1 to December 31.

ARTICLE VII. The Corporate Seal

Section 1. The Corporate Seal of PAJ, unless otherwise ordered by the Board of Directors or the General Assembly to be redesigned, shall be Circular in form and shall bear the following words: “PHILIPPINE AGRICULTURAL JOURNALISTS, INC., 1976, Manila, Philippines.”

ARTICLE VIII. Amendment of the Statutes

Section 1. These Constitution and By-Laws or any portion of these may be amended or repealed by the members of the General Assembly representing the majority thereof at any meeting duly called for the purpose.

DONE AND ADOPTED this 14th day of September 2007 at Quezon City, Philippines by a
UNANIMOUS AFFIRMATIVE VOTE OF THE GENERAL ASSEMBLY of the PHILIPPINE AGRICULTURAL JOURNALISTS, INC.

(SGD.) SANNY GALVEZ (SGD.) MIKE M. ALUNAN.
(SGD.) MATILDE V.MAUNAHAN (SGD.) ED B.MUNSAYAC
(SGD.) NOEL O. REYES (SGD.) FERMIN M. DIAZ
(SGD.) MA. RUBY G. LUMONGSOD (SGD.) CORAZON L. ABIO
(SGD.) INEZ G.MAGBUAL (SGD.) RODERICK DELA CRUZ
(SGD.) THELMA M.TOLENTINO (SGD.) MINDA R.DILOY
(SGD.) JOHNNY F.GOLOYUGO (SGD.) MARILO M.LUMANTA
(SGD.) RUDY A. FERNANDEZ


ATTESTED:

(SGD.) SANNY GALVEZ
President

(SGD.)MA.RUBY G. LUMONGSOD
Secretary