guardians

APPENDIX EAMENDED CONSTITUTION AND BY-LAWS Philippine GUARDIANS Brotherhood, Incorporated Bacolod City Preamble For GOD, Country and Family, WE, the brothers and sisters of the Philippine GUARDI ANS Brotherhood, I ncorporated(PGBI ), in fulfillment of our mission to accomplish our forefather’s dreams and aspirations to attain true freedom and democracy in an environment of genuine economic, social and political independence, do hereby promulgate and adopt this Constitution and By-Laws. ARTICLE I ORGANIZATION Section 1. The name of the organization shall be the Philippine GUARDIANS Brotherhood, Inc. (PGBI) Section 2. Every letter of the word “GUARDIANS” represents the following: G - Gentlemen U - United A - Associates R - Race D - Dauntless I - Ingenuous A - Advocator N - Nation S - Society meaning, “GENTLEMEN AND UNITED ASSOCIATES OF THE FILIPINO RACE; DAUNTLESS AND INGENUOUS ADVOCATORS FOR THE NATION AND SOCIETY”, . . . which, when translated in Pilipino will mean, “ MGA MAGINOO AT NAGKAKAISANG KATUWANG NG LAHING PILIPINO, MAGIGITING AT MATATAPAT NA TAGAPAGTANGGOL NG BANSA AT LIPUNAN “ Section 3. OFFICE – The principal office of the organization shall be located in Metro Manila, unless the National President, with the concurrence of the National Board during its term, transfers its headquarters to another locality for necessity and convenience. Section 4. Motto - The organization propagates the motto: “Brotherhood for peace, integrity, justice, equality, service and prosperity “. Section 5. Logo - The seal of the Philippine GUARDIANS Brotherhood, Inc. shall consist of a bold letter “G” which stands for GUARDIANS and within the confines of the letter “G”, the handshake symbolizes brotherhood, solidarity and unity of purpose. The triangular figure represents the seal membership tattoo. The sun and the three (3) stars stands for Luzon, Visayas and Mindanao, and the colors red, white and blue represents the flag of our country. The seal is designed herein below: ARTICLE II DECLARATION OF PRINCIPLES, PURPOSE AND OBJECTIVES Section 1. The organization believes in the Divine Providence as the source of all creations, power and authority. Section 2. The PGBI adheres to the Constitution of the Republic of the Philippines, its laws, regulations and ordinances promulgated by the duly constituted authorities. Section 3. The organization operates on democratic principles and unity in action. This shall mean - a) The rule or decision of the majority is based on democratic participation and processes as affirmed in this Constitution and By-Laws and other policies, rules and regulations of the PGBI; b) Unity in action emphasizes that all members shall uphold and actively participate in the implementation of all decisions. Section 4. The organization subscribes to the spirit of principled camaraderie, patriotism, integrity and volunteerism among members, in order to effectively address matters of common interest and concerns and contribute actively as a non-governmental organization to the building of a sovereign, just, peaceful, democratic and prosperous society. Section 5. The objectives of the organization shall be as follows: a) To undertake activities that develop the core values of love of God, patriotism, integrity and selfless service to people especially those who have less in life; b) To practice and propagate the values of healthy family life, respect for women and the sanctity of marriage, respect for the elderly and care for the young; c) To initiate and support social justice campaigns and measures in pursuit of our vision of a truly free, peaceful and prosperous society; d) To observe and advance basic human rights, practice democracy and respect the duly- constituted authorities; e) To promote good and harmonious relationship, unity and cooperation between and among the members for mutual support and benefit; f) To undertake activities for the development of members and the organization as a whole; g) To generate resources for the organization and its activities; and h) To extend financial, legal, and other appropriate forms of assistance to the members of the organization and to the immediate members of their families. Section 6. The organization shall be a non-stock and non-sectarian organization. ARTICLE III MEMBERSHIP AND AFFILIATE CHAPTERS A. LOCAL OR AFFILIATE CHAPTERS Section 1. Local or Affiliate Chapters - Local GUARDIANS Chapters, whose objectives and activities are in accord with the purposes of the organization, shall, upon approval of their application for membership by the National Board, be recognized as an affiliate chapter of the organization. After their formal affiliation, these chapters shall identify themselves by their respective barangay, institution, municipality, district or city chapter together with the words “Philippine GUARDIANS Brotherhood, Inc. (PGBI)”. Section 2. Fiscal Year - All chapters are required to observe a uniform calendar year commencing on January 1 and ending in December 31 of the current year. Section 3- Exercise of Voting and Other Rights - Individual members shall have NO voting or property right in this organization except as otherwise herein provided. Their voting privileges shall be exercised through the affiliate chapters in which they are members. Section 4. Dual or Multiple Membership – Dual or multiple membership in different affiliate chapters of the PGBI is allowed provided that the member concerned shall pay his dues and other assessments, and attend all the meetings and other activities, in all the chapters to which he/she is a member. Section 5. Affiliation - No affiliation of any individual member from one chapter to another shall be valid unless it has the prior written clearance or endorsement of his/her former chapter. In case of dispute, the matter shall be referred to the grievance committee, as hereunder provided, whose decision shall be appealable to the National Board. The decision of the National Board shall be final. B. INDIVIDUAL MEMBERS AND CLASSES OF MEMBERS Section 6. The members of the organization shall be the following: a) Those who are members of any local or affiliate chapter of the Philippine Guardians Brotherhood, Inc. (PGBI); b) Those who are hereafter admitted as members in accordance with this Constitution and By-Laws. Section 7. Qualifications for Membership - Any person at least 21 years of age and who is of good standing and reputation in the community where he/she resides is eligible for membership in the organization provided that he/she shall qualify and pass the organization’s screening and testing procedures after an application made in writing is given due course. In addition to the foregoing qualifications, a member must be of good moral character and must not have been convicted of any crime involving moral turpitude. Section 8. Membership Procedures- Application for membership shall be made in writing in an official form provided for the purpose. An applicant shall only be considered as a bona fide member after having passed the five (5) stages of membership, namely: a) Application- An applicant shall accomplish an official application form duly endorsed by any bona fide member, known as sponsor, of the organization which shall be submitted to the Screening Committee of the local chapter for examination and approval; b) Background Investigation - No one shall be admitted as a member of the organization unless his background has been thoroughly known and investigated to ensure that he will not be a liability or source of embarrassment in the future. As part of the investigation, an applicant is required to present a police clearance from his/her place of residence; c) Presentation of Applicant - An applicant who has passed the first two (2) stages of membership must be presented to all members during a scheduled monthly meeting. In this stage, the applicant must state his/her personal circumstances and the reasons for joining the organization. An objection from the members shall automatically disqualify the applicant but the objection must be justified and approved by the members present. If there is no objection, the applicant must be immediately scheduled for seminar/lecture; d) Indoctrination Seminar/Lecture - Applicants whose application forms shall have been approved shall undergo an indoctrination seminar on the objectives, aspirations and ideals of the organization; e) Recognition - In this stage, and after consideration of the applicant’s auxiliary membership, if any, it has been the practice of the organization to adopt certain customs and traditions by which it sets itself different from the other organizations and giving the members one sense of belongingness and identity essential to the progress and success of the organization. Section 9. Multi-Chapters - Any chapter in good standing may sponsor and organize a new chapter; provided that the transfer of membership to the new chapter will not result in the lowering of the membership of the existing chapter below the minimum chapter membership required under this By-Law. Section 10. Multiple Localities - A chapter may be organized among residents from two or more barangays or municipalities or districts/zone within the city which are contiguous to each other where the organizational requirement of at least twenty (20) members is not satisfied and after taking into consideration the mutuality of interests among the prospective members. Section 11. Requirements for Affiliation - The National Board shall promulgate uniform rules and regulations governing the requirements for affiliation of chapters with this organization and which shall form part of the Policy Manual. Section 12. Affiliation - A chapter shall maintain a membership of not less than twenty (20) individual members in order to maintain its affiliation with the organization and its voting rights. Where a chapter fails to maintain the minimum membership required, it shall be deemed delinquent and may be subjected to disciplinary action. In case of suspension, the suspended chapter shall bring its membership to the minimum number within a period of six (6) months; otherwise, the affiliation of the chapter concerned may be terminated by the National Board or the National EXECOM. Section 13. Voting Right of the New Affiliate - The new affiliate chapter shall be allowed to vote in the regional, area or national convention of the year following its charter date. Section 14. Use of the “Philippine GUARDIANS Brotherhood, Inc. (PGBI) or PGBI GUARDIANS”- Unless the specific words, the text or the context as a whole shall require a different meaning, the term “Philippine GUARDIANS Brotherhood, Inc. (PGBI)” shall refer to the organization or to any of its officers or individual members. The use of the name of the organization or the word “PGBI OR PGBI GUARDIANS” shall be limited to chapters and individual members of the organization whose affiliation and membership are duly registered and are in good standing with the organization. Section 15. Extension Efforts - It shall be the continuing goal of this organization to extend the purposes of the Philippine GUARDIANS Brotherhood, Inc. (PGBI) to all people in every community in the Philippines and Overseas. Multi-chapters in one municipality or city are encouraged. C. FOUNDERS Section 16. Definition of Founder – recognition awarded to an active member of the organization of good standing and who have established or organized at least one (1) local chapter duly recognized and/or affiliated with the Regional, Area and National chapter. Section 16-A. Change of Status - After a period of one (1) year, the National Board, having been satisfied that the local chapter organized is in good standing and all requirements having been complied with, shall direct the Regional Council of the region where the chapter belongs to cause the change of status and mark to the member responsible in organizing the chapter and award the corresponding “F” mark on the top of the original mark to reflect his/her present status. He stands as the adviser of the organized local chapter and shall supervise all initiation rites within his/her chapter. A Founder is qualified to vote, to be elected or appointed an officer of the organization except at the chapter level of leadership wherein he stands as the adviser of the local chapter. Section 16-B. Applicability of PGBI Rules - All Founders is subject to the By-Laws, policies and regulations of this organization. D. COUNCIL OF ELDERS Section 17. Council of Elders - A Lifetime Membership Award is given to past National Presidents or Grand Supremos and other officers and members of the organization as a means of honoring them for rendering outstanding and exemplary services to the organization. Section 17-A. Applicability of Policies, Laws and Rules - All members of the Council of Elders are subject to the By-Laws, policies and regulations of this organization. E. SECTORAL/AUXILIARY GROUPS AND MEMBERS Section 18. Sectoral/Auxiliary Groups; Qualifications - The affiliation of Sectoral/Auxiliary Groups as the organization’s mass-based grassroots members that will help and support consolidate pro-democracy forces, promoting genuine brotherhood in support for the development of the Philippine Society is hereby recognized. This PGBI membership opportunity is granted to those who share the PGBI principles and values and want to join the organization but prefer not to have any markings or tattoos on their bodies. It is created and organized as a pool of future regular PGBI members with deeper knowledge and more enlightened commitment to the Brotherhood which shall serve also as the screening mechanism to regular membership of the PGBI. After six (6) months, he/she is entitled to be recruited to become a regular member of the organization. They shall function as Civilian Volunteer Organization especially in traffic management, crime prevention, anti-drugs campaign, when there are threats to national security, peace and order and reconciliation programs of the government. Likewise, they must be active in all civic-action programs of their respective local governments and in environmental protection, energy conservation and preservation of our natural resources. All individual members shall be at least eighteen (18) years old and must freely and fully accept and put into practice the principles and purposes of the Philippine GUARDIANS Brotherhood, Inc. They shall affiliate and be under the direct supervision of the local chapter specifically the Chapter Chairman/President. Section 19. CLASSES OF MEMBERS a) Grand Supremo/a (GS) - A title given to the highest incumbent official of the organization whether coming from the Supreme Godfather (SGF)/Supreme Godmother (SGM) or Ranking Magic Group (RMG); b) Supreme Godfather (SGF)/Supreme Godmother (SGM) - is composed of commissioned officers of the armed forces of the Philippines (AFP), Philippine National Police (PNP), Bureau of Fire Protection (BFP) and Bureau of Jail Management and Penology (BJMP) currently on active duty and with at least one (1) year of active membership; c) Ranking MAGIC Group (RMG) - which is equivalent in rank as the Supreme Godfather (SGF)/Supreme Godmother (SGM), is composed of selected civilian members who are professionals and/or respected leaders of the community or organization who has rendered exemplary performance and with at least three (3) years active membership coming from the ranks of the MAGIC Group; d) MAGIC Group (MG) - is composed of civilian members with an educational attainment of at least high school education or those possessed of special skills and technical know-how that are willing to render services beneficial to the organization. The word “MAGIC” is an acronym which stands for: M - Moderate A - Advocator G - Gentleman I - Ingenuous C - Competent e) Godfather (GF)/Godmother (GM) - is composed of ranking non-commissioned officers of the AFP/PNP/BFP/BJMP with an equivalent rank of Duty Sergeant to Master Sergeant coming from the lower ranks currently on active duty and with at least one (1) year of active membership; Section 20. Markings of Members - All members must undergo markings/tattooing not for decorative purposes but to signify their lifelong and total commitment to the organization and that for all that stands for. It symbolizes both privileges and responsibilities aside from serving as an identifying mark. It likewise serves the purpose of discouraging those who are not ready to give their full acceptance, dedication or sincerity to the organization. a) General Markings: MG - represents the MAGIC Group; B - (Blue) represents the Philippine Army; A - (Air) represents the Philippine Air Force; N - (Navy) represents the Philippine Navy; G - (Gold) represents the PNP, BFP and BJMP; M - (Maroon) represents the Philippine Marines. b) Special Markings: F - represents the Founder; SGF/SGM - represents the Supremo/Suprema; RMG - represents the ranking MAGIC Group; GF/GM - represents the Godfather/Godmother. c) All members shall be correspondingly marked by a tattoo in the superior area in between the thumb and the point finger of the right hand with letters particularly described above; d) The “GUARDIANS” mark including the pseudonym, year of admission and the letters “M” for Mindanao, “V” for Visayas and “L” for Luzon shall be made permanently by appropriate tattoos on the lateral extremity of the upper right arm just below the shoulder. Foreign or Overseas Chapter Individual Members shall adopt the geographical area of his/her place of birth/residence in the Philippines as follows: “L” for Luzon, “V” for Visayas and “M” for Mindanao; e) The letter markings “GM” stands for GUARDIANS Mindanao, “GV” stands for GUARDIANS Visayas and “GL” for GUARDIANS Luzon are tattooed on the superior area in between the thumb and the point finger of the left hand to easily identify the area of his/her membership entry to the GUARDIANS movement. Foreign or Overseas Chapter Individual Members shall adopt the geographical area of his/her place of birth/ residence in the Philippines as follows: “GL” for Luzon, “GV” for Visayas and “GM” for Mindanao; f) Pseudonym - When one is finally admitted as a member of the organization, he shall assume a name by which he is known and addressed by his fellow Guardians and make him closer to them. Section 21. Change of Status of Members and Promotions - In case of change of status, the affected members shall be marked with the appropriate tattoo in line with the original mark for all promotions except change of status to “Founder” which shall be on top of the original mark which shall reflect his/her present status, subject to another screening and testing procedure. The promotion to the ranks of Supreme Godfather/Godmother (SGF/SGM), Ranking MAGIC Group (RMG), Godfather/Godmother (GF/GM), and the awarding and recognition to the status of Founder (F) shall be subject to the approval of the Regional Council and confirmation by the National Board/National EXECOM and upon recommendation of the local chapter or any committee created for the purpose. Section 22. Handshake and Embrace - Handshake and embrace signify love, unity, solidarity and concern for one another. Section 23. Disregard of Rank, Position, Unit or Branch of Service - In the organization, there is no obstacle to open, free and honest interactions among members. As far as the goals of the organization is concerned and for the purpose of achieving cohesion, all members shall disregard their ranks, occupation, position or unit or branch of service. Thus, irrespective of whether one is a government official or employee, professional or with the Army, Navy, Air Force, Marines or PNP, BJMP and BFP, he/she is simply a GUARDIANS. However, to maintain a proper decorum in all activities of the organization, positions of Grand Supremo/a, Supremo/a, Founder, RMG, MG, Godfather or Godmother shall be recognized. Section 24. Oath of Allegiance - A bona fide member of the organization shall sign an Oath of Allegiance or Panunumpa. Section 25. Exercise of Voting and Other Rights of Members - Individual members shall have NO voting or property rights in the organization except as herein otherwise provided. Their voting privilege shall be exercised through the chapter in which they are members. A member shall have the following rights at the local chapter level: a) To exercise the right to vote on all matters relating to the affairs of the organization; b) To be eligible to an elective or appointive office; c) To participate in all deliberations/meetings of the organization; d) To avail of the facilities of the organization; e) To examine all records or books of the organization during business hours. Section 26. Duties and Responsibilities of Members. - A member shall have the following duties and responsibilities: a) To obey and comply with the By-Laws, Rules and Regulations that may be promulgated by the organization from time to time; b) To pay membership dues and other assessments of the organization; c) To file a complaint before the chapter officers or offices concerned depending on the nature of the offenses committed. Section 27. Additional Rights, Duties and Responsibilities of Members - The organization may promulgate additional rights, duties and responsibilities of members in the best interest of the justice and equality to achieve the objectives of the organization as ordained in this Constitution and By-Laws. Section 28. Code of Conduct- the National Board shall adopt a Uniform Code of Conduct of members of the organization. ARTICLE IV GOVERNMENT A. GENERAL ASSEMBLY Section 1. Supreme Authority - The General Assembly shall constitute the supreme authority of the organization and shall direct its affairs. As the supreme authority, it shall retain all rights and privileges not specifically assigned to the National Board or the National Executive Committee, the National President or any other officer of the organization. Section 2. Composition. The General Assembly shall be composed of: a. Incumbent Presidents or Chief Delegates of affiliate chapters in good standing as prescribed in this By-Laws; b. Members of the National Board who shall have speaking and voting rights; c. All voting delegates of each affiliate chapter. Section 3. Powers and Prerogatives - The General Assembly shall have the exclusive prerogative to vote in any or all of the following matters: a. Election of the National Board; b. Venue of the regular National Convention; c. Such other matters as may be necessary and proper to effectively discharge the aims and purposes of the organization. Section 4. Specific Responsibilities - The General Assembly shall likewise receive and act upon response or recommendation of the National Board, National Executive Committee, the Area Councils, the National President and other National Officers. Section 5. Quorum and Votes Required - The presence of at least forty percent (40%) of the total voting strength of affiliate chapters in good standing of the organization shall constitute a quorum and a majority vote of which shall constitute a valid act of the organization except on matters specified herein or under the Corporation Code of the Philippines. Section 6. National Convention - The annual meeting of the organization shall be known as the National Convention. The National Convention shall be held on the month of April at the principal office of the organization or at any other place in the Philippines that the General Assembly may designate at each National Convention at least one (1) year prior thereto. The election of the members of the National Board shall be a special order during the National Convention. Section 7. Special Convention - A Special Convention may be called by the National Board upon thirty (30) days written notice to the affiliate chapters. The call for a special convention shall include the particular business to be taken up and no other business shall be transacted except when authorized by a majority vote of the total voting strength at such convention. Special Conventions shall be governed by the rules on regular conventions in so far as the same are applicable. Section 8. Supervision of Business - The supervision of the business arrangement and the general program of a national convention, including the extension of invitations to speakers, shall be the responsibility of the Secretary General under the direction of the National President. Section 9. Qualification to Vote - Only chapters in good standing with the right to vote as prescribed by these By-Laws and new and renewed chapters which were formally affiliated in the previous year shall be entitled to vote as provided for in this Article. Section 10. Affiliate Chapter in Good Standing - An Affiliate Chapter in good standing is one which has paid in full it’s current and past national dues and assessments and is not delinquent or under suspension or termination for any cause at least one (1) month prior to the first day of the National Convention. Furthermore, the Affiliate Chapters must pay their dues in arrears (full dues from the previous years) on or before March 31 of the current fiscal year to be considered as an affiliate chapter in good standing. The Secretary General and the National Treasurer shall publish a certified list of chapters in good standing duly certified by the Commission on Audit within five (5) days after the deadline of payment of dues and assessments. The chapters that are not included in the list shall not be allowed to vote in the National Convention. Section 11. Speaking Rights - The President/Chairman or duly appointed representatives of chapters formally affiliated in the current calendar year of the National Convention shall have speaking rights and are encouraged to participate actively in the meetings, programs and functions of the National Convention. Section 12. Chapter President’s/Chairmen Vote - A chapter shall be entitled to one (1) vote by virtue of its affiliation to be personally cast by the President/Chairman or his duly authorized representative. Section 13. Casting of Chapter Votes - In the election of officers of the organization, the voting delegates shall cast their votes only once. On voting other than for the election of officers, the chapter votes shall be cast by its President/Chairman, or in his absence, its duly accredited Chief Delegate or any of it’s duly designated voting delegates. Section 14. National President’s Vote - The National President shall have the right to vote in cases where his/her vote is determinative of the outcome of the voting, except in the election of national officers of the organization and the choice of the site of the National Convention. Section 15. Chairmanship - The National President may delegate the chairmanship of a meeting to another officer designated by him/her subject to the approval of the members present during that meeting. Section 16. Other Requirements for voting Delegates - It shall be the responsibility of the chapters intending to cast their votes to submit to the Secretary General on or before March 31 prior to the convention, together with duly accomplished forms for this purpose, the names of their voting delegates to the Area Conference or National Convention and their respective alternates. The Secretary General is required to send all voting delegates a voter’s ID card which will contain the picture of the delegate and the signatures of the Secretary General, the National Treasurer and the COMELEC Chairman. However, failure to produce this voter’s ID card on elections held during the Area Conference and National Convention shall not disenfranchise the voter as long as his/her name has been duly submitted to the Secretary General as herein provided and an authentic PGBI-issued Identification Card is produced in lieu thereof showing the name, pseudonym, date of birth, and picture of the voter. B. NATIONAL BOARD Section 17. Composition and Duties - The elective national officers of the organization shall compose the National Board, together with the Immediate Past National President, Secretary General and PGBI Legal counsel as ex-officio members thereof. The National Board shall have the following duties: 1. To control and exercise general supervision over the business affairs of the organization; 2. To establish all policies and make all rules and regulations for the management of its business and guidance of the Areas, Regions, Affiliate Chapters, officers, members, and other bodies within the organization; 3. To coordinate the activities of all officers in the performance of their duties; 4. To receive reports from all officers, committees, commissions, and other special bodies within the organization; 5. To make recommendations to the General Assembly; 6. To act on all matters referred to it by the General Assembly. Section 19-A. Voting - All elective members of the National Board shall have one (1) vote each. Proxy votes are not permitted. Section 17-B. Regular Meetings - The National Board shall hold regular quarterly meetings each year, the first to be held in the month of July, the second in the month of October, the third in the month of January and the fourth to be held during the first day of the regular National Convention. Unless otherwise specified in writing, the regular board meetings shall be held at the principal office of the organization, except the last meeting which shall be held at the place where the National convention is to be held. Section 17-C. Special Meetings - Special meetings of the National Board may be convened by the National President when necessary or when requested in writing by at least five (5) members thereof. Written notice of special meetings must be given five (5) days prior to such meetings. Section 17-D. Quorum - The presence of a majority of all the elective members of the National Board shall constitute a quorum, the majority vote of which shall constitute a valid act of the Board unless otherwise provided for herein. Section 17-E. Forfeiture of Office - The failure of any member of the National Board to attend two (2) consecutive board meetings shall ipso facto result in the forfeiture of his/her seat therein unless said member submits a written justification and such absence are subsequently deemed justified by the National Board. Board meetings as contemplated herein shall include regular and special meetings and a meeting shall be counted in the number of absences incurred even if no business was transacted due to the absence of a quorum. In the case of the National Executive Vice President or National Vice President, the forfeiture of his/her seat in the National Board shall result in his/her removal from office. Section 17-F. Vacancies and Succession - In case of death, resignation, disability or incapacity of the National President to discharge the duties of his/her office, he/she shall be succeeded by the National Executive Vice President. The remaining members of the National Board shall elect from among the National Vice Presidents the one to assume the position vacated by the National Executive Vice President, provided, however, that the successor shall serve only the remainder of the term of the office assumed. Section 17-G. Malfeasance, Misfeasance or Nonfeasance- The National Board may, motu propio or upon petition by any person, inquire into any malfeasance, misfeasance or nonfeasance committed by any national officer, director or chairman and after due hearing, take whatever action it may deem warranted. Such action may include suspension or expulsion from office. C. NATIONAL EXECUTIVE COMMITTEE Section 18. Composition - There shall be a National Executive Committee, to be known as National EXECOM, composed of the National President, the National Executive Vice President, the three (3) National Vice Presidents, the National Treasurer, the Secretary General, the PGBI Legal Counsel and the Immediate Past National President. Section 18-A. Powers and Duties - The National Executive Committee shall have the following duties and powers: 1. During the intervals between meetings of the National Board and subject to such limitations as may be prescribed by the General Assembly or by the National Board, the National Executive Committee shall administer and manage the affairs of the organization; 2. The National Executive Committee shall be constituted as the Finance Committee to review and revise the annual budget as may be necessary for submission to the National Board for approval; 3. Receive reports from its members and advise them; 4. Recommend actions to the National Board; 5. Undertake and carry out such powers, duties, functions and responsibilities as may be delegated to it by the National Board and shall have the power to act as and for the Board in regard to such powers and duties and responsibilities, subject to ratification by the National Board. Section 18-B. Meetings - The National Executive Committee shall meet at the call of the National Board, the National President, or on petition of at least three (3) members thereof. Section 18-C. Quorum - Majority of the elective members of the National Executive Committee shall constitute a quorum. Section 18-D. Votes - All members of the National Executive Committee shall have one (1) vote each except the PGBI Legal Counsel and Secretary General who shall have no right to vote. Proxy voting is not permitted. Section 18-E. Dismissal from Office – The National Executive Committee, on the recommendation of the National President, is empowered by a majority vote of all of its members to dismiss any appointed officer for gross neglect of duty. Dismissal based on other grounds shall be dealt with in accordance with Article XII. D. NATIONAL OFFICERS’ ELECTION, TENURE AND QUALIFICATIONS Section 19. Elective National Officers - The following shall be the elective national officers of the organization: a. National President (NP); b. National Executive Vice President (NEVP); c. Three (3) National Vice Presidents (NVP) of equal rank representing the three (3) Geographical Areas of the organization; d. Regional Representatives (RR) of equal rank representing the political regions of the organization; e. National Treasurer (NT). Section 20. Appointed National Officers - The appointed national officers of the organization are: 1. The Secretary General; 2. PGBI Legal Counsel. No person shall be appointed as an officer of the organization without the written approval of the appointee’s chapter. Section 21. Election of Officers - The elective members of the National Board shall be elected in the following manner: a. The Area Conference of the three (3) areas under Section 27 hereof shall be held simultaneously during the third quarter of the current year. The three (3) areas will hold their consensus at a date agreed upon by the Area Council. The Chapter Presidents and voting delegates will vote on all the positions of elective national officers listed under Section 19 of this Article; b. The Area Commission on Election (COMELEC) will count the votes for all elective positions cast in the Area Conference concerned. The candidates for NVP in that particular Area and candidates for National Board Member/Regional Representative of a Region receiving the highest number of votes by plurality shall be declared as having been elected to their respective positions, provided that no election protest has been duly filed against the winner of the election; c. With regards to the votes garnered by the candidates for the positions of National President and National Treasurer, the three (3) Area Commission on Election (COMELEC) will submit the results to the National Commission on Election (COMELEC) which will be contained in a tally sheet duly signed by all the members of the Area Commission on Election (COMELEC) and authenticated by the incumbent NVP and all Regional Representatives (RR) of the particular area. The National Commission on Election (COMELEC) will canvass the results from the three (3) areas and the candidates for the National President, National Executive Vice President and National Treasurer receiving the highest number of votes by simple plurality for their respective positions shall be the sole and only nominees for the said three (3) positions; d. At the election of national officers in the National Convention during the month of April, the National Commission on Elections (COMELEC), after voting, shall declare the candidates for National President, National Executive Vice President and National Treasurer as elected. Section 22. Qualifications - Unless otherwise provided herein, all elected and appointed national officers, national commissioners and national committee chairmen shall have the following qualifications: a. Membership - All nominees for national elective positions must be members in good standing for at least three (3) consecutive years prior to the first day of the assumption of office. All appointed national officers, national commissioners and national committee chairmen must be members in good standing for at least two (2) consecutive years prior to the date of their appointment; b. Financial Condition - The chapter from which the nominee or appointee for an elective or appointive position, respectively, belongs must be, at the time of election or appointment, current in the payment of national dues to the organization, otherwise, the said officer’s election or appointment shall be void ab initio; c. Area Conference and National Convention Attendance - Every nominee for election must be a registered delegate at the Area Conference and National Convention at which he/she is a candidate; d. Residency – Nominees for National Vice President and Regional Representative must come from the area or region, where they are to serve; e. Qualifications for Specific Officers - In addition to the forgoing qualifications, each nominee or appointee must meet the qualification for the particular office for which he/she is elected or appointed as provided in this Constitution or as may be stated in the Policy Manual; f. Education’s Bureau Course - Every nominee for election must have gone through the Education’s Bureau Course, whose operating policies and procedures shall be covered by the Policy Manual. Section 22-A. Special Qualifications- All nominees for national elective office must have been a chapter president/chairman who has completed a one-year term of office by the time he assumes his/her national post. All nominees for the NP, NEVP and NVP must have been an NVP, NT or RR who has completed a one-year term of office by the time he assumes his/her national post. Section 23. Continued Membership and Chapter Affiliation - Every national officer or appointee must not only qualify at the time of his/her election or appointment, but must continue to hold the same qualification until the term of his/her office or appointment expires. The chapter to which an officer or appointee belongs must be one in good standing with the organization throughout his term of office. Should it become disaffiliated for any cause provided herein and the officer or appointee concerned has not changed his/her own chapter affiliation, the officer or appointee shall automatically forfeit his/her office. Section 24. Re-election - All elective national officers of the organization may be re-elected to the same office. Section 25. Assumption and Term of Office- All national, area or regional officers shall assume office at the beginning of the calendar year following their election for a term of three (3) years. The members of the National Commissions shall assume office upon their appointment to serve until their fixed term shall expire, unless sooner terminated for cause. All appointed national officers; commissioners and committee chairmen shall assume office upon their appointment with a term of office co-terminus with the appointing authority, unless sooner terminated for cause. Section 26. Hold-Over - In the event where no election of officers is held due to any cause, the officers enumerated in this Article shall remain in office beyond their terms until their successors are elected and have qualified thereto. E. AREAS AND REGIONS Section 27. Boundaries of Geographical Areas - In order to ensure efficient and effective service to the members of the organization, the Philippines is hereby divided into three (3) Geographical Areas as follows: LUZON AREA 1. NCR - NATIONAL CAPITAL REGION 2. REGION 1 - ILOCOS REGION 3. REGION 2 - CAGAYAN VALLEY 4. REGION 3 - CENTRAL LUZON 5. REGION 4a - CALABARZON 6. REGION 4b - MIMAROPA 7. REGION 5 - BICOL REGION 8. CAR - CORDILLERA ADMINISTRATIVE REGION VISAYAS AREA & OVERSEAS/FOREIGN CHAPTERS 9. REGION 6 - WESTERN VISAYAS 10. REGION 7 - CENTRAL VISAYAS 11. REGION 8 - EASTERN VISAYAS 12. OVERSEAS/FOREIGN CHAPTERS MINDANAO AREA 13. REGION 9 - ZAMBOANGA PENINSULA 14. REGION 10 - NORTHERN MINDANAO 15. REGION 11 - DAVAO REGION 16. REGION 12 - SOCCKSSARGEN 17. REGION 13 - CARAGA REGION 18. ARMM - AUTONOMOUS REGION OF MUSLIM MINDANAO The provinces and independent cities comprising each Region shall be specified in the Policy Manual. No transfer or reassignment of a city or province shall be made unless endorsed by National Board/National EXECOM Section 27-A. New Province or City - Any new province or city created by law shall be assigned to the region from where it was taken, unless the National Board determines otherwise. F. AREA ORGANIZATIONS Section 28. Area Executive Committee - The Executive Committee of the Area shall be composed of the National Vice President for the Area, the Regional Representative from each region within the Area, the Area Secretary, the Area Treasurer, the Area Legal Counsel and the Area Auditor, provided that the mode of selecting the last four named officers shall be left to the discretion of the Area Council. The Immediate Past National Vice President shall be an ex-officio member of the Area Executive Committee. Appointed officers shall have no right to vote unless permitted by the Committee. Section 28-A. Supervision - Each National Vice President shall be responsible for supervising and coordinating the activities of the organization within the area, subject to the limits of the authority given to him/her by this Constitution and By-Laws. Section 28-B. Area Council - The governing body of an Area shall be called the Area Council and shall consist of the National Vice President of the Area as Chairman and the Regional Representatives, Regional Executive Council Chairmen and Regional Founders Group Directors of the different regions of the Area as members. Section 28-C. Functions - The Area Council and the Area Executive Committee shall administer the Area according to the By-Laws and Policy Manual of the organization. To assist in the administration of the chapters within the Area, the Area Council may adopt policies not otherwise provided in this By-Laws and not contrary hereto. Section 28-D. Powers and Duties of Other Officers - The powers and duties of the officers of the Area shall be provided in the resolutions or other directives of the Area Council. In the absence of such provisions, the said officers shall have the powers and duties as may be provided in the By-Laws, the Policy Manual and other resolutions of the National Board. Section 28-E. Meetings - The annual meetings and conferences of the Area for the transaction of Area business, presentation of reports and holding of caucuses to determine the candidates for National Vice President and Regional representatives for the areas and regions at the ensuing National Convention shall be held on a date to be fixed by the National Board and or National EXECOM, in consultation with the Area affected. Section 28-F. Periodic Meetings - Periodic meetings and conferences of the Area Council shall be held for the purpose of exchanging information, discussing area, regional and national businesses, and adopting area policies for the well-being of the organization. The Executive Committee of the Area shall meet from time to time to supervise the day-to-day operations and activities of the Area and to receive reports on the conditions of affiliate chapters. Section 28-G. Vote - All members of the Area Council in attendance at a meeting shall have one vote. There shall be no proxy vote. Section 28-H. Elections - The National Vice President and the Regional Representatives shall be elected by secret ballot at the annual Area Conferences of the organization in the manner prescribed for the election of national elective officials. G. REGIONAL AND LOCAL CHAPTER ORGANIZATIONS Section 29. Regional Chapter - The Regional Chapter shall be composed of the Regional Executive Council and the Regional Founders Group. The executive and legislative powers of the Regional Chapter shall be exercised, its business conducted and its properties controlled by the Regional Executive Council which is composed of seven (7) officers who shall be elected from the regional assembly to be held annually. Section 29-A. The Regional Founders Group shall serve as the judicial body of the Regional Chapter and shall be composed of all Chapter Founders within the region. Section 29-B. The members of the Regional Assembly shall elect from among themselves a President, Vice President, Secretary, Treasurer, Auditor, Business Manager and PRO who shall then compose the Regional Executive Council; Section 29-C. The members of the Regional Founders Group shall elect from among themselves a Regional Director, Deputy Regional Director and a Clerk; Section 29-D. The Regional assembly shall be composed of all elected Provincial/Highly-Urbanized City Executive Council Officers and their respective Founders. Section 29-E. Functions of the Regional assembly: The representatives to the Regional Assembly shall perform the following functions; 1. To hear and pass upon the reports of the officers of the Regional Executive Council; 2. To elect and remove for cause the members of the Regional Executive Council; 3. To make final decisions on any significant change in financial policies, subject to legal restrictions; and 4. To exercise final authority on all matters significantly affecting the organization, unless otherwise provided in this Constitutions and By-Laws. Section 29-F. The annual Regional Assembly shall be held not later than the first Saturday of December of every year; Section 29-G. A Special Regional Assembly may be called at any time to consider urgent matters by the Regional Executive Council Chairman. Section 30. Provincial / Highly-Urbanized City Chapters. The Provincial / Highly-Urbanized City Chapters shall be composed of their respective Executive Councils and their Founders Group. The Executive and Legislative Powers of the Provincial/Highly-Urbanized City chapters shall be exercised, its business conducted, and its property controlled by their respective Executive Councils which is composed of seven (7) officers who shall be elected from their respective assembly to be held every three (3) years; Section 30-A. The Provincial/Highly-Urbanized City Founders Group, which is the advisory body of the Provincial/Highly-Urbanized City Chapter, shall be composed of the local chapter founders within the province; Section 30-B. The members of the Provincial / Highly-Urbanized City Executive Council shall elect from themselves a President, Vice President, Secretary, Treasurer, Auditor, Business Manager and Public Relations Officer; Section 30-C. The Provincial Assembly shall be composed of all elected municipal / district / component city chapter chairmen and three (3) other delegates from each chapter and their respective Founders. The Highly-Urbanized city assembly shall be composed of the different barangay and institutional chairmen and three (3) other delegates from each chapter. Section 30-D. Functions of the Provincial/Highly-Urbanized City Assembly. – The representatives to the Provincial / Highly-Urbanized City Assembly shall perform the following functions: a. To hear and pass upon the reports of the officers of the Provincial/Highly-Urbanized city council; b. To elect and remove for cause the members of the Provincial/Highly-Urbanized City Council; c. To make final decisions on any significant change in financial policies subject to legal restrictions; and d. To exercise final authority on all matters affecting the organization, unless otherwise provided elsewhere in this Constitution and By-Laws. Section 30-E. The Provincial / Highly-Urbanized City Assembly shall be held on the month of November every three (3) years; Section 30-F. A Special Provincial / Highly-Urbanized city assembly may be called at anytime to consider urgent matters by the Provincial / Highly-Urbanized Executive Council chairman. Section 31. City / Municipal / District / Barangay / Institutional Chapters - The governing body of the City / Municipal / District / Barangay / Institutional Chapters are the City / Municipal / District / Barangay / Institutional Councils which are composed o f seven (7) officers who shall be elected in the annual City / Municipal / District / Barangay / Institutional assembly. Section 31-A. The members of the City / Municipal / District / Barangay / Institutional Councils shall elect from among themselves a Chairman, Vice Chairman, Secretary, Treasurer, Auditor, Business Manager and PRO; Section31-B. The City / Municipal / District / Barangay / Institutional assembly shall be composed of the general membership of the City / Municipal / District / Barangay / Institutional Chapter. Section 31-C. Functions of the City / Municipal / District / Barangay / Institutional Assembly: a. To hear and pass upon the reports of the officers of the City / Municipal / District / Barangay / Institutional Councils; b. To elect and remove for cause the members of the City / Municipal / Barangay / Institutional Council; c. To make final decisions on any significant change in financial policies, subject to legal restrictions; and d. To exercise final authority on all matters significantly affecting the organization, unless otherwise provided in this Constitution and By-Laws. Section 31-D. The Executive and Legislative powers of the City / Municipal / District / Barangay / Institutional Chapters shall be exercised by the City / Municipal / District / Barangay / Institutional Councils and the judicial powers shall be exercised by the City / Municipal / District / Barangay / Institutional Chapter Founders. Section 31-E. The City / Municipal / District / Barangay / Institutional Councils shall have the following functions, powers and authority: 1. To manage the affairs of the organization; 2. To generate funds, dues and other revenues for the organization; 3. To receive donations, enter into contracts and engage in income generating projects, subject to approval by their executive officers; 4. To levy fees and/or assessments; 5. To establish an office of the organization; 6. To grant immediate financial, legal and other assistance to their members; 7. To make provisions for accident and mortuary funds and other miscellaneous funds at the chapter level; 8. To regulate the recruitment of members except Founders, prescribing the requirements and procedures for screening and interview only; 9. To promote the well-being and periodic assessment of the actual membership of the chapter; 10. To undertake sports and other professional advancement activities; 11. In case of vacancy, to call for a special assembly to elect and fill up any vacancy in the council; 12. To make representations with concerned government agencies and non-government organizations for mutual assistance and support; 13. To perform such other rights or authority as may be granted by the organization. Section 31-F. The annual General Assembly of the local chapters shall be held not later than the Third Saturday of October of every year; Section 31-G. A Special Assembly of the local chapters may be called at any time to consider urgent matters. Section 31-H. A Municipal Chapter composed of several adjoining municipalities in the province may be organized where a single municipality cannot satisfy the general membership requirement of the organization; Section 31-I. A District Chapter composed of adjoining legislative districts in provinces may be organized where a single district cannot satisfy the general membership requirement of the organization; Section 31-J. A City / Municipal / District / Barangay / Institutional Chapter shall be initially composed of at least twenty (20) members. Section 32. Overseas or Foreign Chapters. – All chapters which may be organized or established in any country outside the Philippines shall have the same instrumentalities, organizational set-up and set of officers as a Regional Chapter as provided herein, in case the chapter is composed of several chapters; or municipal or city chapter, if the overseas or foreign chapter is composed of only one (1) chapter. Upon establishment and recognition of an Overseas or Foreign Chapter, its members and activities shall be governed by this Constitution and By-Laws, insofar as they are applicable, and all other rules and regulations which be issued by the National Board. H. FINANCE FROM DUES Section 33. Funds. – The Area and Regional Councils may impose additional or special assessments to be collected from the affiliate chapters subject to the approval of the National Board. In addition to other powers, the councils may accept or solicit monies, materials and other contributions from chapters or individual members. Section 34. Funds of the Provincial and Regional Chapters. – Twenty percent (20%) of the annual dues net of PGBI dues collected from each member in the chapter before the September 30 deadline shall be appropriated for the Provincial and Regional Administration Funds which shall be divided equally between them and released to the incoming Provincial and Regional President, respectively, after he/she has been elected and has completed all the requirements for his/her assumption to office. Section 35. Area Funds. – Five percent (5%) of the annual dues net of PGBI dues collected from each member in the chapter before the June 30 deadline shall be appropriated for the Area Administration Fund which shall be released to the incoming National Vice President (NVP) after he has been elected and has completed all the requirements for his/her assumption to office. Section 36. Budget. – The National Vice Presidents and Regional Presidents shall prepare and submit to their respective Area and Regional Councils their recommendations on their respective operating budgets for the calendar year. Council officers and members shall not be entitled to any salary or compensation except the reimbursement of reasonable expenses for travel during meetings. No disbursement shall be made except in accordance with the budget. ARTICLE V POWERS AND DUTIES OF NATIONAL OFFICERS A. NATIONAL PRESIDENT Section 1. Powers and Duties - The National President shall: 1. Be the Chief Executive Officer of the Organization; 2. Preside at all meetings of the General Assembly, the National Board and the National Executive Committee; 3. Direct the overall operations of the organization and shall travel on its behalf; 4. Report to the General Assembly, the National Board and the National Executive Committee. Section 2. Head of the Organization - As head of the organization, the National President shall be its official representative in all ceremonies, affairs, proceedings and transactions. However, any act of the National President binding the organization to a financial or contractual obligation shall be subject to the approval or ratification of the National Board. B. NATIONAL EXECUTIVE VICE PRESIDENT Section 3. Powers and Duties - The National Executive Vice President shall: 1. Exercise the powers and perform the functions and duties of the National President during the absence or inability of the latter to act and shall also perform such functions and duties as are assigned to him/her by the National President, the National Executive Committee and the National Board; 2. He/She may be assigned to supervise the National Commissions and Committees for the promotion and implementation of Philippine GUARDIANS Brotherhood, Inc. (PGBI) Programs; 3. Serve as Chairperson of the Long Range Planning Committee and act as the National Planning Chairperson who shall supervise the preparation of plans and programs. C. NATIONAL VICE PRESIDENT Section 4. Duties - The National Vice President shall: 1. Supervise and assist the Regional Representatives assigned to him/her by: Coordinating and supervising the activities of the regions within his/her Area; Coordinating, motivating and directing their work in the field of programming. 2. Travel and visit the chapters within his/her Area; 3. Liaison with other National Vice Presidents; 4. Report regularly on the activities of his/her Area; 5. Assist in the promotion and implementation of the commission/committee structure among all affiliate chapters concerned; 6. Report to the General Assembly, the National Board, National Executive Committee and the National President; and 7. Perform such other duties and functions as may be delegated by the National Board, the National Executive Committee and the National President. D. REGIONAL REPRESENTATIVES Section 5. Duties - The duties of the Regional Representatives shall be to communicate and work with and visit the chapters within his/her region for the following purposes: a. To promote the purposes of Philippine GUARDIANS Brotherhood, Inc. (PGBI) in accordance with the organization’s purposes and principles; b. To guide and assist regional and chapter officers in the development of their chapters; c. To promote and give guidance in executing planned chapter extension; d. To ensure effective communication between his/her assigned chapters and PGBI national organization; and e. To promote the constant broadening of the base of membership of Philippine GUARDIANS Brotherhood, Inc. E. THE NATIONAL TREASURER Section 6. Special Qualifications - The National Treasurer, who must be a member of a chapter in good standing, must have a general business background and experience including a working knowledge of finance and accounting. Upon assumption of office, he/she shall post a bond in an amount equivalent to 5% of the annual budget of the organization to answer for funds which he/she may not be able to account at the end of his/her term. All other signatories shall likewise post a bond in an amount equivalent to 5% of the annual budget of the organization to answer for funds which they may not be able to account at the end of their term. Section 6-A. Duties - The National Treasurer shall be the custodian of the funds of the organization and shall collect, receive and disburse said funds as prescribed herein and in accordance with the resolutions of the National Board. Within two (2) banking days from receipt thereof, the National Treasurer shall deposit all national dues payments of the chapters in the bank or banks or trust designated by the organization. It shall be the duty of the National Treasurer to accommodate requests from any member in good standing to examine the receipts, books, ledgers and other records used by the National Treasurer in the discharge of his/her functions. If the request of any member in good standing is for the examination of the bank accounts of the organization, the National Treasurer shall issue the necessary authorization to the inquiring member. The National Treasurer shall submit an audited Financial Statement to the General Assembly during the National Convention. Section 6-B. Responsibilities - The National Treasurer shall chair the Finance Committee and shall be responsible for the financial affairs of the organization and shall keep the National Board regularly informed of the state of the organization's finances. Section 6-C. Budget - The National Treasurer shall be responsible for the preparation and submission of the annual budget to the National Board within the first forty-five (45) days of the calendar year. Section 6-D. Supervision - The National Treasurer shall devise an efficient system for the collection of national dues and assessments, supervise the administration of the financial records of the organization and shall recommend fiscal policies to the General Assembly, National Board or National Executive Committee. Section 6-E. Audit - The National Treasurer shall cause to be prepared books of accounts and other relevant papers of the financial year for examination and audit by the National Commission on Audit or by a qualified external auditor subject to the approval of the National Board. Certified copies of a complete summary of these accounts duly audited shall be forwarded to all Chapters prior to the next regular National Convention. Section 6-F. Commission/Committee Supervision - The National Treasurer shall have supervision and control over the funds of all commissions/committees of the organization and shall be a signatory to all accounts, checks and disbursements of said funds. F. PGBI LEGAL COUNSEL Section 7. Appointment - The PGBI Legal Counsel shall be appointed by the National President and confirmed by the National Board. He/She shall be an ex-officio member of the National Board and the National Executive Committee. Section 7-A. Qualifications - The PGBI Legal Counsel must possess the following qualifications: 1. He/She must be a bona fide member in good standing for at least three (3) years at the time of his/her appointment; 2. He/She must be a member of the Philippine Bar in good standing and must have engaged in the active practice of law or must have held a position requiring knowledge of law for at least five (5) years prior to the time of his/her appointment. Section 7-B. Duties - 1. Legal - The PGBI Legal Counsel shall be the adviser on legal matters pertaining to the organization and shall advise officers and chapters on the interpretation of the By-Laws and the Policy Manual; 2. Parliamentary - The PGBI Legal Counsel shall serve as the Parliamentarian of the General Assembly and shall rule on matters of parliamentary procedure and legal interpretation at the request of the Presiding Officer; 3. Admissions Committee - The PGBI Legal Counsel shall serve as Chairman of the Admissions Committee for new affiliate chapters of the organization. 4. Consultative - The PGBI Legal Counsel shall give advice and suggestions to the organization and to chapters on the development of policies which will give a clear guide for the activities of the organization and the Area and Regional Councils; 5. Supervision - The PGBI Legal Counsel shall ensure that the National Board and the National Executive Committee function in accordance with the By-Laws and the Policy Manual, and for this purpose, he/she shall attend all meetings of the National Board and the National Executive Committee; 6. Counsel - The PGBI Legal Counsel shall represent the organization in all actions or lawsuits to which the organization is a party; 7. Corporate Secretary - The PGBI Legal Counsel shall be the custodian of the official seal of the organization and the records of all meetings of the General Assembly, the National Board and the National Executive Committee. He/She shall perform other duties as may be required of a Corporate Secretary. G. IMMEDIATE PAST NATIONAL PRESIDENT Section 8. Duties - As an officer of the organization and an ex-officio member of the National Board and the National Executive Committee, the Immediate Past National President shall have the following duties: 1. Serve as the organization's representative to the Philippine GUARDIANS Brotherhood, Inc. Council of Leaders; 2. Sit as a member of the National Nominations Commission; H. SECRETARY GENERAL Section 9. Appointment and Term of Office - There shall be a Secretary General who shall be appointed by the National President from the list of members in good standing for a term of three (3) years subject to confirmation by the National Board. Section 9-A. Duties - The Secretary General shall perform the following duties: 1. He/She shall be the head of the National Secretariat and shall be responsible for the operations, management and maintenance of the same; 2. He/She shall be the special representative of the National President in official functions of the organization; 3. He/She shall be the official liaison officer of the organization in its dealings with the Philippine Government, third parties and other establishments or bodies; 4. He/She shall exercise control and general supervision over the National Secretariat established herein; 5. He/She shall maintain the records of all chapters and their members together with all reports as may be submitted to the National Secretariat by the local chapters; 6. He/She shall perform such other functions as may be assigned to him/her by the National President or the National Board. ARTICLE VI CONSTITUTIONAL COMMISSIONS A. NATIONAL COMMISSION ON AUDIT Section 1. Composition and Qualification – There shall be an independent National Commission on Audit (COA) composed of a Chairman and two (2) Commissioners who shall have been, at the time of their appointment, a member of the organization in good standing for the three (3) consecutive years prior to their appointment and Certified Public Accountants for the same period. One member each of the Commission shall come from Luzon, Visayas and Mindanao but all appointees must be screened by the National Executive Committee and approved by the National Board. Section 2. Term of Office – The Chairman and the two (2) Commissioners shall be appointed by the National President for a term of three (3) years without reappointment. The first three (3) members of the Commission to be appointed pursuant to this provision shall serve for a term of one, two and three years, respectively. The member serving his/her last year shall be Chairman of the Commission. Appointment to any vacancy shall be only for the unexpired portion of the term of the predecessor. Section 3. Powers and Functions - The COA shall have the following powers and functions: a) It shall personally examine, audit and verify the books of accounts of the organization, all the commissions, committees and projects and shall submit a quarterly audited financial statement to the National Board, and for the period ending March 30 of the current year to the General Assembly during the National Convention. b) It shall pre-audit disbursement in the trust fund of the organization; c) It shall submit audited financial statements for the immediately preceding year to the National Board, furnishing copies of the same to all the Chapters on or before December 31 of the current year; d) It shall exercise supervision and control over area auditors appointed by the National Vice President of the area for a term of one (1) year; e) It shall post-audit all receipts of national commissions, committees and special projects; f) It shall perform such other duties and functions as may be assigned by the National Board or by the National Assembly. B. NATIONAL COMMISSION ON ELECTIONS (COMELEC) Section 1. Composition and Term of Office – There shall be an independent National Commission of Elections composed of a Chairman and two (2) Commissioners representing the three (3) areas of the organizations, one member each of the Commission shall come from Luzon, Visayas and Mindanao who shall be appointed by the National President, upon the recommendation of the concerned NVP, subject to the concurrence of the National Board for a term of three (3) years without reappointment. Section 2. Qualifications and Eligibility and Vacancies – A member of the Commission must possess the following qualifications: a) He/She must be a regular member in good standing of his/her chapter for the last three (3) years prior to his appointment; b) He/She must be a member of the Philippine Bar; c) He/She must not come from the same chapter of the outgoing commissioner he/she is replacing. Section 3. Powers and Duties – The National Commission on Elections shall have the following powers and duties: a) Enforce and administer all rules and regulations related to the conduct of elections embodied in the National Election Code and made an integral part of the Policy Manual; b) Be the sole judge of all election contests, including pre-proclamation and quo warranto, and protests relating to election returns, qualification of voters, canvassing and validity of votes; c) Hear and decide election contests within thirty (30) days after the same are submitted for resolution; d) Register and accredit voting chapter affiliates and voting Chapter Presidents/Chairmen and voting delegates; e) Submit to the incoming and outgoing National Board at the National Convention on the day following the national election, a report on the conduct and manner of election and a statement of disbursement of funds allocated to the Commission which shall be subject to the accounts or audit; f) Recommend to the National Board effective measures to further minimize election expenses and prohibit all forms of election frauds and malpractices, political opportunity quest or nuisance candidacy or similar acts. All filing fees or assessments to be required from the candidates, other than the imposition of penalties, shall be subject to the approval of the National Board. Section 4. Prohibition Against Members – No member of the Commission shall engage directly or indirectly in organization partisan politics and shall not hold any other elective or appointive position or chairmanship during his/her term of office. Section 5. Area Commission on Election – There shall be an Area Commission on Elections in each Area composed of a Chairman and two (2) Commissioners appointed by the National President with the concurrence of the National Board to serve for a term of one (1) year. Section 6. Powers and Duties – Each Area Commission on Elections shall enforce the rules and regulations governing the conduct of election in each area conference concerned as provided for in the Election Code under the supervision and control of the National Commission on Elections. C. NATIONAL NOMINATIONS COMMISSIONS Section 1. Composition and Qualifications – There shall be a National Nominations Commission composed of seven (7) members, four (4) members of whom shall be the Past National Presidents for the four (4) consecutive preceding years starting with the Immediate Past National President and the other three (3) members shall represent the three (3) areas all to be elected in their respective area conferences, who shall serve for a term of one (1) year at the beginning of the calendar year following their election. The first members of the Commission who are Past National Presidents appointed pursuant to this provision shall serve for a term of one, two, three and four years, respectively, the first most senior Past National President who shall serve for one (1) year shall be its Chairman. If the most senior Past National President has already served in the same capacity, the next most senior Past National President shall act as its Chairman. Any appointee to a vacancy shall serve only the unexpired portion of the term of the predecessor. Section 2. Powers and Duties – The National Nominations Commission shall have the following powers and duties: a) Exclusively pass upon the qualifications and eligibility of all candidates to the National Board provided for in this By-Laws and in the Policy Manual; b) Examine, verify and approved the certificates of candidacy and nomination papers submitted by candidates; c) Examine and evaluate the candidates’ ability to carry out the duties of the office being sought; d) Certify to the National Commission on Elections the individual candidates have or not have satisfied all the requirements of this By-Laws and in the Policy Manual, and any candidate who shall possess any of the disqualifications shall be disqualified by the National Nominations Commission from running for office. Section 3. Candidates’ Personal Appearance before the Commission – Each candidate to the National Board shall appear personally before the National Nominations Commission. For this purpose, the commission shall convene, with notice to all candidates, within seven (7) days from the deadline for the filing of the certificate of candidacy to perform and discharge its duties. Failure to personally appear by any candidate before the commission shall be a ground for disqualification. Section 4. Deadline for Filing Certificate of Candidacy – All candidates for any elective office in the organization must file with the National Commission on Elections, copy furnished the National Nominations Commission, their Certificates of Candidacy in the form provided for in the National Election Rules accompanied by the written endorsement of their respective chapters not later than March 31 of the current year. If March 31 falls on a Sunday or a holiday, the certificate shall be filed on the next business day. Provided that, in the event that there is no candidate for a certain office, the deadline for the filing of a Certificate of Candidacy for that uncontested position shall be allowed up to one (1) day before the scheduled election date; Provided further, that should there still be no candidate for such uncontested position, the election for the officer thereof shall be by floor nomination during the closing plenary session in the Area Conference. Provided, finally, that the said nominee shall possess all the qualifications and none of the disqualifications provided for in this By-Laws and in the Policy Manual. NATIONAL EDUCATION BUREAU Section 1. Composition – There shall be a National Education Bureau composed of Training Officers coming from the three (3) Areas to be appointed by the National President. All elected Regional, Provincial and local chapter Presidents, Chapter Founders, or any other qualified members must accredit with the National Education Bureau and shall take refresher Education Bureau Training Course annually to maintain their authority as the official trainer-lecturers of the region and the local chapters. Section 2. Term of Office – The members of the Bureau, who shall be endorsed by their respective Area Councils and appointed by the National President with the concurrence of the National Board, shall each have a term of five (3) years without re-appointment. The appointee to any vacancy shall serve the unexpired portion of the term of his/her predecessor. Section 3. Qualifications – Members of the National Education Bureau shall possess all the qualifications and none of the disqualifications of a regular member of the organization. Section 4. Duties and Responsibilities – The National Education Bureau shall have the following duties and responsibilities: a) To conduct the Chapter Office Bearer’s Course which shall include a dialogue with the incoming officers during the Assembly; b) To make available to and conduct in all chapters, regions and areas PGBI-prescribed seminars and modules; c) To continuously design, formulate and conduct trainings and seminars for whatever purpose or involvement to all bona fide members and officers of the organization. Section 5. Funds – There shall be established a fund for the National Education Bureau which shall be equivalent to five percent (5%) of the PGBI annual budget. These funds must only be spent for printing of seminar materials, manuals and publications and in no case shall the funds be used for travel expenses and/or honoraria of the members of the Bureau. ARTICLE VII CONSTITUTIONAL BODIES Section 1. National Justice Tribunal a) Duties and Powers: The quasi-judicial body that deals with the administrative and disciplinary machinery of the organization shall be vested in the National Justice Tribunal and in such inferior offices as may be established by the organization. It has jurisdiction to review, revise, reverse, modify or affirm on appeal, final decisions of inferior offices in: All cases in which the constitutionality or validity of any resolutions, circulars, regulations, decisions or implementing orders is in question. All cases in which the jurisdiction of any inferior office is in issue. All cases in which an error or question of law is involved. It shall exercise original jurisdiction over complaints filed involving national officers. b) Composition: The Chairman and four (4) other members of the tribunal shall be appointed by the National President with the approval of the National Board. Section 2. National Investigation and Prosecution Office a) Duties and Powers The National Investigation and Prosecution Office shall have exclusive charge of the enforcement and administration of all regulations relative to the security of all officers and members of the organization; the investigation and prosecution of all offenses in violation of the Constitution and infractions of existing regulations; and shall exercise all other functions, which may be conferred upon it by the organization. b) Composition: The Chairman and four (4) other members of the tribunal shall be appointed by the National President with the approval of the National Board. Section 3. Qualifications Constitutional Officers shall have the following qualifications: a) He/She is a natural born citizen of the Philippines; b) He/She is at least twenty six (26) years of age; c) He/She has been an active member of the organization for at least five (5) years. Section 4. Term of Office The Constitutional Officers and Members shall hold office during good behavior for a period of five (5) years without reappointment or until they have become incapacitated to discharge the duties of their office. Section 5. Impeachment The officers and members of the Constitutional Office may be removed from office on impeachment for and conviction of serious crimes and culpable violation of this Constitution and By-Laws. The General Assembly, by a vote of two thirds (2/3) of all its members, shall have the sole power of impeachment. When the National President is on trial, the Chairman of the Justice Tribunal shall preside. ARTICLE VIII MEETING, NOTICES, QUORUM AND OTHER RELATED MATTERS Section 1. Council Meeting - The council may conduct meetings on the following schedule: a) Regular Meeting - The National, Area, Regional, City, Municipal / District, and the Barangay / Institutional Councils shall determine its regular meeting; b) Special Meeting - The council may conduct special meeting anytime upon call of the President or upon written request of at least five (5) members. Section 2. Notices - Notices of date, time and place of all assemblies / meetings shall be published or disseminated by the Secretary for at least five (5) days prior to the meeting, which notice shall state the agenda and, whenever necessary for the members’ advance consideration, accompanied by appropriate papers. Notice of any special assembly / meeting shall specify the purpose/s, for which the meeting is to be held, and no other business other than as stated, or those related thereto shall be considered during the meeting. Section 3. Quorum Assembly – A quorum shall consist of at least forty percent (40%) of all the members entitled to vote in the Barangay, Institutional, Municipal, District, City, Regional, Area Conference or in the National Convention. Council / Board / Chapter – The quorum requirement for a meeting of the council / board / chapter shall be majority of the numbers thereof. Section 4. Manner of Voting at Barangay / Institutional, Municipal / District, City and Regional Chapters. a) Members of good standing shall be qualified to vote or be voted upon and participate in the assembly; b) Election and removal of officers shall be by secret balloting; c) Actions on all other matters shall be in any manner as will truly reflect the decision of the membership; and d) Members shall be entitled to one vote and they may vote only in person. No proxy voting allowed. Section 5. Order of Business - The order of business at the assembly of the members shall be as follows: a) Proof of service of the required notice of the meeting except when such notice is waived by the members constituting a quorum; b) Proof of the presence of a quorum; c) Reading and approval of the minutes of the previous annual meeting except when such reading is dispensed with by a majority vote of those presents; d) Unfinished business; e) Report of the President; f) Elections of the council for the ensuing year; g) Other matters. The order of business of any assembly may be changed by a vote of a majority of members present. ARTICLE IX COMMITTEES Section 1. Permanent Committees - After the organization of the National Organization of Members, the following permanent committees shall be formed, with the duties and powers specified hereunder: a) Committee on Membership - Consisting of three (3) members, one each from Luzon, Visayas and Mindanao in the case for National Organization of Members, to which committee shall be referred all questions relating to membership in the organization; the strict observance of procedures for screening and interview only; the schedule of recruitment base upon the quota and allocation as directed by the Regional President with the concurrence of the Regional Director of the Founders Group. Section 2. Special Committees - The council may form the following Special Committees, with the duties and powers specified hereunder: a) Committee on Sports and Physical Fitness -Consisting of three (3) members, one each from Luzon, Visayas and Mindanao in the case for National organization of Members, to which committee shall be referred all matters pertaining to sports and physical fitness program of the organization; b) Committee on Awards and Appreciation - Consisting of three (3) members, one each from Luzon, Visayas and Mindanao in the case for National Organization of Members, to which committee shall be referred all matters pertaining to giving of awards and appreciation to deserving members, as well as to any person who has extended support or assistance which redounded to the benefits of the organization; c) Committee on External Affairs - Consisting of three (3) members, one each from Luzon, Visayas and Mindanao in the case for National Organization of Members, to which committee shall be referred all questions affecting our relations with the local governments, government agencies and non-government organizations related to peace and prosperity; d) Committee on Electoral Reforms - Consisting of three (3) members, one each from Luzon, Visayas and Mindanao in the case for National Organization of Members, to which committee shall be referred all matters affecting the election tribunal of the organization. Section 3. Other committees - The council may create other committees to undertake a singular task. Section 4. Organizational Structure - The National Organizational Structure of Constitutional Bodies shall be made applicable as far as practicable in the levels of the Regional, City, Municipal, District, Barangay and Institutional Chapters. ARTCLE X FINANCES AND DUES Section 1. Sources of Fund - The funds of the organization shall be derived from membership fees, dues, assessments, grants, contributions, donations and from other fund raising activities. Section 2. Every member of the organization shall pay the following: a) Membership Fee - Php 150.00; b) Monthly Dues - Php 30.00; c) ID Printing Cost - PhP 50.00. Section 3. Annual Dues – An individual member of a chapter shall pay the annual dues of at least Three Hundred Sixty Pesos (Php360.00) per year or Thirty Pesos (Php30.00) monthly. The annual dues may be adjusted by the National Board from time to time in accordance with the needs of the organization. Section 4. Retention of Funds - Out of the funds realized and collected from monthly dues shall be distributed and paid by the Treasurer of the local or collecting chapter as follows: a) 70% - shall be retained by the collecting Barangay, Institutional, District, Municipal and City Chapter; b)10% - shall be remitted to the Provincial Executive Council; c)10% - shall be remitted to the Regional Executive Council; d) 5 % - shall be remitted to the Area Council; e) 5% - shall be remitted to the National Headquarters. Section 5. Schedule of Remittances - The remittances of the annual dues shall be made by the Treasurer of the collecting chapters as follows: a) Provincial / Regional Share - 3 rd quarter of every year; b) Area Share - 2 nd quarter of every year; c) National Share - 1 st quarter of every year. Section 6. Chapter Affiliation Fee – All local chapters, aside from the annual dues being paid by its individual members, shall pay an annual affiliation fee of Five Hundred Pesos (Php500.00). The said chapter affiliation fee may be adjusted by the National Board from time to time in accordance with the needs of the organization. Section 7. Special Assessment – Proposed special assessment must be contained in the budget of the organization and must pertain to expenses. Proposed special assessment must be approved by a majority vote of the voting strength of the chapters in good standing in a referendum called for the purpose. Section 8. Newly-Chartered Chapters – Newly-chartered chapters shall pay their annual individual dues and chapter affiliation fee in full for the current year regardless of the date of their formal affiliation. Section 11. Deadline for Payment of Dues –Annual Dues must be paid in full on or before March 30 of each calendar year. Only chapters that have paid their dues in full on said date shall be entitled to vote in the Area Conference and in the National Convention. Section 12. Suspension and Forfeiture – Any chapter which shall fail to vote at the Area Conference or National Convention due to non-payment of dues shall be considered delinquent and shall be deemed suspended from all rights and privileges as an affiliate chapter, provided, however, that if said chapter is able to pay the dues and surcharges within the period of six (6) months from its delinquency, it shall be restored as an affiliate chapter in good standing. In all cases, the failure of any chapter to pay any amount due from membership within six (6) months from date of receipt of the written notice of delinquency from the National Treasurer, or within the six (6) months deadline set forth in the preceding paragraph shall be a cause for its disaffiliation or the forfeiture of its charter and membership in the organization as may be determined by the National Board. Any chapter which shall continuously fail to pay any amount due from membership for two (2) consecutive years shall have its chapter affiliation or charter revoked without the need for any action on the part of the National Board. Section 13. Restoration of Charter – A disaffiliated chapter may have its charter reinstated upon application with the National Board subject to the guidelines to be issued by the National Board for this purpose, provided that a reinstated chapter can exercise its voting rights only upon the full payment of its dues for the current year and other back dues and penalties, if any. Section 14. Financial Commitments – No financial commitment on the part of the organization shall be made over and above the budget approved by the National Board, provided that expected savings may be committed upon authority or approval by the majority of the total membership of the National Board. Section 15. Assets – All funds, real properties and other assets shall be held and maintained in the name of the organization. Section 16. Budget – The Secretary General shall prepare and submit to the National Treasurer his/her recommendations on the operating budget of the ensuing year. Section 17. Fund Surplus – A special fund surplus shall be created which shall not be less than ten percent (10%) of the yearly income excluding sponsorship income. This fund shall be accumulated at the rate of not less than one percent (1%) of the total dues income per year until the appropriate amount is reached. Disbursement from this fund must be approved by the General Assembly at a National Convention upon the recommendation of the National Board. Section 18. Bank Signatories – Subject to the provisions of this Constitution, all disbursements from the organization’s bank accounts or certificates of deposit shall require at least two (2) authorized signatories to be designated by the National Board or the National EXECOM in a resolution approved for this purpose. Section 19. Offsetting of Accounts – The offsetting of an account or membership dues by any chapter with any obligation of the organization is prohibited unless the account is mutually agreed upon within ten (10) days prior to the deadline for the payment of such dues or accounts. Section 20. Convention Income – Unless otherwise provided in a resolution by the National Board, the host Region of any National Convention or host chapter of any Area Conference shall remit to the organization ten percent (10%) of its gross receipts collected from registration fees. Section 21. Bank Accounts and Depository Bank – The organization shall maintain its account with at least two (2) banks in good standing to be approved by the National Board upon recommendation of the National Treasurer. No account can be opened by any project director or chairman in the name of the organization or in his/her own project without the approval of the National Board and unless the National Treasurer is one of the signatories. All such national project accounts so opened shall be closed at the end of the calendar year and all funds remaining therein transferred to the regular account of the organization. All funds remaining in the hands of the outgoing National Treasurer, officer, project chairman or director or persons under their control shall likewise be turned over to the incoming National Treasurer. Section 22. External Auditor – The organization shall retain an External Auditor approved by the National Board. He/She shall conduct an audit of the organization’s finances at least once a year, or as often as the Board may decide. Section 23. Education Bureau Fund – The host chapter or region of any Area Conference or Special National Convention shall remit to the organization five percent (5%) of its gross receipts collected from registration fees which shall be deposited in a special bank account to be called “Education Bureau Trust Fund”. Section 24. Disbursement from the Education Bureau Trust Fund – Disbursement from the Fund shall only be for training and related leadership development activities and shall not exceed the interest earned by the Fund and shall only be upon the recommendation of the National President and approval of the National Board. Section 25. Board of Trustees – The Trust Fund shall be managed by a Board of Trustees to be composed of five (5) members, with one (1) Trustee to be elected from each of the three (3) Areas during the elections in the Area Conference, and the remaining two (2) members to be elected by the National Board. ARTICLE XI POLICY MANUAL, RULES OF PROCEDURE Section 1. Policy Manual – There shall be a Policy Manual of the organization, the purpose of which is to institute rules governing the organization and its affiliate chapters and the conduct of its business, and the provisions of which may be changed from time to time by the National Board after thirty (30) days from the completion of its publication in an official newsletter distributed to all chapter affiliates in good standing. In case of conflict between the provisions of this Constitution and the Policy Manual, the former shall prevail. The National Executive Committee shall prepare such Policy Manual of the organization and, upon approval of the National Board, shall be binding on all the chapter affiliates. Section 2. Rules of Procedure – The business of the organization shall be conducted according to this By-Laws and the Policy Manual and where not otherwise provided, by the Robert’s Rules of Order. Section 3. Committee System – The National Board may create such committees or commissions as may be necessary to carry out the program of activities of the organization. Section 4. Chairperson – A Chairperson shall be appointed to each of the committee or commission of the organization by the National President with the concurrence of the National Board. Section 5. Ex-Officio Members – The National President, the Secretary General and the National Treasurer shall be ex-officio members of the committees and commissions. Section 6. Supervision – All committees and commissions shall be under the supervision of the Secretary General or such other officers authorized by the National Board. Section 7. Disbursement of Committee or Commission Funds - All monies, funds and properties received by any committee or commission shall be deposited in the name of the organization and no withdrawal from such fund shall be made without the signature of the National Treasurer and in accordance with the budget. Section 8. Awards - i. Function – To recognize and honor outstanding achievements in the fulfilment of the purposes of the Constitution by the chapters or individual members; ii. Development – The development of the national awards shall be initiated by the National Records and Recognition Commission (NRRC) who shall ensure their relevance to the areas of opportunities and to the membership development of chapters; iii. New Awards and Changes – The adoption of new awards, substitution of or changes in the award description shall require a two-thirds (2/3) vote of the General Assembly. 1) Each of the three (3) area councils shall submit fifteen (15) names to compose the pool of judges one (1) month prior to the Area Conference. However, they should not come from the same Chapter; 2) Each member of the panel of judges shall have one vote. All decisions will be made by a simple majority; 3) Upon completion of judging, the awards judges shall review the entry rules and related matters, and propose desirable changes to the National Board at their meeting immediately after the National Convention. The Board may adopt these rules by a simple majority. ARTICLE XII GRIEVANCE PROCEDURE AND DISCIPLINARY ACTIONS Section 1. Grievance Committee – There is hereby created a Grievance Committee composed of a Chairman and eight (8) members who shall have been, at the time of their appointment, a member of the organization in good standing for the last three (3) consecutive years prior to their appointment. Three members each of the committee shall come from the Regional Founders Group of each area to be appointed by the National President upon the recommendation of the NVP and concurred by the National Board for a term of three (3) years. Section 2. Jurisdiction – The Grievance Committee shall have original jurisdiction to hear and decide cases involving: a. Controversies arising out of inter-Chapter or intra-Chapter relations; between and among individual members; between any or all of them and the chapters of which they are members, respectively; and between a chapter and the National Organization of Members insofar as it concerns their affiliation or right to exist as such chapter; b. Controversies in the election or appointment of chapter officers, directors or trustees; c. Controversies between any chapters, individual members and the National Organization of Members with regards to interpretation, application or compliance with any of the provisions of this Constitution and Policy Manual. When the controversy calls for a disciplinary action, it shall not be considered as a grievance. It shall be a disciplinary case in accordance with the provisions hereof. Section 3. Procedure – The Grievance Committee shall, within thirty (30) days from its composition, create its own Rules of Procedure that is deemed most appropriate in the settlement of grievances. Such Rules of Procedure shall form part of the Policy Manual of the Organization. Section 4. Decision and Appeal – The decision of the Grievance Committee shall be appealable to the National Board through the PGBI Legal Counsel. The PGBI Legal Counsel, within ten (10) days from receipt of the appeal and the reply memorandum, shall forward his/her findings and recommendations to the National Board. The decision of the National Board shall be final and unappealable. If the National Board is unable to meet for this purpose, the National EXECOM may perform this function. Section 5. Grounds for Disciplinary Action – Elective and appointed members of the National Board and members of the Constitutional Commissions of the organization may be censured, suspended, impeached from his office or expelled from the organization for violation of the By-Laws or Policy Manual or Code of Conduct, conviction of any crime involving moral turpitude, dereliction of duty or conduct inimical to the interests of the organization. Section 6. Procedure – The National Board may, motu propio or upon petition by any individual member or chapter, inquires into the existence of any of the aforesaid grounds for disciplinary action of an elective or appointed member of the National Board or Constitutional Commissions. After due notice and hearing, the National Board shall take whatever action it may deem warranted under the premises. Such action may consist in censure, suspension, impeachment from office or expulsion from the organization. A report on the action taken, stating the facts and other circumstances, shall immediately be submitted by the National Board to the General Assembly in a National Convention for its information or action. The decision of the National Board may be reversed, set aside, amended or modified by a two-thirds (2/3) vote of the General Assembly during such National Convention. ARTICLE XIII AMENDMENTS Section 1. Amendments - Amendments, modifications or repeal of this Constitution and By-Laws may be proposed in writing by at least twenty five (25) members of the organization, furnishing copies thereof to each member of the National Board who shall consider such proposed amendments in a meeting called for the purpose. Such proposed amendments shall state thereon the old provisions and the proposed new provisions. Section 2. Amendments to this Constitution and By-Laws shall be approved by at least two-third (2/3) vote of all the delegates to a national convention or by a majority of all the members of the National Board in a meeting called for this purpose. ARTICLE XIV TRANSITORY PROVISIONS Section 1. All acts, things, deeds, contracts, agreements, disbursements and other actions that have been made, executed and signed, do and performed previously, not inconsistent with this Constitution, which are necessary and requisite to be done in and about the premises are hereby ratified and confirmed to have been done or cause to be done by virtue thereof. Section 2. All existing laws, proclamations, issuances not inconsistent with this Constitution shall remain operative until amended, modified or ratified. Section 3. The newly-elected members of the National Executive Council during the 8 th National Convention at Bacolod City on April 17-19, 2009 shall, upon ratification of this Constitution and By-Laws, perform the duties and functions of the National Board until a regular National Board shall have been elected and have assumed office in an election called for this purpose in the National Convention of April, 2012. EFFECTIVITY Section 1. Effectivity - This Constitution and By-Laws shall take effect upon its ratification by a majority of all the official delegates to the 8 th National Convention held on April 17-19, 2009 at Bacolod City, Negros Occidental.