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Leadership/Governance

2.0    WOFAK’s GOVERNANCE ORGANS 

2.1       Governance Structure

The governance structure of WOFAK is at four levels; the General Meeting, the Board of Directors, Committees of the Board, and the Branch Support Committees.

WOFAK’s governance structure is presented in Appendix 1.

2.2       General Meeting

The General Meeting is established by Article 3.2 of WOFAK’s constitution. It is the supreme governance organ of the organization and each year WOFAK shall hold a general meeting as its Annual General Meeting. The business of the Annual General Meeting shall cover:

  1. Election of the Board of Directors
  2. Affirmation of the strategic direction of WOFAK
  3. Receipt and adoption of the report of the Board of Directors, including annual audit report
  4. Approval of any changes in WOFAK’s constitution
  5. Dealing with other constitutional matters as required
  6. Dealing with any matters for which notice has been duly received
  7. Fixing of the remuneration of the Auditors.

Any other general meeting other than the Annual General Meeting shall be called Special General meeting and is convened as provided for in Article 3.2 (2) and Article 4.2 of the constitution.

2.4       Board of Directors  

The Board of Directors is established by Article 3.3 of the constitution and is elected by the Annual General Meeting (AGM). The Board is mandated to ensure that the organization is guided by its vision, mission, core values, guiding principles and objectives in its operations. The Board also ensures that the organization operates within its mandate, preserves its values, and operates as a responsible and respected corporate citizen. Broadly, the role of the board is to:

  • (a) Provide strategic guidance and direction to the organization.
  • (b) Provide overall oversight to the business and operations of the organization.
  • (c) Formulate and ensure compliance with policy.
  • (d) Formulate strategy to provide the organization with long-term direction.
  • (e) Guide the development of new programs.
  • (f) Ensure that the organization is well positioned to influence policy in areas that relate to its mandate and mission.
  • (g) Ensure that the organization builds, nurtures, and sustains a strong public image.

The board is made up of at least five (5) and not more than (9) members.

2.5       Committees of the Board

To manage its workload, the board shall appoint committees with the specific objective of expediting the conduct of its business, and to provide technical support in their areas of expertise, oversight on the conduct of business in the respective areas, and accountability on functions of management that relate to their mandate. The committees of the board have the responsibility to report to the board on a regular basis any issues that might arise although it is understood that delegation of responsibilities to committees does not relieve the board of its ultimate responsibility for the affairs of the organization.

Each committee chairperson shall report on the work of the committee and the issues which it has discussed at every board meeting. These reports shall where necessary be supported by appropriate documentation which will be prepared by management. In addition the minutes of all committee meetings shall be circulated with the board papers for the regular board meetings.

Each committee shall have its own terms of reference which shall be reviewed periodically by the board.

The board has established the following standing committees:

  • (i) Finance and Administration Committee
  • (ii) Program Committee
  • (iii) Grants Management and Resource Mobilization Committee

The Terms of Reference (ToRs) and composition of the Committees of the Board are contained in Appendix 2 to 4.

2.6       Patron

This part outlines the role of the Patron and the process of his/her appointment.

2.6.1    Role of Patron

  1. The role of the Patron includes but is not limited to the following:
  • (a) Enhance the status of WOFAK by their willingness to be publicly associated with the objectives, programs and activities of the organization.
  • (b) Provide advice and counsel on general directions or specific activities of the organization.
  • (c) Attend public events organized by WOFAK and participate in significant events.
  • (d) Generate media coverage and speak for the organization in the media, and/or
  • (e) Participate in WOFAK’s fundraising events or support fundraising activities.
  1. The Patron does not have any responsibility for the management of the organization and have none of the legal responsibilities of Board members.
  2. The Patron will be appointed on the basis of their standing in the general community, the compatibility of their values with those of WOFAK and their actual or potential contribution to the vision and mission of the organization.

2.6.2    Process of Appointing the Patron

  1. The WOFAK constitution gives the Board the power to appoint patrons at a regular meeting of the Board.
  2. Any member of the Board can nominate a person to be a Patron by submitting an agenda of intention to propose a Patron to a Board meeting. The member shall in proposing a name to be considered as Parton provide the background and qualities of the person and how they will be of value to WOFAK in this role.
  3. Nominations will be accepted on the unanimous agreement of the Board.
  4. People who have a connection to WOFAK, the issues we work with or who is a personal contact of WOFAK Board members, staff etc. are more likely to agree to be Patron/s.
  5. Following acceptance of a nomination, the person will be contacted by WOFAK, first through a face-to-face contact by the Executive Director, and followed by letter, asking them to be the Patron and outlining his/her role and providing a background on the organization. The letter will be signed by the Executive Director in his/her capacity as the Secretary to the Board.
  6. However if a member of the Board has a prior association with the person proposed to be the Patron, they will make initial contact. Follow-up contact will be done by the Executive Director.
  7. The Patron will be appointed for a period of 3 years, with a review at the end of this time. This gives the Patron and the organization opportunity to decide if they want to continue the association. If they are willing to continue then the appointment can be extended for a further period of 3 years.
  8. The term of the Patron can be reduced by agreement if necessary.

2.6.3    Supporting the Patron

  1. The Executive Director will have the lead responsibility for supporting the Patron. This will include keeping contact with the Patron and updating him/her on the work of the organization, as well as negotiating with them for their involvement in particular campaigns or activities.
  2. An annual thank you letter, signed by the Secretary, will be sent to the Patron along with a copy of the annual report.
  3. A certificate of appreciation will be issued to a Patron who is relinquishing his/her position as patron.