The following shall be known as the rules of the Banking With The Poor Network. The rules are the terms of self-government by which the association operates and while not legally binding, must be complied with by all current and future members of the Banking With The Poor Network.
Introduction
The Banking with the Poor Network owes its origins to Asia-Pacific regional workshops on Banking with the Poor conducted in Manila (1991), Kuala Lumpur (1992) and Brisbane (1994) convened by the Foundation for Development Cooperation. Organisations represented at one or more of those meetings formed the nucleus of the Network. These and other organisations from nine South and Southeast Asian countries (Bangladesh India Indonesia Malaysia Nepal Pakistan Philippines Sri Lanka Thailand) attended an inaugural meeting convened by the Foundation for Development Cooperation in Singapore in July 1996. There they discussed the possibility of forming a Banking with the Poor Network independent of the Foundation for Development Cooperation, and authorised the development of a constitution for the new organisation. The Singapore meeting resolved that the Foundation for Development Cooperation should initially perform the roles of Secretariat and Fiscal Agent for the Network.
Article 1 - Objectives
1.1 The Banking With The Poor Network (hereafter known as the BWTP Network) is a not-for-profit, regional association of organisations committed to improving the quality of life of the poor through promoting and facilitating access for the poor to credit, savings instruments and other financial services through linkages between financial sector institutions (such as commercial banks), non-government organisations (NGOs) and self-help groups. BWTP Network members believe in promoting the alleviation of poverty through increasing the availability of credit on a sound commercial basis for large numbers of people who are not served directly by traditional financial institutions.
1.2 The BWTP Network’s mission is to:
(a) promote the growth of self-help groups of the poor
(b) increase access of the poor to financial services by means of sustainable linkages between financial institutions (such as commercial banks) and NGOs and self-help groups of the poor
(c) influence the policies and practices of governments, monetary authorities, financial sector institutions and NGOs through research, advocacy, policy dialogue, awareness-building and information-sharing. These will be conducted through seminars, workshops and other means
(d) provide Network members with access to information that increases their knowledge about best practice in microfinance service provision, capacity-building and technological upgrading for institutions engaged in Banking with the Poor, and
(e) document and demonstrate the successes and lessons learned in microfinance provision achieved by Network members as a means of improving policy and practice in the field more generally.
The Network will measure its achievements and progress towards meeting its objectives each year in terms of
(a) the number of new linkage relationships established between commercial financial institutions, NGOs and self-help groups of the poor
(b) the number and volume of new microcredit loans advanced by Network members
(c) the number of new savings accounts, and total volume of new savings mobilised by Network members
(d) the number of new clients accessing microfinance services, and the numbers of new self-help groups formed
(e) the progress of member microfinance institutions towards operational and financial sustainability, and/or the maintenance of such sustainability
(f) changes in national level policy and regulatory environments in Network countries supportive of microfinance provision through linkages between financial sector institutions and NGOs and self-help groups of the poor
(g) other evidence of positive impacts on poverty attributable to the microfinance operations of BWTP Network members, as measured by impact assessments.
The Executive Committee is the governing body of the BWTP Network. The Executive Committee shall have authority to manage the affairs of the BWTP Network.
3.1 Composition
The Executive Committee shall consist of five members: one from an institution with national policy responsibility in the area of microfinance, one from a commercial bank, one from an NGO, (the Financial Institution Representatives), one at-large seat and one representing the body responsible for the BWTP Network’s Secretariat. Where the functions of Network Secretariat and Fiscal Agent are separated, a sixth Executive Committee seat will be held by the representative of the Fiscal Agent.
3.2 Selection and Term of Office
(a) The Executive Committee is elected by the entire membership for three year periods, with staggered terms to allow the election of at least one Executive Committee member each year. Executive Committee members may be reelected for a maximum of two consecutive terms. If the Foundation For Development Cooperation does not act either as the BWTP Network Secretariat or as the Fiscal Agent, it will be the at-large representative.
(b) Candidates for open seats are elected by ballot by BWTP Network members at the annual Membership Meeting.
(c) In the event of a written resignation of an Executive Committee member before the end of their term, the remaining members of the committee shall elect a replacement from the same class of member to complete the term.
(d) Where the individual representing a particular institution ceases to be employed by that institution, the institution concerned may nominate a replacement member for the balance of the term of membership.
3.3 Executive Committee Meetings
(a) The Executive Committee shall meet a minimum of two times annually.
(b) Prior to the BWTP Network annual general meeting, the Executive Committee shall meet to review the activities and progress made since the last annual general meeting and to prepare the agenda for the BWTP Network annual general meeting and any associated meetings.
(c) Following the annual general meeting, the Executive Committee shall meet to integrate new committee members and to develop a plan to implement the goals outlined by the membership during the annual general meeting.
(d) Executive Committee decisions shall be decided by majority vote.
(e) All Executive Committee members, or their designates appointed in writing by the members concerned, must be present as permitted under these rules for the Executive Committee to serve in an official capacity.
3.4 Responsibilities
(a) The Executive Committee sets broad policy guidelines for the BWTP Network.
(b) On the recommendation of the Membership Committee the Executive Committee approves and invites new members to join the BWTP Network.
(c) The Executive Committee approves the BWTP Network budget and the plan of operation for the BWTP Network.
(d) The Executive Committee supports the work of the BWTP Network Secretariat to increase the BWTP Network's visibility, strengthen the membership base, raise funds for general operating expenses and special projects, and advocate the philosophy of the BWTP Network with key participants in the field of banking with the poor.
(e) The Executive Committee oversees the work of the BWTP Network Secretariat.
(f) The Executive Committee shall assess the degree to which all members are adhering to the membership criteria and may remove any member that no longer meets the membership criteria or does not comply with these rules.
3.5 Executive Committee Chair
(a) The Executive Committee elects a Chairperson who guides the BWTP Network to fulfil its mission.
(b) The Chair is the chief spokesperson for the BWTP Network and presides at all Network functions.
(c) The Chair is elected by the Executive Committee for a renewable, one-year term.
4.1 Member Responsibilities
(a) Members of the BWTP Network, are expected to work constantly towards achieving the BWTP Network’s objectives.
(b) Members are expected to participate in the BWTP Network’s conference.
(c) Members are responsible for paying their annual fees at rates approved by the Annual General Meeting. Changes in annual fees require a two-thirds majority of members present at an Annual General Meeting.
4.2 Member benefits
(a) use of the BWTP Network name and logo, under circumstances approved by the Executive Committee, in member organisation publications and letterheads
(b) receipt of newsletters, publications and technical materials produced or sourced by the Network, regionally and internationally
(c) subject to the availability of resources, access to technical assistance for initiating or developing self-help groups and other aspects of the linkage mechanism
(d) participation in national and regional program activities conducted by the Network, including meetings and workshops
(e) channels of communication by the Network on behalf of member institutions to multilateral and bilateral development agencies and international financial institutions concerned with microfinance development
4.3 Member Representatives and the Annual General Meeting
(a) Each member organisation may have no more than two formal representatives to the BWTP Network who are both eligible to serve the BWTP Network in an official capacity.
(b) Network members shall be represented by their chief executive managers or their delegate nominated in writing.
(c) The Network shall hold an annual general meeting to discuss Network activities, select committee members and approve annual fees.
(d) The Chair presides over the meeting and the Executive Committee prepares the agenda.
(e) In any BWTP Network decision-making conducted by vote, each member organisation is allowed one vote.
4.4 Membership Criteria
The Network wishes to maintain a balance among membership from institutions with national policy responsibility in the area of microfinance, commercial banks or similar financial institutions, NGOs and support organisations.. Candidate organisations must demonstrate a commitment to the philosophy of the BWTP Network and fall into one of the following four categories:
(a) institutions which exercise national level policy responsibility in the area of microfinance in one of the countries represented in the Network
(b) NGOs and similar microfinance institutions with good performance as measured by level of financial self-sufficiency and scale of operations. The Network shall consider institutions that are fully self-sufficient or whose record demonstrates the vision and commitment to become self-sufficient
(c) regulated financial institutions, such as commercial banks, that demonstrate a commitment to microfinance
(d) support organisations that provide technical and other assistance to microfinance institutions. The number of support institutions shall be restricted to ensure at least three-quarters of the BWTP Network are financial institutions, but will always include the Foundation For Development Cooperation which will be a permanent member.
4.5 Associated Institutions
Institutions which satisfy the criteria in any of the above four categories and which are unable for any good reason to accept membership of the BWTP Network may be invited by the Executive Committee to participate in Network activities as associated institutions. They may attend the Annual General Meeting but will not be entitled to vote.
4.6 Membership Committee and the Selection of New Members
(a) The Network may expand its membership gradually and shall apply its membership criteria rigorously to ensure that its composition fulfils the original objectives of the BWTP Network. The BWTP Secretariat shall play an active role in the identification of new members.
(b) The BWTP Network shall elect a Membership Committee with one representative from each of the categories named in 4.4, sections (a), (b) and (c), above, and the Foundation for Development Cooperation. Membership Committee members may not concurrently serve on the Executive Committee with the exception of the representative of the Foundation for Development Cooperation. Membership Committee members serve a one-year, renewable term.
(c) Candidates for BWTP Network membership are identified by members of the Membership Committee. With the support of the BWTP Network Secretariat, Membership Committee members assess a candidate's eligibility and their interest in joining the BWTP Network. Any member may recommend candidates for the Membership Committee to assess.
(d) The Membership Committee shall forward membership nominations to the Executive Committee for approval at least six months prior to the next annual general meeting. Executive Committee approval for new members must be unanimous.
4.7 Removing a Member
Members may be removed from the BWTP Network by the Executive Committee if:
(a) they are not adequately participating in BWTP Network activities (including, but not limited to reporting as required on microfinance activities);
(b) they have not paid their annual fee;
(c) the member organisation no longer meets BWTP Network membership criteria; and
(d) the member does not comply with the BWTP Network rules.
5.1 Role of Working Committees
(a) The membership may create short-term, working committees to focus on specific projects or issues that are outside the role of the Executive Committee or the Membership Committee.
(b) Working committees shall report to the Executive Committee.
5.2 Selection and Term of Office
(a) Any Network member may volunteer to participate in working committees. The size of the working committee may vary. The Executive Committee may limit the number of participants in a working committee.
(b) Executive and Membership Committee members may serve concurrently on working committees.
(c) Working committee composition shall not be restricted to BWTP Network members. With approval from the Executive Committee, the working committee may invite individuals from outside the BWTP Network to participate in the activities of the committee.
(d) The existence of working committees is project-specific. The working committee shall disband at the conclusion of the project.
6.1 Appointment of Fiscal Agent
The BWTP Network shall appoint one of its members to fulfil the role of Fiscal Agent for the BWTP Network.
6.2 Responsibilities of the Fiscal Agent
(a) The Fiscal Agent may employ staff and/or consultants with approval from the Executive Committee.
(b) The Fiscal Agent shall serve as the BWTP Network's fiscal agent.
(c) The Fiscal Agent is responsible for the safekeeping and proper use of Network resources. The Fiscal Agent shall maintain the BWTP Network’s resources and funds separate from its own funds. The Fiscal Agent shall prepare annual accounts detailing the status and application of the BWTP Network's resources and shall have those accounts audited by a qualified and independent auditor. A copy of these audited accounts shall be approved by the Executive Committee and will be available to all members and financial sponsors.
(d) The Executive Committee shall assume major responsibility for fundraising for the BWTP Network's operations and shall work closely with the Fiscal Agent in this function. Formal applications for funding in support of the Network shall be signed by the Chair of the Executive Committee and shall nominate the Fiscal Agent to deal with the funding agency in regard to financial matters.
(e) To provide continuity to the governance of the BWTP Network, the Fiscal Agent shall serve as an ex officio member of the Executive Committee and work closely with the Chair of the Executive Committee.
(f) The Fiscal Agent shall be capable and willing to provide technical assistance to the BWTP Network.
6.3 Criteria for Fiscal Agent
To qualify as Fiscal Agent, candidate organisations must have the following:
(a) legal personality, gained through incorporation or registration in some legal jurisdiction, which is acceptable to third parties for contractual purposes
(b) familiarity with and strong commitment to the objectives and the BWTP Network operations of some or all of the BWTP Network members;
(c) access to donor organisations; and
(d) technical and other resources to fulfil the responsibilities of the Fiscal Agent.
6.4 Selection and Term of Office
(a) Any Network member that meets the criteria outlined in section 6.3 may be nominated, or nominate itself, for the role of Fiscal Agent.
(b) To assume the role of Fiscal Agent, a candidate organisation must receive a vote of confidence from at least two-thirds of the membership.
(c) The status of the Fiscal Agent shall be reviewed every three years or upon the resignation of the Fiscal Agent.
7.1 Reporting Lines
(a) To manage the day-to-day activities of the BWTP Network, the BWTP Network shall maintain a secretariat.
(b) The secretariat functions will be performed by a member of the BWTP Network elected annually, by the BWTP Network members. The elected member shall provide accommodation for the secretariat. The Executive Committee, shall determine the terms and conditions of the secretariat responsibilities, including reasonable compensation having regard to the activities undertaken.
(c) The secretariat shall work closely with the Executive Committee to implement the BWTP Network's mission.
7.2 Role of the BWTP Network Secretariat
The role of the BWTP Network Secretariat shall include, but not be limited to, the following functions:a) advocate the sustainable linkage approach to microfinance with multilateral institutions, donors, practitioners, and other relevant parties
(b) organise annual Network conferences;
(c) promote the cross-fertilisation of ideas within the BWTP Network by coordinating communications, visits and staff exchanges between members, and developing a Network newsletter;
(d) strengthen the membership of the BWTP Network by researching candidate institutions and integrating newly invited members into the BWTP Network;
(e) work with sponsors to raise funds to support the work of the BWTP Network;
(f) prepare a budget for approval by the Executive Committee, produce an annual statement reflecting the financial condition of the BWTP Network, and report to donors on the use of their funds;
(g) prepare regular reports to update members on the BWTP Network's activities;
(h) provide additional services to the BWTP Network membership as requested.
7.3 Criteria for Secretariat
To undertake the responsibilities of the secretariat, candidate organisations must have the following:
(a) Familiarity with and a strong commitment to the objectives of the BWTP Network and familiarity with the operations of some or all of the BWTP Network members.
(b) The technical and other resources to fulfil the secretariat role.
7.4 Selection and Term of Office
(a) Any BWTP Network member that meets the criteria outlined in clause 7.3 may be nominated, or nominate itself to fulfil the secretariat responsibilities.
(b) To assume the secretariat responsibilities, a candidate organisation must receive a vote of confidence from at least two-thirds of the membership.
(c) The status of the secretariat shall be reviewed every three years, or upon the resignation of the member fulfilling that role.
Article 8 - Meetings
8.1 Annual general meeting
Subject to any other specific provision of these rules:
(a) The ordinary business of the annual general meeting will be to receive and consider, amongst other things, the accounts of the BWTP Network and the report of the Executive Committee on the activities of the BWTP Network during the preceding 12 months and the progress of the BWTP in achieving its objectives.
(b) A meeting of all members other than the annual general meeting may be called by the Executive Committee or a member with the consent of two thirds of all members.
(c) At least 14 days notice is required for any meeting.
(d) Two thirds of the members present by person or by audio, or audio/visual electronic means shall be quorum.
(e) The Chairperson of the Executive Committee shall chair the annual general meeting.
(f) No resolution shall be passed unless it has the support at the annual general meeting of two thirds of the members present.
8.2 Executive Committee
Subject to any other provision of these rules:
(a) Meetings of the Executive Committee may be held in person or by audio or audio/visual electronic means.
(b) The Executive Committee may meet or adjourn or otherwise regulate its meetings as it sees fit.
(c) A member of the Executive Committee may convene a meeting of the Executive Committee by notice in writing served on all other members of the Committee.
8.3 Resolutions in writing
A resolution in writing signed by one formal representative of each and ever member organisation or by all the members of a committee shall be as valid and effectual as if it had been passed at a general meeting of the Network or a meeting of the committee duly called and constituted.
9.1 The funds and property of the BWTP Network shall be applied solely for the promotion of the objectives of the BWTP Network and no portion shall be paid directly or indirectly by any means by way of profit to members of the BWTP Network, except that nothing in these rules will prevent the payment in good faith of funds to reimburse a member including the Fiscal Agent or Secretariat, for costs or expenses incurred by it for approved purposes of the BWTP Network, or in performing its functions.
9.2 The BWTP Network may be dissolved or terminated by resolution of two thirds of the members.
9.3 Upon a resolution being passed to dissolve or terminate the BWTP Network, the Fiscal Agent shall pay all outstanding costs or expenses due in respect of the activities of the BWTP Network. Any surplus funds will be paid on a pro-rata basis by the Fiscal Agent to the organisations which had originally contributed these funds, in proportion to their original contribution.
The Network may alter, amend or repeal any of these by-laws by a two-thirds vote of the membership