ASSOCIATION OF GOVERNMENT INTERNAL AUDITORS, INCORPORATED
(As amended on November 28, 2012)
We, the Internal Auditors and other Officers engaged in the conduct of government internal auditing and other audit related functions in the various agencies of the national and local government, government-owned and controlled corporations, government financial institutions and state colleges and universities, in order to ensure the integrity of internal auditing and other audit related functions as an effective tool of management and to promote good governance, do hereby organize ourselves into an Association and promulgate this By-Laws.
Section 1. The Association shall be known as the ASSOCIATION OF GOVERNMENT INTERNAL AUDITORS, INCORPORATED hereinafter referred to as the AGIA.
Section 1. The AGIA shall have its principal office at Unit 402 Merchant Square Condominium, 1386 E. Rodriguez Ave. cor. Mabolo St., New Manila, Quezon City.
Section 1. The AGIA is a non-profit, non-political and professional organization.
Section 2. Sovereignty resides in the members of the AGIA and they shall be governed by the Board of Directors.
Section 1. The AGIA shall have the following objectives:
1.1 To promote the internal audit practices, methods and procedures in all national and local government units, government-owned and controlled corporations, government financial institutions and in state colleges and universities;
1.2 To promote professional development, maintain high professional standards and ethical conduct among personnel involved in internal auditing and related functions through continuing education, scholarships, exchange of technical knowledge and skills in the field of internal auditing;
1.3 To establish professional relationship with local and international organizations of internal auditors, and to promote active partnership with the Office of the President, Commission on Audit, Office of the Ombudsman, Department of Budget and Management, Civil Service Commission and other anti-graft and corruption agencies;
1.4 To actively advocate for and participate in the establishment and sustenance of a high degree of integrity and professionalism in all facets of internal auditing;
1.5 To foster closer cordial relationship, better understanding, mutual assistance and cooperation among all members;
1.6 To enhance fellowship among members through seminars, workshops, conventions and other related training activities.
Section 1. Membership is open to all appointed and designated internal auditors and all those performing audit related functions in all agencies in the national and local government, government-owned and controlled corporations, government financial institutions and in state colleges and universities, subject to the following requirements:
1.1 Application in writing in a form provided for the purpose;
1.2 Approval by the membership committee and for the confirmation of the Board of Directors; and
1.3 Payment of membership and annual dues.
Section 2. All members shall be classified as follows:
2.1 Regular – are those appointed and designated as internal auditors;
2.2 Associate – are those who are neither appointed nor designated as internal auditors but are performing internal auditing or audit related functions;
2.3 Honorary – are those who are no longer internal auditors by appointment or designation; or those no longer performing internal auditing or audit related functions; or those who have been honorably separated from government service; or those who are already members prior to the approval of the amended By-Laws who signify their intention to remain as active members of AGIA provided that the corresponding annual dues and other assessments are paid.
Section 3. No member shall be expelled without just cause nor shall any member be denied protection by the AGIA.
Section 4. All members shall uphold the By-Laws and abide by the rules and regulations that may be issued by AGIA.
Rights and Duties of Members
Section 1. A member shall patronize all AGIA training and other related activities.
Section 2. Regular and Associate Members have the right to vote.
Section 3. A regular or associate member may be elected as member of the Board of Directors subject to the provisions of Article VIII.
Section 4. A member shall abide by the Code of Ethics of the AGIA.
Section 5. A member shall religiously pay his annual dues.
Section 6. A member may solicit assistance from the AGIA relative to his professional development.
Section 7. A member of good standing is one who faithfully and religiously performs his duties and obligations as a member.
Termination of Membership
Section 1. The membership with AGIA may be terminated in any of the following cases:
1.1 Retirement or separation from the government service subject to the provision of Article V, Section 2.3;
1.2 Convicted criminally or administratively for offenses involving moral turpitude;
1.3 By committing any act in violation of AGIA By-Laws and Code of Ethics, R.A. 6713, CSC rules and regulations and other statutory issuances.
Governing Body and Officers
Section 1. The governing body of the AGIA shall be the Board of Directors which shall be composed of fifteen (15) members duly elected by the regular and associate members during an annual convention who shall sustain the stability and growth of the AGIA provided that there may not be more than five (5) associate members of the Board. They shall elect the President from the regular members who have served at least one (1) term as a member of the Board.
Section 2. Immediate past president of the AGIA shall become an ex-officio and non-voting member.
Section 3. The term of office of the duly elected Board of Directors shall commence on the 1st working day of January of the following year and shall hold office for a term of two (2) years unless removed for cause under Article VIII, Section 6, hereof.
Section 4. After their proclamation as elected members of the Board of Directors, they shall elect from among themselves through secret balloting, the following:
(2) Executive Vice President
(3) Vice President for Internal Affairs
(4) Vice President for External Affairs
(6) Assistant Secretary
(8) Assistant Treasurer
(10) Public Relations Officer
Section 5. Vacancy or vacancies may be filled up by the Board of Directors who garnered the next highest number of votes during the election held during the annual convention.
Section 6. An officer/director may be removed from office by majority votes of all the members of the Board of Directors on the following grounds:
6.1 Failure to discharge his duties for four (4) consecutive regular meetings except when it is beyond his control;
6.2 Conduct prejudicial to the best interest of the AGIA; and
6.3 Convicted criminally or administratively for offenses involving moral turpitude.
Functions, Duties and Responsibilities
Section 1. The Board of Directors shall be the policy making body of the AGIA and shall be responsible for the conduct of its affairs. It shall perform the following functions and others not enumerated herein but impliedly and inherently related:
1.1 To formulate plans, policies, rules and regulations of the AGIA and ensure effective implementation thereof;
1.2 To develop and conduct trainings on internal auditing and other related trainings for all members and interested parties;
1.3 To select and appoint employees of the AGIA;
1.4 To issue resolution on the confirmation of appointment, resignation/separation and termination of members from the AGIA;
1.5 To create committees and other ad hoc bodies, such as but not limited to the Election Committee, Membership Committee and Professional Development Committee.
Meetings of the Board of Directors
Section 1. The Board of Directors shall hold a regular monthly meeting every 2nd Tuesday of the month or at any other date agreed upon by the Board of Directors.
Section 2. Special meetings of the Board of Directors may be called at any time when deemed necessary by the President or majority of the Board of Directors.
Section 3. Notice of regular and special meetings shall be issued by the Secretary at least three (3) days before the scheduled meeting.
Section 4. A majority of the members of the Board shall constitute a quorum to do business.
Section 5. All policy and important matters discussed and agreed upon during regular/special meeting shall be approved by the majority of the Board of Directors through the issuance of an appropriate Board Resolution.
Duties and Responsibilities of the Officers
Section 1. The President shall have the following functions:
1.1 Presides in all meetings of the Board;
1.2 Executes all plans and programs;
1.3 Supervises the implementation of the policies, rules and regulations and activities of the AGIA;
1.4 Approves and signs pertinent documents relative to the conduct of business of the AGIA;
1.5 Supervises, controls and directs all activities of the AGIA;
1.6 Renders necessary reports to officers and members of the Board of Directors;
1.7 Performs such other functions as may be deemed necessary.
Section 2. The Executive Vice President shall have the following functions:
2.1 Exercises all the duties and responsibilities of the President in the absence or disability or incapacity of the latter;
2.2 Assists in the execution of all plans and programs of the AGIA;
2.3 Renders reports to the President and to the Board as required;
2.4 Performs such other functions as may be assigned by the Board of Directors or the President.
Section 3. The Vice President for Internal Affairs shall have the following functions:
3.1 Supervises the Secretariat and other administrative internal affairs;
3.2 Reviews and evaluates reports of the Secretariat;
3.3 Reviews all position papers, resolutions, letters and other materials discussed during Board meetings;
3.4 Performs such other functions as may be assigned by the Board of Directors or the President from time to time.
Section 4. The Vice President for External Affairs shall have the following functions:
4.1 Develops and maintains linkages with government agencies and other allied organizations;
4.2 Represents the AGIA in the absence of the President and/or the Executive Vice President;
4.3 Performs such other functions as may be assigned by the Board of Directors or the President from time to time.
Section 5. The Secretary shall have the following functions:
5.1 Takes the minutes of the meeting;
5.2 Drafts resolutions, letters and other materials discussed during Board meetings;
5.3 Performs such other functions as may be assigned by the Board of Directors or the President from time to time.
Section 6. The Assistant Secretary shall have the following functions:
6.1 Assists the Secretary;
6.2 Acts as the Secretary in the absence of the latter;
6.3 Performs such other functions as may be assigned by the Secretary from time to time.
Section 7. The Treasurer shall have the following functions:
7.1 Acts as a custodian of all Association’s funds;
7.2 Prepares Cash Position Reports on a regular basis;
7.3 Certifies and renders financial report to the Board of Directors;
7.4 Supervises the safekeeping of all financial records, books of accounts and accountable forms of the AGIA and ensures that they are properly maintained and secured;
7.5 Performs such other functions as may be assigned by the Board of Directors or the President from time to time.
Section 8. The Assistant Treasurer shall have the following functions:
8.1 Assists the Treasurer;
8.2 Acts as Treasurer in the absence of the latter;
8.3 Performs such other functions as may be assigned by the Treasurer from time to time.
Section 9. The Auditor shall have the following functions:
9.1 Examines records of transactions, books of accounts and accountable forms on a regular basis;
9.2 Audits all financial reports of the AGIA;
9.3 Renders reports to the Board as may be necessary;
9.4 Performs such other functions as may be assigned by the Board of Directors or the President from time to time.
Section 10. The Public Relations Officer shall have the following functions:
10.1 Takes charge of the press releases of the AGIA;
10.2 Initiates the gathering of materials for the newsletter;
10.3 Maintains linkages with PROs of government and private organizations;
10.4 Maintains/Updates the AGIA website;
10.5 Performs such other functions as may be assigned by the Board of Directors or the President from time to time.
Section 1. All past Presidents shall constitute the Advisory Council of the AGIA.
Section 2. The Advisory Council may attend Board meetings but shall not vote on any matter at issue.
Dues, Fees and other Revenues
Section 1. A new member has to pay a membership fee and initial annual dues prescribed by the Board of Directors.
Section 2. Succeeding prescribed annual dues shall be paid on or before the Annual Convention.
Section 3. All AGIA fees may be increased by the Board of Directors as circumstances may warrant.
Section 4. The Board of Directors may, as the need arises, conduct fund raising activities to augment its resources for the attainment of its goals and objectives.
Meetings, Quorum and Rules of Order
Section 1. The Annual Convention/Meeting shall be held in the month of October in such place and date as may be determined by the Board of Directors.
Section 2. The order of business of the Annual Convention/Meeting shall be:
2.1 Roll Call and Proof of Notice of Meeting
2.2 Reading and approval of the Minutes of the last General Membership Meeting
2.3 Unfinished Business/Matters Arising from Minutes of the previous General Membership Meeting
2.4 Report of the President
2.5 Report of the Treasurer
2.6 Election of the Board of Directors
2.7 New Business
Section 3. A majority of the members in good standing present at the meeting shall constitute a quorum.
Section 4. The vote of the majority of the members entitled to vote shall be a binding act of the AGIA.
Section 5. The rules of parliamentary procedures adopted by the Board of Directors shall be used in all of its meetings.
The fiscal year of the AGIA shall start on the first day of January and end on the 31st day of December of each year.
The AGIA shall have an official seal as approved by the Board of Directors.
Amendment or Repeal
This By-Laws may be amended or repealed by a majority vote of the members present during a meeting called for this purpose or by a majority vote of the Board of Directors present during its regular/special meetings.
MENELIA CASIDA- MORTEL ATTY. ANTONETTE L. FERNANDEZ
MA. TERESA C. ADVIENTO VIRGINIA G. GARRIEL
RUTH P. CARLOS MYRNA Q. MALLARI
THELMA I. REPEDRO WIVINA O. DIAZ
REMELIZA JOVITA M. GABUYO RODELIO D. DE GUZMAN
APOLINARIO B. BAUTISTA ZAIDA L. ONDOY
ANTHONY A. LEWIS RUFO R. MENDOZA
CONRADO B. ROXAS