By Esther Chisola
Some Zambia Medical Association (ZMA) members have taken their association to court demanding for a declaration that the Annual General Meeting (AGM) held on August 30 and 31, 2024 did not meet a quorum as per requirement in the constitution of ZMA.
Dr Zacks Ndumba and 999 others who have cited ZMA as the respondent want a declaration that the decisions and its resolutions passed at the AGM were illegal, null and void.
They also want an order that another AGM be held by the ZMA in accordance with constitutional requirements.
The plaintiff’s further want an order compelling the ZMA from effecting any resolution or decision passed at the purported August 30 and 31, 2024 AGM.
According to a statement claim filed, Dr Ndumba stated that on August 30 to August 31, 2024, ZMA held what was called the 60th Scientific Conference and Annual General Meeting in Livingstone in the Southern Province of Zambia.
They stated that the association had in place a constitution and policy statements document which it used to govern inter alia and annual general meetings procedures and deliberations and the same was officially adopted this year.
“The Annual General Meeting was conducted and it passed resolutions which are in contradiction to the provisions of the Zambia Medical Association constitution and policy statement. Among the resolutions tabled at the Annual General Meeting of August 2024 was a resolution for each member of the Zambia Medical Association to contribute a building levy of K300 per month,” he stated.
They submitted that the decision to pay K300 levy against each member was arrived after 60 of the members present at the annual general meeting voted for the decision whilst 21 other members voted against the decision.
“The number of individuals who voted at the Annual General Meeting of August 2024 falls short of the Zambia Medical Association constitution requirements which requires that 1/3 of the total membership of about 4,000 should vote either physically or electronically in order to meet a quorum and be able to pass binding resolutions,” he stated. “The majority of the members are against the resolution which was passed and would like to engage with the association national executive committee for purpose of discussing the purported resolution of deducting K300 from each member before implementation of the resolution in January 2025.”
The plaintiffs stated that efforts to engage the national executive committee of the association had so far proved futile and the said national executive committee was set to implement the deductions against the wishes of majority of all members.
“In addition to the breach, it is further provided in the Zambia Medical Association constitution that a minimum of 10 percent of the total membership are present physically then the other members should attend virtually to make or come up with the 1/3 requirement to make a quorum. 10 percent physical presence would account for a physical attendance of atleast 400 members and the 60 members who voted for the resolution and 21 members who voted against it fall short of the required 10 percent physical attendance,” stated Dr Ndumba.
“That the constitution of the association provides for an option of postponing for 7 days the holding of the AGM in an event that the AGM convened does not meet a quorum but this was never done, the national executive committee proceeded and conducted business despite not meeting quorum”.
The plaintiff further submitted that the majority of the members desired that they be heard on the resolution purported to have been passed at the purported August AGM of the association and hence have sought legal redress in order for their grievances and concerns to be heard by the national executive committee.
