BLOGS/NEWS

📢 NOTICE OF EXTRA-ORDINARY GENERAL ASSEMBLY

The Uganda Federation of Movie Industry (UFMI) invites all its members to attend an Extra-Ordinary General Assembly scheduled for:📅 Date: Thursday, 21st August 2025🕘 Time: 9:00 AM📍 Venue: Green Room, National Theatre, KampalaThis assembly is crucial for discussing and passing proposed amendments to the MEMART (Memorandum and Articles of Association). Your participation is vital for the future governance and structure of our Federation.🔹 Only fully registered members will have voting rights.🔹 Confirm attendance by Monday, 18th August 2025 via email at ugandafmi3@gmail.com or WhatsApp at +256 782823117.Let’s shape the future of Uganda’s film industry together. 🎬

THE REPUBLIC OF UGANDATHE COMPANIES ACT CAP 106COMPANY LIMITED BY GUARANTEE AND NOT HAVING SHARE CAPITALAMENDED MEMORANDUM OF ASSOCIATIONOFUGANDA FEDERATION OF MOVIE INDUSTRY LTD1. The name of the Company hereinafter called “the Society” is UGANDA FEDERATIONOF MOVIE INDUSTRY LTD.2. The registered office of the Society shall be situated in the Republic of Uganda.3. The objects for which the Society is established are to: -a) Promote economic and social interests of its members through defending their copyrightand neighbouring rights interests;b) Cooperate with other relevant bodies and organisations, to promote and encouragecreativity in the audio-visual industry in Uganda;c) Promote and carry out public awareness on copyright and neighbouring rights;d) Pay the royalties to its members who are the appropriate beneficiaries;e) Make reciprocal agreements with foreign societies or other bodies of authors orneighbouring rights owners for the issue of authorisations in respect of their members’works and for the collection and distribution of copyright fees deriving from those works;f) Help in the preparation of its members’ standard forms of contract for the benefit and useof its rights owners, and to act as an intermediary for the conclusion of contracts betweenits members and the users of their works;g) Foster harmony and understanding between its members with the users of their works asis necessary for the protection of their economic rights;h) Provide its members or other persons in need of it, with information on all mattersrelating to copyright and neighbouring rights and to give advice and keep its membersinformed about their rights and interests;i) Act as agent for its members in relation to their copyright and neighbouring rightsinterests; or j) Do any act necessary in relation to the copyright and neighbouring rights and interests ofits members.4. The liability of the members is limited.5. Every member undertakes to contribute to the assets of the Society, in the event of beingwound up during membership or within one year afterwards, for the payment of the debtsand liabilities of the Society contracted before the time at which membership ceases, and thecosts, charges, and expenses of winding up the same, and for the adjustment of the rights ofthe contributories amongst members, such amount as may be required, not exceeding onehundred thousand shillings only (30,000/=).WE, the several persons whose names and addresses are subscribed here below, are desirousof being formed into a Company in pursuance of this Memorandum of Association.UFMI LTD MEMBERS IN SECONDMENT OF THE MOTION TO ADOPT THE AMENDMENTSOF THE MEMORANDUM OF ASSOCIATIONName Address and contact Signature Witness to the above signatures
Name: Signature:
Occupation: Address:
Dated the day of 20 _
THE REPUBLIC OF UGANDA

THE COMPANIES ACT CAP 106
COMPANY LIMITED BY GUARANTEE AND NOT HAVING SHARE CAPITAL
AMENDED ARTICLES OF ASSOCIATION
OF
UGANDA FEDERATION OF MOVIE INDUSTRY LTD
(Approved and Adopted at the Extraordinary General Meeting held —- 2025)
Adoption of Table C
The regulations contained in Table C of the first schedule to the Companies Act shall apply to this
Company in so far as they apply to a Private Company limited by guarantee and without share
capital, subject to the modifications and special provisions herein contained.
ARTICLE 1: INTERPRETATION
In these articles –
“Act’ means the Companies Act Cap 106;
“Affiliated Society” means any society outside Uganda that has objects similar to those of
the Society and with which the Society is currently affiliated.
“Assign” has its ordinary meaning, read together with the applicable laws and in regards
to Members assigning rights to the Society shall, unless agreed otherwise in writing, without
limitation, be an assignment that results in the rights comprising the copyrights being vested in
the Society by the Member who was vested with the such rights immediately before such
assignment to empower the Society to exclusively (unless otherwise agreed) administer the
copyrights in its name and on the terms set out herein and the ‘Assignment’ shall have a
corresponding meaning;
“Audio Visual Work” means a work that consists of a series of related images which
impart the impression of motion, with or without accompanying sounds, susceptible of being
made visible, and where accompanied by sounds, susceptible of being made audible.
“Member” means a member of the Society admitted to membership pursuant to Article 3.
“Performer” means a person presenting a work by actions such as dancing, acting,
playing, reciting, singing, delivering, declaiming or projecting to listeners or spectators, including
fixed and unfixed works.
“Performance” means the presentation of a work by actions such as dancing, acting,
playing, reciting, singing, delivering, declaiming or projecting to listeners or spectators, or any
such presentation by means of broadcasting or causing of a work to be transmitted to
subscribers to a diffusion service, or by the exhibition of a cinematograph film.
“Permitted successor” means a person who is permitted by law or other applicable
authority to acquire an interest in a Member’s rights.
4 “Performer” means a person presenting a work by actions such as dancing, acting,playing, reciting, singing, delivering, declaiming or projecting to listeners or spectators, includingfixed and unfixed works.“Performance” means the presentation of a work by actions such as dancing, acting,playing, reciting, singing, delivering, declaiming or projecting to listeners or spectators, or anysuch presentation through broadcasting or causing of a work to be transmitted to subscribers toa diffusion service, or by the exhibition of a cinematographic film.“Permitted successor” means a person who is permitted by law or other applicableauthority to acquire an interest in a Member’s rights.“Right” means copyright and or neighbouring right subsisting in a work.“Work” represents the expression of thoughts and ideas in material form or any partthereof.“Seal” means the common seal of the company.“Secretary” means any person appointed to perform the duties of the secretary of thecompany.ARTICLE 2: MEMBERSHIPa) The number of members of the Society is unlimited but shall not be less than the statutoryrequirement under the Copyright and Neighbouring Rights Act, Cap 222.b) For registration of the Society, the number of Members is thirty. However, the Society may,from time to time, admit more members provided they meet the requirements provided forunder Article 2(c) below.c) Membership of the Society shall be open to all persons, natural or legal, owning copyright orneighbouring rights in audio-visual works within the meaning of the Copyright andNeighbouring Rights Act.d) Any person who inherits the rights of a deceased natural member becomes a memberautomatically.ARTICLE 3: APPLICATION AND QUALIFICATION FOR MEMBERSHIPa) Any person who is eligible as provided for under Article 2(c) above may apply to theSociety for admission to membership.b) Application for membership shall be made in writing, signed by the applicant andshall be in such form as the Board may prescribe, from time to time.c) The applicant shall submit a fixed copy or text or other form of proof of a workqualifying for copyright or neighbouring right protection alongside the application.d) Each application shall be considered by the Board or in such other manner as the Boardmay from time to time direct.5

e) The Board shall have the power to refuse any application which does not satisfy the
requirements under these Articles or for any other reason that is in the best interests of
the society.
f) Any person whose application has been rejected under clause 3 (d) above shall be
notified of the rejection and the reasons thereof in writing.
g) In the event that the owner of the copyright is a minor, a legal guardian with proper
documentation shall make the application on the minor’s behalf.
h) Applicants may be admitted by the Board or following such procedure as the Board may
prescribe from time to time.
ARTICLE 4: ASSIGNMENTS
a) Immediately upon admission, a member shall be required to assign or cause to be
assigned to the Society, all Rights he or she desires to be administered on his/her behalf
by the Society;
b) Every assignment to the Society, according to this Article, shall be in such a form as shall
be prescribed from time to time. The assignment shall remain in force until the assignor
ceases to be a member of the Society, or if the assignment is revoked.
c) The Rights that may be administered by the Society on behalf of a member include:
i. Performing rights
ii. Broadcast rights
iii. Synchronisation rights
iv. Derivative rights
v. Communication to the public by any means.
vi. Such other Rights or such parts of the rights mentioned in sub-paragraphs (i), (ii),
(iii), (iv) and (v) above, as the Board may direct, for the whole world or such part or
parts of the whole world as the Board may direct, in all or any works or parts of the
works, present and future, of which the member is the author, publisher or owner.
d) Pending the assignment of the Rights to the Society, pursuant to this Article, and in so far
as such assignment may not extend, every member, by virtue of his/her admission, grants
to the Society, for and during the period of his/her membership, subject to the provisions
of Article 4 in his/her name or in that of the Society but at the Society’s sole charge and
expense, the sole power and authority: –
i. To authorise or permit or forbid the exercise of the Rights or any of the rights to be
administered by the Society on behalf of the member;
ii. To grant licenses on the member’s behalf for the exercise of such rights;
iii. To collect royalties, fees, subscriptions or monies whether for the authorised use of
any of the member’s work, or by way of damages or compensation for the
unauthorised use of such works;
6

e) The Board shall have the power to refuse any application which does not satisfy therequirements under these Articles or for any other reason that is in the best interests ofthe society.f) Any person whose application has been rejected under clause 3 (d) above shall benotified of the rejection and the reasons thereof in writing.g) In the event that the owner of the copyright is a minor, a legal guardian with properdocumentation shall make the application on the minor’s behalf.h) Applicants may be admitted by the Board or following such procedure as the Board mayprescribe from time to time.ARTICLE 4: ASSIGNMENTSa) Immediately upon admission, a member shall be required to assign or cause to beassigned to the Society, all Rights he or she desires to be administered on his/her behalfby the Society;b) Every assignment to the Society, according to this Article, shall be in such a form as shallbe prescribed from time to time. The assignment shall remain in force until the assignorceases to be a member of the Society, or if the assignment is revoked.c) The Rights that may be administered by the Society on behalf of a member include:i. Performing rightsii. Broadcast rightsiii. Synchronisation rightsiv. Derivative rightsv. Communication to the public by any means.vi. Such other Rights or such parts of the rights mentioned in sub-paragraphs (i), (ii),(iii), (iv) and (v) above, as the Board may direct, for the whole world or such part orparts of the whole world as the Board may direct, in all or any works or parts of theworks, present and future, of which the member is the author, publisher or owner.d) Pending the assignment of the Rights to the Society, pursuant to this Article, and in so faras such assignment may not extend, every member, by virtue of his/her admission, grantsto the Society, for and during the period of his/her membership, subject to the provisionsof Article 4 in his/her name or in that of the Society but at the Society’s sole charge andexpense, the sole power and authority: -i. To authorise or permit or forbid the exercise of the Rights or any of the rights to beadministered by the Society on behalf of the member;ii. To grant licenses on the member’s behalf for the exercise of such rights;iii. To collect royalties, fees, subscriptions or monies whether for the authorised use ofany of the member’s work, or by way of damages or compensation for theunauthorised use of such works;6

iv. To institute legal proceedings against all persons infringing the said rights and, if theSociety, in its discretion thinks fit to defend or oppose any proceedings taken againstany member in respect of such rights and to compound, compromise, refer toarbitration or submit to judgement in any such proceedings, and generally torepresent the member in all matters concerning the said rights; andv. To delegate authority to do any acts as aforesaid to any affiliated society and to anyagent or representative in other territories, to exercise the said Rights in suchterritories.e) The Society may exercise and enforce the rights of members of any affiliated societiespursuant to the terms of any contract now existing or which may hereafter be madebetween the Society and such affiliated societies.f) The assignor may bequeath his/her Rights administered by the Society to his/her heir orsuccessor in title, and the heir or successor in title shall assume the Rights so bequeathedupon the demise of the assignor, and may apply to become a member of the Society ifhe/she qualifies. The rights shall be administered until they lapse into the public domain asby law prescribed.ARTICLE 5: TERMINATION OF MEMBERSHIPa) Membership of a member may, for sufficient reasons and at any time, be terminated bythe Board or by such general directions as the Board may from time to time give. TheSociety shall give the member a written notice of three months signed by an officer ofthe Society duly authorised to do so.b) Any member wishing to resign from UFMI shall submit not less than 30 days’ notice inwriting to the Secretary and such resignation shall take effect at the end of that period.c) Notwithstanding Article 5 (c), royalties due to a resigning member shall be distributed atthe end of the calendar year in which the resignation was tendered.d) The termination in 5 (c) above shall not affect any users’ rights as granted by the Societyuntil the lapse of the year in which the resignation was made.e) Where a member is a corporation or firm, its membership shall cease, in the case of acorporation, in the event of and upon the liquidation (other than voluntary liquidationfor reconstruction), and, in the case of a firm, in the event of and upon such firm ceasingto carry on business.ARTICLE 6: ANNUAL GENERAL MEETINGa) The Society shall in each year hold a General Meeting as its Annual General Meeting, inaddition to any other meetings in that year, and the same may be physical or virtual orboth as the Board or the company may from time to time determine.b) Not more than fifteen months shall elapse between the date of one annual generalmeeting of the company and that of the next.7

c) In case of a Virtual General Meeting, it may be held by telephonic or electronic meansand a member who, through those means, votes or establishes a communications link toa meeting shall be deemed to be present at that meeting.d) Members are entitled to one vote each at any meeting of the Society.e) Group Membership shall be entitled to one vote.f) On a poll, votes may be given personally or by proxy.g) The instrument appointing a proxy shall be in writing, signed by the appointer or of hisor her attorney duly authorised in writing, or, if the appointer is a corporation, eitherunder seal or signed by an officer or attorney duly authorised.h) A proxy need not be a member of the company.i) The instrument appointing a proxy and the power of attorney or other authority, if any,under which it is signed or a notarially certified copy of that power or authority shall bedeposited at the registered office of the company or such other place within Uganda as isspecified for that purpose in the notice convening the meeting, not being less thanforty-eight hours before the time for holding the meeting or adjourned meeting at whichthe person named in the instrument proposes to vote, or, in the case of a poll, not beingless than twenty-four hours before the time appointed for the taking of the poll, and indefault the instrument of proxy shall not be treated as valid.j) An instrument appointing a proxy shall be in the following form or a form as near to it ascircumstances admit—“___________________________________________________________________ Limited.I/We ___________________________, of ______________________________ being amember/members of the above-named company, appoint ___________________________,of ______________________________ or failing him as my/our proxy to vote for me/us onmy/our behalf at the [annual or extraordinary, as the case may be] general meeting of thecompany to be held on the _________ day of ____________, 20___, and at anyadjournment of the meeting. Signed this __________ day of __________________, 20___.k) Where it is desired to afford members an opportunity of voting for or against a resolutionthe instrument appointing a proxy shall be in the following form or a form as near to it ascircumstances admit—“__________________________________________________________________ Limited/We________________________, of ________________________________, being amember/members of the above-named company, appoint __________________________,of __________________________________ or failing him, ___________________________,of ____________________________________ as my/our proxy to vote for me/us on my/ourbehalf at the [annual or extraordinary, as the case may be] general meeting of thecompany to be held on the ___________ day of _________________, 20___, and at anyadjournment of the meeting. Signed this ______________ Day of __________________,20___

This form is to be used *in favour of/against the resolution. Unless otherwise instructed,
the proxy will vote as he/she thinks fit.
l) The instrument appointing a proxy shall be taken to confer authority to demand or join
in demanding a poll.
m) Vote given per the terms of an instrument of proxy shall be valid notwithstanding the
death or previous insanity of the principal or revocation of the proxy or of the authority
under which the proxy was executed, if no intimation in writing of the death, insanity or
revocation has been received by the company at the office before the commencement of
the meeting or adjourned meeting at which the proxy is used.
n) A corporation which is a member of the company may by resolution of its directors or
other governing body authorise the person it thinks fit to act as its representative at any
meeting of the company, and the person authorised is entitled to exercise the same
powers on behalf of the corporation which he represents as that corporation could
exercise if it were an individual member of the company.
ARTICLE 7: EXTRAORDINARY GENERAL MEETING
a) All General Meetings other than the Annual General Meeting shall be called
Extraordinary General Meetings.
b) The Board may, whenever it thinks it fit, convene an Extraordinary General Meeting
by giving notice of not less than 21 (Twenty-One) days’ notice from the date of the
Board Resolution to call the Extraordinary General Meeting.
c) The requirement for notice provided for under Article 7(b) above may be waived by
a majority vote of the members.
ARTICLE 8: NOTICE OF GENERAL MEETINGS
a) Every General Meeting and a meeting called for the passing of a Special resolution shall
be called by twenty-one (21) days’ notice in writing at the least.
b) The notice shall be exclusive of the day on which it is served or taken to be served and of
the day for which it is given, and shall specify the place, the date and the hour of meeting
and, in case of special business, the general nature of that business and the agenda shall
be given, in the manner mentioned this article or in any other manner, if any, prescribed
by the Society in general meeting, to such persons as are, under the articles of the Society,
entitled to receive such notices from the company.
c) The accidental omission to give notice of a meeting to, or the non-receipt of the notice
of a meeting by, any person entitled to receive notice shall not invalidate the
proceedings at that meeting.
ARTICLE 9: QUORUM
a) No business of the Society shall be transacted at any General Meeting unless a quorum

of members is present at the time when the meeting proceeds to business. Save asherein otherwise provided, fifty (50) percent plus one (1) members present shallconstitute a quorum.b) If, within half an hour after the time appointed for the meeting, a quorum is not present,the meeting, upon the requisition of members, shall be dissolved; in any other case, itshall stand adjourned to the same day in the following week at the same time and venueor to such other day and at such other time and venue as the Board may determine.c) If at the adjourned meeting (Article 9b above refers) a quorum is not present within halfan hour after the time appointed for the meeting, the meeting shall proceed with themembers present.ARTICLE 10: THE BOARD OF DIRECTORSa) The Board shall consist of nine (9) Directors with a mixture of skills in finance,marketing, legal, leadership, communications and planning.b) The functions of the Board shall be to:-i. Ensure implementation of the Society’s objects;ii. Formulate and oversee the implementation of policies;iii. Monitor the expenditure of the Society’s funds, including collections, to ensuremaximum benefit for the Society’s members;iv. Appoint, supervise or dismiss the Chief Executive Officer and such otheremployees as it may deem necessary and to determine the conditions of serviceof such employees;v. To invest any money belonging to the Society in such manner as may beconsidered advisable in the short or long term, subject to members’ approval in aGeneral Meeting.c) There shall be appointed as director any person who, not being a Member, has specialknowledge, skills and or experience relevant to performing the role and functions of adirector. Any person(s) appointed under this clause shall be referred to as anindependent director.d) The composition of the Board shall be as provided below:i. Four (4) directors to represent the Producers.ii. Two (2) directors represent the Performers.iii. Three (3) directors are to be independent.e) All Member Directors shall have the following minimum qualifications;i. a minimum qualification of three (3) producer or performer credits of publishedworks;ii. be of reputable character and high moral standard;iii. not convicted of a financially related crime;iv. be of sound mind; andv. possess demonstrated expertise and experience relevant to the functions of theSociety and the principal issues that affect the Society.

f) All Independent Directors shall have the following minimum qualifications:i. a minimum of a Bachelor’s Degree in Finance, Law or Audit;ii. be of reputable character and high moral standard.iii. not convicted of a financially related crime.iv. Be of sound mind, andv. Possess demonstrated experience in the fields of expertise.g) The term of a director shall be two (2) years, and he or she shall be eligible forre-election for a further term, save that any person who has served as director for twoconsecutive terms shall not be eligible for re-election until a further three (3) years haveelapsed.h) If the Board is unable to decide on the allocation and distribution of royalties, thematter shall be referred to an arbiter or arbitrators under the Arbitration andConciliation Act for final determination.i) In the event that the Board is able to reach a decision without a need for arbitration,then disbursement shall take place in accordance with the decision of the Board withinthirty (30) days of that decision.ARTICLE 11: BOARD NOMINATION PROCESS AND ELECTIONSa) At the time of election, qualifying persons interested in taking on Member Directorpositions in the Society shall formally apply in the manner that the company or Boardshall determine from time to time.b) No person shall be eligible for election to membership of the Board as a MemberDirector unless:-i. He/she is a member of the Society, andii. A nomination form endorsed by not less than two (2) Members and on which thenominated person has confirmed his or her willingness to stand for election, hasbeen received by the Secretary, oriii. He/she is an elected member of the Board due to retire at the next Annual GeneralMeeting, and has signified in writing to the Board that he/she is willing to stand forre-election.c) Prior to the Annual General Meeting, the Secretary shall prepare a list of persons whohave been duly nominated for such election to the Board, or who are due to retire atthe meeting and have signified their willingness to stand for re-election.d) Notwithstanding Article 11 (c), the existing Board at the time of election review allBoard member applications to determine completeness of information. They mustconsider the categories of membership, gender and geographical areas that requirerepresentation. Additionally, they must consider the value that the potential candidatescan bring to the Board of directors and the membership, based on the applicant’sbackground, involvement, and level of commitment. The Board will, at least four (4)weeks before the Annual General Meeting, present a list of nominees to the Registrar

of Copyright for vetting and shortlisting for election at the Annual General Meeting.
e) If the number of vacancies on the Board is equal to or exceeds the number of persons
on the list of persons nominated or seeking re-election the Chairperson of the Annual
General Meeting shall, save in respect of any person who before or at the meeting has
withdrawn his/her name from the list, declare all persons on the list duly elected to
membership of the Board.
f) If the number of names on the list exceeds the number of vacancies on the Board, the
Secretary shall ensure circulation of the list of nominees amongst members at least
four (4) weeks before the Annual General Meeting at which the election will be
conducted.
g) At the Annual General Meeting, members present and voting shall select a member as
the “Election Administrator” to initiate the election process at the Annual General
Meeting.
h) Elections shall be by secret ballot.
i) Immediately after the conclusion of the election process, the Election Administrator
shall count the votes and prepare a certified list showing the number of votes received
by each candidate for election and announce the results to the Members in the Annual
General Meeting.
j) The candidates equal in number to the number of vacancies to be filled and who
individually receive the greater number of votes shall be deemed to have been elected
with effect from the date of announcement of election results.
k) For the first two terms following the passing of these Articles, the Independent
Directors shall be appointed by the Registrar of Copyright. For this same period, the
candidates intending or intended to be Member Directors will be nominated by
Members and their names as well as credentials, will be forwarded to the Registrar of
Copyright for vetting and shortlisting for election at the Annual General Meeting.
l) Subsequent vacant positions for Independent Directors shall be filled through regular
recruitment processes as for other employees of the Society, subject to vetting by the
Registrar of Copyright.
m) The Society shall, following the Annual General Meeting and voting of directors,
submit to the Registrar of Copyright the names of the elected Member Directors for
approval.
ARTICLE 12: DISQUALIFICATION OF DIRECTORS
a) The office of the director shall be vacated: –
i. If the Member director ceases to be a member, or in the case of a director
appointed as a nominee of a corporation or Firm, if such Corporation or
Firm ceases to be a member;

ii. If the director becomes bankrupt and is not discharged;iii. If the director becomes prohibited from being a director in accordance with thelaws of Uganda;iv. If the director becomes of unsound mind;v. If the director, by notice in writing to the Society, resigns his office; andb) If the director, without special leave of absence from the Board, absentshimself/herself from the meetings, either during a period of six successive calendarmonths or during a period covered by three consecutive meetings, whichever is thelonger.ARTICLE 13: REMOVAL OF DIRECTORa) The Society may, in addition to provisions of Article 38 of the Articles in Part 11Table C herein adopted, by Ordinary Resolution, at a General Meeting, vote by a twothird majority, to remove a Director before the expiration of his/her term, if thatdirector is in gross contempt of the Objects of the Society, or is in gross breach ofthese Articles, or if his/her conduct is prejudicial to the reputation of the Society.b) A director removed under this Article shall not be eligible for re-appointment as adirector for the company until after the expiry of six years after his/her removal.ARTICLE 14: MEETINGS OF THE BOARDa) The quorum required to transact the business of the Board may be fixed by the Boardand, unless so fixed, shall be five (5).b) The Board meetings may be physical or virtual, or both, as the Board may from time totime determine.c) The Board shall meet for the dispatch of business once every four months, unless thereis an emergency.d) Notice of meetings of the Board shall be given in writing to all members of the Board bythe Secretary at least fourteen (14) days before the meeting and shall be accompaniedby an agenda and appropriate supporting papers.e) Any Board member who fails to attend three consecutive meetings of such Boardwithout prior leave of absence having been granted by the appropriate Board shall bedeemed to have resigned from the Board and his or her position may be filled inaccordance with these Articles.ARTICLE 15: BOARD COMMITTEESa) The following Board Committees must at all times be constituted in addition to anyother committees that the board may deem fit from to time. These are the Technical andFinance Committee, Audit & Risk and Members’ Affairs and International RelationsCommittee, each with a minimum of three (3) members and a maximum of five (5)Members.

b) The Audit & Risk Committee shall have an Independent Director as Chairperson and it
shall have the following core functions among others as the Board may from
time-to-time delegate:
i. Oversee all matters relating to internal and external audits of the Society,
ii. Oversee internal control over financial reporting,
iii. Review of filings and earning reporting, or
iv. Risk oversight.
c) The Technical & Finance Committee shall have an Independent Director as Chairperson
and shall be in charge of the following functions, among others, as the Board may from
time to time delegate:
i. Provide financial oversight of the company;
ii. assist the Board in fulfilling its oversight responsibilities on specific technical
matters which are beyond the scope or expertise of non-technical Board
members;
iii. periodic consideration of reports on Copyright
iv. Management;
v. overseeing periodic benchmarking by Management of the technical policies,
systems and monitoring processes of the Society versus industry best practices;
vi. Reviewing and reporting to the Board on the sufficiency of financial, technical and
human resources to ensure proper and timely implementation of the Society’s
objects.
d) The Members’ Affairs and International Relations Committee shall have majority of its
Members being Member Directors with one being the Chairperson and it shall oversee
member-related matters and matters concerning the international relations of the Society.
e) A Committee may co – opt any member of the Society who by reason of his/her expertise
or experience can assist in the management and operation of the Committee. Any
members so co-opted by any committee shall be with the approval and appointment by
the Board on such terms as it shall deem fit. However, where non-directors are appointed
to a board committee, such persons are not allowed to vote on a matter to be decided by
the committee.
ARTICLE 16: APPOINTMENT OF CHIEF EXECUTIVE OFFICER
a) The Board may from time to time appoint any person as Chief Executive Officer, and/or
other Officers of the Society for such term and at such remuneration as it may think fit,
and (subject to any contract entered into between the Board and such Chief Executive
Officer and/or other Officers) may from time to time remove that person from office.
b) The Chief Executive Officer shall be an ex-officio member of the Board, without voting
powers.
ARTICLE 17: POWERS OF THE CHIEF EXECUTIVE OFFICER
a) The Chief Executive Officer shall manage and run the day-to-day affairs of the

Society under the direction of the Directors.b) The Board may delegate to the Chief Executive Officer and/or other Officer all such ofits administrative powers, as it may deem necessary for the full and properadministration of the affairs of the Society.ARTICLE 18: REGULATION OF EXPENSES AND SALARIESThe Board may regulate the general expenses of the Society and fix the salaries and emolumentsof all employees, in consultation with the members at the Annual General Meeting (AGM).ARTICLE 19: EXPENSES AND LIABILITIES OF THE SOCIETYThe Board shall pay and defray the expenses and liabilities of the Society incurred in theexercise or enforcement of the Rights vested in or controlled by the Society, out of the moniesreceived by the Society in respect of the exercise or enforcement of such rights.ARTICLE 20: BORROWING POWERSa) The Board may from time to time, and subject to approval by members in a generalmeeting, borrow, raise or secure the payment of such sum or sums of money as it maydeem requisite for any purpose which it may deem expedient in the interests of theSociety but not so as to charge any right or interest of any member in respect of thatperson’s works.b) Members at the Annual General Meeting (AGM) may set the maximum limit.ARTICLE 21: AMENDMENTSAmendments to the Memorandum and Articles of Association may be made by a specialresolution passed by members at the General Meeting.ARTICLE 22: MINUTESa) The Secretary shall record all minutes of the General Meetings.b) The Board shall cause minutes to be duly made in books for:i. Keeping the records of the Resolutions and proceedings of every meeting of theSociety; and any such minutes of any meeting of the Society, if purporting to be signedby the Chairman of that meeting, shall be prima facie evidence of the matters stated insuch minutes.ii. Recording all appointments of Officers made by the Board;iii. Recording the names of the Directors present at each meeting.ARTICLE 23: DISSOLUTIONThe Society shall be dissolved according to the provisions of the Act.WE the several persons whose names and addresses are subscribed here below, are desirous ofbeing formed into a Company in pursuance of this Articles of Association.

Name Address and contact Signature1.2.3.4.5.6.7.8.9.10.11.12.13.14.15.16.17.18.19.20.21.22.23.24.25.26.27.28.29.30.31.32.33.

Witness to the above signaturesName: ____________________________________Signature: _________________________________Postal Address: ____________________________Occupation: _____________________________Dated the ___________ day of __________20 ___________17

URSB Conducts Spot Check at UFMI Office to Enhance Collective Management Organization (CMO) PerformanceDate: 30th May 2025The Uganda Registration Services Bureau (URSB) conducted a spot check at the Uganda Federation of Movie Industry (UFMI) office as part of its ongoing efforts to monitor and improve the performance of Collective Management Organizations (CMOs) in Uganda.This visit aimed at assessing compliance, transparency, and operational effectiveness in line with URSB’s mandate to ensure that CMOs operate in the best interest of rights holders. The URSB team engaged with UFMI leadership, reviewed internal structures, and offered guidance on best practices to support effective rights management and royalty distribution.“We welcome URSB’s visit and appreciate their support in strengthening our operational standards,” said Womai Robert CEO UFMI. “As UFMI, we are committed to professionalism, accountability, and the promotion of the creative industry in Uganda.”The visit marks another significant step in ensuring that CMOs uphold the rights of artists, filmmakers, and other creatives, while providing a transparent and well-managed system for intellectual property rights.

UPDATE OF MEMBERS’ INFORMATION – UFMI OFFICIAL ANNOUNCEMENTThe Uganda Federation of Movie Industry Ltd (UFMI) wishes to formally notify all its members about the ongoing Members’ Information Update Exercise. This public notice was published in the Daily Monitor newspaper and is now available here on our official website to ensure that every member is aware and takes timely action.As part of our efforts to clean and update the Members Register and support the Registrar of Companies’ data update process, we are calling upon all registered members to comply with the following:1. Submit a clear copy of their National Identification (ID)This can be done either:By email to ugandafmi3@gmail.com, orPhysically at the UFMI offices.2. Verify and confirm the accuracy of their registered names and other details.This exercise is mandatory and will run for fourteen (14) days from the date of the original publication. We highly value your cooperation in this exercise as it helps to enhance the integrity of our federation records and supports improved service delivery and communication.We appreciate your dedication to the growth of the film industry in Uganda and your commitment to UFMI.Below is the full list of our officially registered members.