TAASA · Governance Document
Constitution
The core governance document of the Traditional Archery Association of South Africa, setting out the Association's objects, powers, membership, governance, financial administration, and the procedures for amending the Constitution and dissolving the Association.
- 1 Name
- 2 Legal Status
- 3 Independence
- 4 Guiding Principles
- 5 Definitions
- 6 Objects of the Association
- 7 Powers of the Association
- 8 Membership
- 9 Governance
- 10 The General Assembly
- 11 Board of Directors
- 12 Executive Committee
- 13 Office Bearers
- 14 Committees
- 15 Board & Exco Meetings
- 16 Financial Governance
- 17 Financial Reporting
- 18 Official Documents
- 19 Ethics & Conflicts
- 20 Discipline
- 21 Appeals
- 22 Amendments
- 23 Transitional Arrangements
- 24 Dissolution
Preamble
The Traditional Archery Association of South Africa (TAASA) is an independent, non-profit association established to promote, preserve, develop, and administer traditional archery throughout the Republic of South Africa.
The Association exists to serve its members by encouraging participation in traditional archery, preserving its cultural and historical heritage, promoting education and good sportsmanship, and providing opportunities for competition, fellowship, and cooperation with organisations that share similar objectives.
TAASA is committed to the principles of integrity, fairness, accountability, transparency, inclusivity, and responsible governance. The Association shall conduct its affairs independently, democratically, and in accordance with the laws of the Republic of South Africa.
This Constitution is adopted as the supreme governing document of the Traditional Archery Association of South Africa.
Chapter 1
Foundational Provisions
The name of the Association is the Traditional Archery Association of South Africa, hereinafter referred to as "TAASA" or "the Association".
TAASA may use its registered logo, emblem, and any other approved insignia in accordance with the Regulations of the Association.
TAASA is an independent, non-profit association established in accordance with the laws of the Republic of South Africa.
The Association is a separate legal entity and shall continue to exist regardless of changes in its membership, Directors, Office Bearers, or office bearers.
TAASA may acquire, own, lease, manage, and dispose of property, enter into lawful agreements, open and operate bank accounts, institute or defend legal proceedings, and perform any lawful act necessary to achieve its objects.
The income and assets of the Association shall be used solely to promote its objects and shall not be distributed to its members except as permitted by this Constitution or by law.
TAASA is an independent South African association and shall govern its own affairs in accordance with this Constitution.
The Association shall determine its own policies, programmes, activities, and governance without being Constitutionally bound or subordinated to any other organisation.
TAASA may affiliate with local, regional, continental, or international organisations whose aims and objectives are compatible with those of the Association.
Any affiliation entered into by the Association shall not diminish its legal identity, administrative independence, or authority to govern its own affairs.
The Association may establish, maintain, suspend, or terminate affiliations in accordance with this Constitution and the decisions of its governing structures.
In carrying out its activities, TAASA shall be guided by the following principles:
Integrity, honesty, and accountability.
Transparency and responsible governance.
Fairness, equality, and mutual respect.
Good sportsmanship and ethical conduct.
The preservation and promotion of traditional archery and its cultural and historical heritage.
Service to its members and the development of traditional archery throughout South Africa.
Respect for the Constitution, the Regulations of the Association, and the laws of the Republic of South Africa.
Cooperation with organisations whose objectives are compatible with those of the Association.
Unless the context indicates otherwise:
Association means the Traditional Archery Association of South Africa (TAASA).
Board means the Board of Directors of the Association.
Constitution means this Constitution as amended from time to time.
Director means a member of the Board.
Executive Committee means the committee responsible for the day-to-day administration of the Association.
General Assembly means the Annual General Meeting or a Special General Meeting of the voting members.
Member means any person, club, regional association, or organisation admitted to membership in accordance with this Constitution.
Office Bearer means any person elected or appointed to an official position within the Association.
Official Documents means the Regulations, Policies, Codes, Standards, Guidelines, Procedures, Rules, Manuals, Frameworks, Protocols, and any other documents formally adopted by the Board in accordance with this Constitution.
Regulations mean the rules, policies, and procedures adopted by the Association under the authority of this Constitution.
Simple Majority means more than half of the votes cast.
Two-thirds Majority means at least two-thirds of the votes cast.
Chapter 2
Objects and Membership
The objects of TAASA are to promote, preserve, develop, and administer traditional archery within the Republic of South Africa.
To achieve these objects, the Association shall:
Promote participation in traditional archery throughout South Africa.
Preserve and promote the cultural, historical, and traditional heritage associated with traditional archery.
Encourage the establishment and development of clubs, regional structures, and other recognised bodies that support the objects of the Association.
Promote education, coaching, judging, leadership, and skills development in traditional archery.
Organise, facilitate, sanction, and regulate competitions, championships, demonstrations, educational programmes, and other activities consistent with the objects of the Association.
Adopt and maintain Regulations governing the activities of the Association.
Promote the safe and responsible practice of traditional archery.
Encourage friendship, fellowship, mutual respect, and good sportsmanship among members.
Promote equal opportunity and fair participation, subject to the laws of the Republic of South Africa.
Select, prepare, and manage Association representatives for competitions, cultural exchanges, educational programmes, demonstrations, and other activities in accordance with the Regulations of the Association.
Promote and represent the interests of the Association and its members in matters relating to traditional archery.
Develop cooperative relationships with organisations whose objectives are compatible with those of TAASA.
Affiliate with recognised organisations where such affiliation is considered to be in the best interests of the Association.
Raise funds, receive donations, sponsorships, grants, and other lawful income to support the objects of the Association.
Undertake any other lawful activity that supports or advances the objects of the Association.
To achieve its objects, TAASA shall have all lawful powers necessary for the proper management and administration of the Association.
The Association may:
Acquire, lease, manage, and dispose of movable and immovable property.
Open, maintain, and operate bank and investment accounts.
Enter into lawful contracts, agreements, partnerships, and memoranda of understanding.
Employ staff or appoint contractors, consultants, advisers, or volunteers.
Establish committees, commissions, regional structures, and working groups.
Adopt, amend, and repeal Regulations, Policies, Procedures, and Codes that are consistent with this Constitution.
Levy membership fees, affiliation fees, competition fees, and other charges approved in accordance with this Constitution.
Apply for grants, sponsorships, donations, and financial assistance from lawful sources.
Acquire equipment and other assets necessary for the activities of the Association.
Protect and manage the Association's intellectual property, including its name, logo, publications, and other assets.
Institute, defend, or settle legal proceedings where necessary to protect the interests of the Association.
Exercise any other lawful power reasonably necessary to achieve the objects of the Association.
Eligibility
Membership of the Association shall be open to individuals and organisations that support the Objects of the Association and agree to comply with this Constitution and the Official Documents of the Association.
Categories of Membership
The Association shall recognise the following categories of membership:
- Individual Members
- Affiliated Clubs.
- Associate Members.
- Honorary Life Members.
Individual Members
Individual Members are persons admitted to membership of the Association in accordance with this Constitution and the Official Documents of the Association.
- Individual Members shall enjoy the rights, privileges, and responsibilities of membership as prescribed by this Constitution and the Official Documents.
- Individual Members who satisfy the eligibility requirements prescribed by this Constitution shall be entitled to vote, stand for election, and hold office within the Association.
Affiliated Clubs
An Affiliated Club is a recognised archery club, association, or organisation admitted as an affiliated organisational member of the Association.
- Affiliated Clubs may participate in the programmes, activities, competitions, educational initiatives, and other recognised activities of the Association.
- Affiliated Clubs shall not possess voting rights in the General Assembly.
- Affiliation does not automatically confer membership of the Association upon the individual members of an Affiliated Club.
- Any individual belonging to an Affiliated Club who wishes to enjoy the rights and privileges of membership, including eligibility to vote or hold office where applicable, shall apply for and be admitted as an Individual Member of the Association in accordance with this Constitution.
Associate Members
Associate Members are individuals or organisations admitted in a supporting or developmental capacity in accordance with the Official Documents of the Association.
- Associate Members shall enjoy such rights and privileges as may be prescribed in the Official Documents.
- Associate Members shall not possess voting rights unless expressly provided for in this Constitution.
Honorary Life Members
Honorary Life Membership may be conferred by the Association upon persons who have rendered distinguished service or made an exceptional contribution to the advancement of traditional archery or to the Association.
- Honorary Life Members shall enjoy such privileges as may be determined by the Board.
- Honorary Life Members shall not possess voting rights unless they are also admitted as Individual Members of the Association.
Rights of Members
Members shall have the right to:
- Participate in the activities and programmes of the Association in accordance with their category of membership.
- Receive information relating to the governance, activities, and affairs of the Association.
- Attend meetings where entitled to do so under this Constitution.
- Vote where voting rights are expressly granted by this Constitution.
- Stand for election or appointment where eligible under this Constitution.
Responsibilities of Members
Members shall:
- Comply with this Constitution and the Official Documents of the Association.
- Uphold and promote the Objects, values, and good reputation of the Association.
- Pay any approved membership or affiliation fees applicable to their category of membership.
- Conduct themselves honestly, respectfully, and in a manner consistent with the values and integrity of the Association.
Admission of Members
Applications for membership or affiliation shall be submitted in the manner prescribed by the Official Documents of the Association.
- The Board shall consider and determine applications in accordance with this Constitution and the Official Documents.
- An applicant whose application is declined shall be informed of the decision and may appeal in accordance with the Official Documents.
Suspension and Termination
Membership or affiliation may be suspended or terminated:
- By written resignation.
- By dissolution of an Affiliated Club or organisational member.
- By failure to pay any applicable membership or affiliation fees after reasonable notice.
- Following disciplinary proceedings conducted in accordance with this Constitution and the Official Documents.
Fair Process
No member or Affiliated Club shall be suspended, expelled, or have its affiliation terminated without:
- Being informed of the reasons for the proposed action.
- Being afforded a reasonable opportunity to respond.
- Having the matter considered fairly, impartially, and in accordance with the principles of natural justice.
- Being informed of the final decision and any applicable right of appeal.
Chapter 3
Governance
The governance of the Association shall be founded upon the principles of accountability, transparency, integrity, fairness, and responsible leadership.
The governance structures of the Association shall consist of:
- The General Assembly;
- The Board;
- The Executive Committee; and
- Standing and Special Committees established in accordance with this Constitution.
Each governance structure shall exercise only those powers and responsibilities assigned to it by this Constitution or by Regulations adopted in terms of this Constitution.
No person or governance structure shall exercise authority outside the powers granted by this Constitution.
The General Assembly is the highest decision-making body of the Association.
The General Assembly shall consist of those members entitled to vote in accordance with this Constitution.
The General Assembly shall have the authority to:
- Elect Directors of the Association in accordance with this Constitution.
- Elect Office Bearers where provided for in this Constitution.
- Receive and consider reports from the Board.
- Consider and approve the annual financial statements.
- Appoint an Auditor or Independent Reviewer where required.
- Amend this Constitution.
- Approve the voluntary dissolution of the Association.
- Consider any matter properly placed before the General Assembly.
The General Assembly shall meet annually as an Annual General Meeting.
Special General Meetings may be convened in accordance with this Constitution.
The quorum, voting procedures and notice requirements for General Meetings shall be prescribed by this Constitution and the Regulations.
Annual General Meeting
The Association shall hold an Annual General Meeting (AGM) once in each calendar year.
The AGM shall:
- Receive the annual report of the Board.
- Receive and consider the annual financial statements.
- Elect Directors and Office Bearers where applicable.
- Appoint an Auditor or Independent Reviewer where required.
- Consider Constitutional amendments.
- Consider any other business properly placed before the meeting.
Written notice of the AGM shall be given not less than twenty-one (21) days before the meeting.
Special General Meeting
A Special General Meeting (SGM) may be called:
- By resolution of the Board.
- Upon written request by at least twenty percent (20%) of the voting members.
The notice convening the SGM shall state the purpose of the meeting, and no business other than that specified in the notice shall be considered.
Quorum
No General Meeting shall proceed unless a quorum is present.
The quorum shall be twenty-five percent (25%) of the voting members, unless otherwise prescribed by this Constitution.
Voting
Unless otherwise provided in this Constitution, decisions shall be made by a simple majority of votes cast.
Voting may take place by show of hands, secret ballot, electronic voting, or any other method approved by the meeting.
Establishment
The Association shall be governed by a Board of Directors.
The Board shall be responsible for the governance, legal compliance, strategic direction, financial oversight, and long-term sustainability of the Association.
The Board shall consist of not fewer than three (3) Directors.
Every Director shall satisfy the requirements of applicable South African law and this Constitution.
Powers and Responsibilities
The Board shall:
- Govern the affairs of the Association.
- Protect the assets, reputation, and legal interests of the Association.
- Ensure compliance with this Constitution and applicable legislation.
- Approve Regulations, Policies, Procedures, and Codes.
- Approve the annual budget.
- Oversee the financial management of the Association.
- Approve affiliations with organisations whose objectives are compatible with those of the Association.
- Establish, dissolve, and oversee committees.
- Supervise the Executive Committee.
- Appoint International Representatives where required.
- Manage risks affecting the Association.
Eligibility to Serve as a Director
A person shall be eligible for nomination as a Director only if he or she:
- Is a member in good standing.
- Meets the requirements for serving as a Director under applicable South African law.
- Supports the objects of the Association.
- Is not disqualified from serving as a Director by law or by this Constitution.
- Accepts the fiduciary responsibilities and duties of a Director.
Nomination and Election of Directors
Vacancies on the Board shall be filled through a nomination and election process that is fair, transparent, and consistent with this Constitution.
Eligible candidates shall be nominated in the manner prescribed by the Regulations.
Before any election, the Board shall verify that each nominee satisfies the eligibility requirements set out in this Constitution.
The Board may reject a nomination only where the nominee fails to satisfy the objective eligibility requirements contained in this Constitution or applicable law.
A decision rejecting a nomination shall be communicated in writing together with the reasons for the decision.
A nominee whose nomination is rejected shall have the right to appeal in accordance with the Regulations of the Association.
Eligible nominees shall be presented to the General Assembly for election.
Following election, the Association shall take all necessary steps to record the appointment of the Director in accordance with applicable South African law.
Duties of Directors
Every Director shall:
- Act honestly and in good faith.
- Act in the best interests of the Association.
- Exercise reasonable care, skill, and diligence.
- Avoid conflicts of interest.
- Maintain confidentiality where appropriate.
- Protect the assets and reputation of the Association.
Removal of Directors
A Director may be removed from office only:
- Upon resignation.
- Upon death.
- Upon becoming legally disqualified from serving as a Director.
- Following serious misconduct or breach of fiduciary duty.
- Following a resolution of the General Assembly adopted after due process has been followed.
The Executive Committee shall be responsible for the day-to-day administration and management of the Association.
The Executive Committee shall operate under the authority and oversight of the Board.
The Executive Committee shall consist of the Office Bearers and such other persons as may be appointed in accordance with this Constitution.
Functions
The Executive Committee shall:
- Implement the decisions of the Board.
- Administer the daily affairs of the Association.
- Coordinate the activities of committees.
- Manage membership administration.
- Coordinate competitions, events, educational programmes, and other Association activities.
- Prepare reports for consideration by the Board.
- Prepare the annual operational plan.
- Perform such other lawful duties as may be assigned by the Board.
The Executive Committee shall report regularly to the Board.
The Executive Committee shall not exercise powers reserved by this Constitution to the General Assembly or the Board.
Establishment
The Association shall have the following principal Office Bearers:
- President
- Vice-President
- Secretary-General
- Treasurer
The Board may establish additional Office Bearer positions where this is considered necessary for the effective administration of the Association, provided that any such position is reported to the General Assembly at its next Annual General Meeting for ratification
General Responsibilities
Office Bearers shall:
- Carry out the duties assigned to their respective offices.
- Act honestly, fairly, and in the best interests of the Association.
- Comply with this Constitution, the Regulations, and the lawful decisions of the General Assembly and the Board.
- Exercise reasonable care, diligence, and accountability in performing their duties.
President
The President shall:
- Provide leadership to the Association.
- Chair meetings of the General Assembly and the Board, unless otherwise determined.
- Promote the objects and interests of the Association.
- Perform such other duties as may be assigned by this Constitution or the Board.
Vice-President
The Vice-President shall:
- Assist the President.
- Perform the duties of the President during the President's absence or inability to act.
- Perform any additional duties assigned by the Board.
Secretary-General
The Secretary-General shall:
- Be responsible for the administration of the Association.
- Ensure that accurate records of meetings and decisions are maintained.
- Maintain the official records and correspondence of the Association.
- Coordinate the implementation of decisions of the Board and the Executive Committee.
- Perform such additional duties assigned by the Board.
Treasurer
The Treasurer shall:
- Oversee the financial administration of the Association.
- Present financial reports to the Board and the General Assembly.
- Assist in preparing the annual budget.
- Ensure that proper financial records are maintained.
- Perform any additional duties assigned by the Board.
Vacancies
A vacancy in the office of an Office Bearer shall be filled in accordance with this Constitution and the Regulations.
Removal
An Office Bearer may be removed from office for:
- Resignation.
- Death.
- Incapacity.
- Serious misconduct.
- Failure to perform the duties of office.
- Any other lawful reason determined in accordance with due process.
The Board may establish Standing Committees, Special Committees, Advisory Committees, Working Groups, or Task Teams as necessary to assist the Association in achieving its objects.
The Board shall determine:
- The purpose of each committee.
- Its terms of reference.
- Its composition.
- Its reporting responsibilities.
- Its period of operation where applicable.
Committee Responsibilities
Committees shall:
- Operate within their approved terms of reference.
- Report to the Executive Committee or the Board, as determined when the committee is established.
- Make recommendations but shall not exercise powers reserved for the General Assembly or the Board unless expressly authorised.
Committee Membership
Committee members need not all be Directors.
The Board may appoint suitably qualified members or other persons whose knowledge or experience would benefit the Association.
Dissolution
The Board may dissolve or restructure any committee whenever it is in the best interests of the Association.
Board Meetings
The Board shall meet as often as necessary to conduct the business of the Association, but not fewer than four (4) times in each calendar year.
Meetings may be held in person or by electronic means, provided that all participants are able to communicate effectively.
Quorum
A majority of the Directors shall constitute a quorum for meetings of the Board.
Voting
Decisions shall be made by a simple majority of those present and entitled to vote.
In the event of an equality of votes, the Chairperson shall have a casting vote.
Executive Committee Meetings
The Executive Committee shall meet as often as necessary to conduct the operational affairs of the Association.
Minutes
Accurate minutes shall be kept of all meetings of the Board and the Executive Committee.
Minutes shall be approved at the next meeting and retained as part of the permanent records of the Association.
Conflict of Interest
Any Director, Office Bearer, or committee member who has a direct or indirect personal or financial interest in a matter under consideration shall declare that interest before discussion of the matter.
Unless the Board determines otherwise, that person shall not participate in the discussion or vote on the matter.
Written Resolutions
A resolution signed or approved electronically by all Directors shall have the same force and effect as a resolution adopted at a duly convened meeting of the Board.
Chapter 4
Finance
Financial Responsibility
The Association shall manage its finances honestly, responsibly, and in a manner that promotes the objects of the Association.
All funds, assets, and resources of the Association shall be used solely for the furtherance of the objects of the Association and shall not be used for the personal benefit of any individual, except where reasonable remuneration or reimbursement is authorised in accordance with this Constitution and applicable law.
The Association shall exercise prudent financial management and avoid unnecessary expenditure, waste, or financial commitments that may place the Association at unreasonable financial risk.
Financial Year
The financial year of the Association shall be determined by the Board and shall remain consistent unless changed by resolution of the Board.
Banking
The Association shall maintain one or more bank accounts in the name of the Association.
All monies received on behalf of the Association shall be deposited into the official bank account of the Association as soon as reasonably practicable.
Financial Records
Proper accounting records shall be maintained in accordance with applicable South African law and generally accepted accounting principles.
The Treasurer shall oversee the financial administration of the Association, subject to the oversight of the Board.
Annual Budget
The Board shall approve an annual budget to guide the financial activities of the Association.
Expenditure shall, as far as reasonably practicable, be consistent with the approved budget.
Financial Authority
No person shall commit the Association to any financial obligation unless authorised in terms of this Constitution, an approved budget, a resolution of the Board, or delegated authority approved by the Board.
The Board may delegate financial authority to Office Bearers or other authorised persons, subject to appropriate limitations and financial controls.
Assets
All assets of the Association shall be safeguarded and used only for lawful purposes consistent with the objects of the Association.
No person shall improperly use, dispose of, or derive personal benefit from the assets of the Association.
Income
The Association may receive income from lawful sources, including:
- Membership subscriptions.
- Donations.
- Sponsorships.
- Grants.
- Fundraising activities.
- Events and competitions.
- Sales of merchandise or publications.
- Any other lawful source approved by the Board.
Financial Policies
The Board shall adopt and maintain appropriate Financial Policies to promote sound financial governance. Such policies may include procedures relating to:
- Banking.
- Payments and receipts.
- Procurement.
- Asset management.
- Delegated financial authority.
- Record keeping.
- Financial risk management.
Ethical Stewardship
The Association shall administer its financial resources with integrity, fairness, prudence, and responsible stewardship, recognising that the resources entrusted to it are to be used for the benefit of the Association and in furtherance of its objects.
Every person entrusted with the management or administration of the Association's finances shall act honestly, accountably, and with due care in the performance of those responsibilities.
Annual Financial Statements
The Board shall ensure that annual financial statements are prepared for each financial year in accordance with applicable South African law and accepted accounting principles.
The annual financial statements shall fairly present the financial position and financial performance of the Association.
Audit or Independent Review
Where required by law, the annual financial statements shall be audited or independently reviewed by a suitably qualified and independent person.
Where an audit or independent review is not required by law, the Board may nevertheless appoint an independent person to examine the financial records if it considers this to be in the best interests of the Association.
Presentation to the General Assembly
The annual financial statements shall be presented to the members at the Annual General Meeting.
Members shall be given a reasonable opportunity to ask questions regarding the financial affairs of the Association.
Financial Accountability
The Board remains collectively responsible for the financial governance of the Association, notwithstanding any delegation of financial responsibilities.
The Treasurer shall report regularly to the Board on the financial position of the Association.
Records
The Association shall maintain accurate financial records and supporting documentation for the period required by applicable law.
Financial records shall be kept securely and made available for inspection by authorised persons where required by law or this Constitution.
Transparency
The Association shall promote openness and transparency in its financial affairs while respecting legal obligations relating to confidentiality and the protection of personal information.
Members may request access to financial information in accordance with applicable law, this Constitution, and any applicable policies of the Association.
Financial Integrity
Any person who becomes aware of suspected fraud, theft, financial misconduct, or misuse of the Association's assets shall report the matter to the Board without unreasonable delay.
The Board shall ensure that any credible allegation of financial misconduct is considered promptly and dealt with fairly, lawfully, and in accordance with the Association's disciplinary procedures.
Chapter 5
Administration and Governance
Authority
The Board may adopt, approve, amend, suspend, or repeal Official Documents of the Association that are consistent with this Constitution and are necessary to give effect to this Constitution and to facilitate the governance, administration, activities, development, and objects of the Association.
Official Documents of the Association may include, but are not limited to:
- Regulations.
- Policies.
- Codes.
- Standards.
- Guidelines.
- Procedures.
- Rules.
- Manuals.
- Frameworks.
- Protocols.
- Any other official document considered necessary for the proper functioning of the Association.
Purpose
Official Documents may be adopted to regulate, guide, promote, or support any matter relating to the Association, including but not limited to:
- Governance and administration.
- Membership.
- Traditional archery activities, competitions, events, and demonstrations.
- Coaching, judging, officiating, and technical standards.
- Safety, health, and risk management.
- Financial management and administration.
- Codes of Conduct, ethics, and disciplinary procedures.
- Communications, publications, media, branding, and the use of the Association's intellectual property.
- Education, research, training, and development.
- Heritage preservation and the promotion of traditional archery.
- Any other matter considered necessary to further the objects of the Association.
Consistency
All Official Documents of the Association shall be consistent with this Constitution.
Where there is any inconsistency between this Constitution and an Official Document of the Association, this Constitution shall prevail.
Compliance
Directors, Office Bearers, members, officials, volunteers, committees, affiliated organisations, participants, and any other persons acting under the authority of the Association shall comply with the Official Documents applicable to them.
Publication
The Board shall take reasonable steps to make applicable Official Documents available to members and other affected persons.
Review
The Board shall review Official Documents from time to time and may amend, replace, or repeal them where necessary, provided that they remain consistent with this Constitution.
General Standard of Conduct
Every Director, Office Bearer, member, official, volunteer, committee member, participant, affiliated organisation, and any other person acting on behalf of the Association shall conduct themselves in a manner that upholds the objects, reputation, and best interests of the Association.
Persons referred to in clause 19.1 shall act with honesty, integrity, fairness, accountability, respect, and good sportsmanship in the performance of their responsibilities and interactions with others.
Compliance with Official Documents
Directors, Office Bearers, members, officials, volunteers, participants, affiliated organisations, and any other persons acting under the authority of the Association shall comply with this Constitution and all applicable Official Documents of the Association.
Failure to comply with this Constitution or the applicable Official Documents may result in disciplinary action in accordance with this Constitution and the Association's disciplinary procedures.
Conflicts of Interest
Every Director, Office Bearer, committee member, or person acting on behalf of the Association shall avoid actual, potential, or perceived conflicts of interest where reasonably possible.
Any person who has a direct or indirect personal, financial, or other material interest in a matter being considered by the Association shall disclose that interest as soon as reasonably practicable.
The Board shall determine the appropriate manner in which any declared conflict of interest shall be managed, which may include requiring the affected person to withdraw from discussion or decision-making on that matter.
Ethical Responsibilities
No person shall use their position within the Association to obtain an improper personal advantage or to unfairly benefit another person or organisation.
Persons acting on behalf of the Association shall exercise the authority entrusted to them responsibly and only for lawful purposes consistent with the objects of the Association.
Protection of the Association
Every person acting on behalf of the Association shall take reasonable care to protect the reputation, property, information, and interests of the Association.
Code of Conduct
The Board shall adopt and maintain a Code of Conduct as an Official Document of the Association.
The Code of Conduct may prescribe standards of conduct, ethical responsibilities, and other matters necessary to promote integrity, respect, safety, accountability, and the proper administration of the Association.
Purpose
The Association shall maintain fair, impartial, and effective disciplinary procedures to uphold this Constitution, its Official Documents, and the objects of the Association.
Grounds for Disciplinary Action
A person may be subject to disciplinary action where they:
- Breach this Constitution.
- Breach an applicable Official Document of the Association.
- Fail to comply with a lawful decision or directive of the Association.
- Engage in misconduct that materially affects the interests, activities, or proper functioning of the Association.
Principles of Fairness
No person shall be subject to disciplinary action unless they have been informed of the allegation against them and have been given a reasonable opportunity to respond.
Disciplinary matters shall be conducted fairly, impartially, and without unreasonable delay.
Any person responsible for investigating or determining a disciplinary matter shall act independently and shall not participate where a conflict of interest exists.
Disciplinary Measures
Where misconduct is established, appropriate disciplinary measures may be imposed, having regard to the nature and seriousness of the misconduct.
Disciplinary measures may include a warning, reprimand, suspension, removal from office, termination of membership, or any other appropriate measure authorised by the applicable Official Documents.
Disciplinary Procedures
The Board shall adopt and maintain disciplinary procedures as Official Documents of the Association.
Such procedures shall provide for the investigation, hearing, determination, and recording of disciplinary matters.
Protection of the Association
The Board may take such lawful interim measures as may be reasonably necessary to protect the interests of the Association while disciplinary proceedings are pending, provided that such measures are fair, proportionate, and consistent with this Constitution.
Right of Appeal
A person who is the subject of disciplinary action shall have the right to appeal in accordance with Article 21 of this Constitution and the applicable Official Documents.
Right of Appeal
Any person who is directly affected by a decision made under this Constitution or the Official Documents of the Association may appeal that decision in accordance with this Article and the applicable Official Documents.
Grounds of Appeal
An appeal may be lodged on one or more of the following grounds:
- The procedures prescribed by this Constitution or the applicable Official Documents were not properly followed.
- The decision was unreasonable or unsupported by the available evidence.
- A conflict of interest or procedural unfairness materially affected the decision.
- New evidence has become available which could reasonably have affected the outcome of the matter.
Appeals Procedure
The Board shall adopt and maintain appeal procedures as Official Documents of the Association.
Appeal procedures shall ensure that appeals are considered fairly, impartially, and without unreasonable delay.
Wherever reasonably practicable, an appeal shall be determined by persons who were not involved in making the original decision.
Decisions on Appeal
The appeal body or authorised person may:
- Confirm the original decision.
- Amend the original decision.
- Set aside the original decision.
- Refer the matter back for reconsideration.
Internal Resolution of Disputes
Members and officials should make every reasonable effort to resolve disputes internally before pursuing external remedies, provided that doing so does not prejudice any legal rights available under applicable law.
Finality
Subject to any rights provided by applicable law, a decision made following the completion of the Association's internal appeal procedures shall be regarded as final within the Association.
Chapter 6
Constitutional Matters
Draft Constitution
Until this Constitution has been formally adopted by the General Assembly, it shall remain a draft Constitution and may be revised from time to time for the purpose of:
- Improving its governance and administration.
- Ensuring compliance with applicable South African law.
- Addressing recommendations or requirements made by regulatory authorities, funding bodies, or organisations with which the Association seeks affiliation.
- Correcting errors, inconsistencies, ambiguities, or omissions.
Adoption
Upon its adoption by the General Assembly, this Constitution shall become the governing Constitution of the Association.
Amendments After Adoption
After its adoption, this Constitution may only be amended by a resolution of the General Assembly passed at a General Meeting convened in accordance with this Constitution.
Notice of Proposed Amendments
Members entitled to vote shall receive not less than twenty-one (21) days' notice of any proposed constitutional amendment, together with sufficient information to enable them to consider the proposed amendment before the General Meeting.
Approval
A proposed amendment shall be adopted only if approved by at least two-thirds (2/3) of the members present and entitled to vote.
Effective Date
Unless otherwise resolved by the General Assembly, an amendment shall take effect immediately upon its adoption.
Compliance with Law
No amendment shall be adopted if it is inconsistent with applicable South African law governing the Association.
Constitutional Principles
In considering any proposed amendment, due regard shall be given to:
- The objects of the Association.
- The independence and autonomy of the Association.
- Good governance and accountability.
- The long-term interests and sustainability of the Association.
Commencement
This Constitution shall come into effect on the date of its adoption by the General Assembly, unless the General Assembly resolves otherwise.
Continuity of the Association
The adoption of this Constitution shall not affect the legal existence, rights, obligations, assets, liabilities, or continuity of the Association.
Existing Directors
The Directors holding office immediately before the adoption of this Constitution shall continue in office until their terms expire or until they are replaced or removed in accordance with this Constitution.
Existing Office Bearers and Committees
Any Office Bearers, committees, appointments, or delegations lawfully existing immediately before the adoption of this Constitution shall continue until amended, replaced, or terminated in accordance with this Constitution.
Existing Decisions
Any decisions, resolutions, contracts, agreements, memberships, affiliations, appointments, or other lawful actions made on behalf of the Association before the adoption of this Constitution shall remain valid unless they are inconsistent with this Constitution or applicable South African law.
Official Documents
Official Documents adopted after the commencement of this Constitution shall derive their authority from this Constitution and shall remain valid until amended, replaced, or repealed in accordance with this Constitution.
Transitional Matters
If any uncertainty or practical difficulty arises in implementing this Constitution during the transitional period, the Board may make such reasonable decisions as are necessary to facilitate its implementation, provided that such decisions are consistent with this Constitution and shall be reported to the next General Assembly.
Interpretation
Nothing contained in this Article shall be interpreted as limiting the authority of the General Assembly under this Constitution.
Authority
The Association may only be dissolved by a resolution of the General Assembly passed by at least two-thirds (2/3) of the members present and entitled to vote at a General Meeting convened for that purpose.
Settlement of Affairs
Upon the dissolution of the Association, the Board shall ensure that all lawful debts, liabilities, contractual obligations, and expenses of the Association are properly settled before any remaining assets are distributed.
Distribution of Remaining Assets
No member, Director, Office Bearer, employee, volunteer, or any other person associated with the Association shall be entitled to receive any portion of the remaining assets of the Association solely by virtue of their association with it.
After the settlement of all lawful debts and liabilities, any remaining assets shall be transferred to one or more non-profit organisations, non-profit companies, public benefit organisations, charitable organisations, or other bodies having objects substantially similar to those of the Association, as determined by the General Assembly and in accordance with applicable South African law.
Records
The Board shall ensure that all records relating to the dissolution of the Association are retained or disposed of in accordance with applicable South African law.
Final Responsibilities
The Directors and Office Bearers shall continue to fulfil their lawful responsibilities until the dissolution process has been completed and all legal obligations of the Association have been discharged.
Interpretation
Nothing contained in this Article shall permit the distribution of the Association's assets for private benefit contrary to applicable South African law governing non-profit organisations.
Constitution · Version 1.0 · Effective July 2026.
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