KRUGERSDOSP CAMERA CLUB.
1. NAME : KRUGERSDORP CAMERA CLUB.
2. HEADQUARTERS : KRUGERSDORP.
3. OBJECTS :
(a) The objects of the club shall be to operate and function, as a body corporate for the purpose of promoting, fostering and encouraging all forms of photography, and for that purpose to do and/or cause to be done any such act or thing as the committee of the club shall deem to further the aforesaid object including the acquisition, hire, alienation, lease, encumbering and investment of moveable, immovable and incorporeal property or of and limited interest therein, the lending, investment or placing of club funds, the borrowing of money, the acquisition of rights and incurring of obligations, and the making of grants and donations.
(b) To fulfil all the usual objects of a scientific and social club and hold and arrange or conduct debates, discussions, lectures, shows, exhibitions, salons, competitions and social functions.
(c) To co-operate with any other association, society, club, organisation, or persons, when such co-operation is calculated to further the interests of the club.
4. INDEPENDENT LEGAL PERSONALITY:
(a) The club is formed with the intention that by this constitution, and by its objects and its activities, it shall be a body corporate or "universitas" having a separate legal "persona" with perpetual succession, and with the capacity to acquire and hold property for itself and apart from its members, and likewise to acquire other rights and incur obligations, and to sue and be sued, for and by itself and apart from its members.
(b) The property and other assets of the club shall vest in the club, which shall hold such assets for itself as distinct from its individual members, and the individual members shall have no right in or to any property or other assets of the club.
(c) The club shall not carry on any business that has for its object the acquisition of gain by the individual members thereof.
(d) Any obligations incurred by or for or on behalf of the club shall be incurred for the club itself and to the exclusion of the individual members.
(e) Under no circumstances shall the assets of the club or any part thereof be distributed to members in the form of a dividend or a share-out of profits or remaining funds and in the event of the club being dissolved the assets shall be handed over to such other body having similar objects to that of the club, as the committee may decide.
(f) The club may sue or be sued in its own name and the right of decision to sue or to defend any suit shall vest in the committee of the club.
5. STRUCTURE :
The club shall consist of a central body to which all members belong, the control of which shall vest in the General Committee of the club.
6. MEMBERSHIP :
(a) All persons who are presently members of the club and such other persons who shall from time to time be admitted to membership in accordance with the Constitution, rules, and regulations of the Club, shall be members,
There shall be 4 classes of members, viz:-
(1) ORDINARY MEMBERS who shall enjoy all the rights and privileges and shall carry out all the obligations of membership.
(2) ASSOCIATE MEMBERS who shall consist of the wives or husbands of ordinary or honorary members, and who shall enjoy all the privileges of membership except those of voting at meetings and receiving notices and publications of the club. Associate members shall not pay any subscriptions.
(3) HONORARY MEMBERS who may be elected from time to time by the General Committee. Honorary members shall enjoy all the rights and privileges of ordinary members but shall not be liable for the payment of subscriptions.
(4) JUNIOR MEMBERS who shall consist of persons under the age of 18 years and/or students who have been admitted as junior members by the General Committee. Junior members shall pay one half the subscriptions payable by ordinary members, and shall not be entitled to vote at meetings of the club, but shall enjoy all other rights and privileges of membership.
(b) Admission to membership or any class of membership shall be in the sole discretion of the General Committee which shall have the right to accept or reject any application for membership, provided the decision to accept any application shall be agreed to by all those present at the meeting of the General Committee at which it is considered. Should any application for membership be rejected such applicant shall not have the right to be informed of the grounds whereon or the reason why the application was not accepted.
(c) Members shall abide by the Constitution, rules and regulations, for the time being, of the club.
(d) The liability of members shall be limited to the amount of their subscriptions, and any money that may be owing by them to the club.
(e) The rights and privileges of membership shall be personal to the member and shall not be transferable or transmissible by the member's own act or the operation of law.
(f) A member shall cease to be a member of the club in the following circumstances, viz:-
(i) If by notice in writing he resigns his membership.
(ii) If he fails to pay his subscription within 90 days from due date; provided that the General Committee may extend this period if they consider that the circumstances warrant such extension, and provided further that on payment in full of all arrear subscriptions membership may be restored.
(iii) If, after due enquiry, he is expelled from the club because of conduct deemed to be unworthy or unbecoming of a member, or in breach of the Constitution, rules or regulations of the club.
7. SUBSCRIPTIONS :
(a) The amount of the subscription payable by members shall be fixed from time to time at the Annual General Meeting.
(b) Subscriptions shall become payable -on application for membership and thereafter annually, on the first day of February in each year.
8. HONORARY OFFICERS :
(a) The General Committee may, subject to confirmation at the next ordinary meeting of the club, appoint an Honorary President and not more than two Honorary vice-Presidents.
(b) The General Committee may in its discretion appoint such honorary officers for life or for such shorter period as it may decide.
(c) Honorary officers shall be, ex officio, members of all committees of the club.
9. GENERAL COMMITTEE :
(a) The affairs of the club shall be managed by the General Committee which shall consist of a Chairman, a vice-Chairman, a Secretary-Treasurer, 3 members representing, respectively, Cine, Print, and Slide sections and the Honorary Officers of the club.
(b) The General Committee, with the exception of the honorary officers, shall be elected annually at the Annual General Meeting of the club and shall hold office until the conclusion of the next succeeding Annual General Meeting.
(c) Committee members shall be members of the club in good standing.
(d) Retiring committee members shall be eligible for re-election, but no person not being a retiring committee member shall be eligible for election to the committee unless at least 5 clear days before the Annual General Meeting a member has signified in writing to the Secretary his intention to propose such person as a candidate for office and the said candidate has notified the Secretary in writing, of his willingness to accept office if elected.
(e) The committee may, at its discretion co-opt additional members at any time, either to fill a casual vacancy or to undertake a specific task. Co-opted members shall have the same voting powers as elected members. Co-opted members shall cease to hold office at the next succeeding annual general meeting, or when the task for which they have been co-opted has been fulfilled, whichever is the sooner.
(f) A member of the committee shall cease to be a member of the committee:-
(i) If he becomes of unsound mind.
(ii) If he ceases to be a member of the club,
(iii) If he resigns his office.
(iv) If he is requested by all the other members of the committee to resign.
(v) If he is absent from three consecutive meetings of the committee without leave of absence from the committee provided that the three meetings are not held within 30 days.
(g) The committee may act, notwithstanding any casual vacancies in their body, so long as there remain five members of the committee, but if the number falls below five, the remaining committee members shall not act except for the purpose of filling the casual vacancies or calling General Meetings of the club.
10. MANAGEMENT :
(a) The General Committee shall have power to conduct and manage the business of the club and for that purpose to exercise all such powers of the club and to do all such acts as may be exercised and done by the club, except such as are required by these presents to be exercised by the club in General Meeting, and subject to any regulations or resolutions passed by the club in General Meeting, provided that no regulation or resolution made or passed by the club in General Meeting shall invalidate any prior act of the committee which would have been valid if no such regulation had been made or such resolution passed.
(b) Without prejudice to the generality of the foregoing, the General Committee shall have power to:-
(i) Consider applications for membership, and to accept or reject such applications without assigning any reason therefore
(ii) Elect persons whom they consider have rendered signal service to the club as Honorary Members of the club, provided that, at the time of the election of an Honorary Member, the total number of Honorary Members does not exceed 5% the total membership of the club.
(iii) Elect Honorary Officers of the club in terms of 8 above.
(iv) Suspend or expel any member from membership of the club if, after due enquiry, it finds such member guilty of conduct deemed to be unworthy or unbecoming of a member, or in breach of the Constitution, rules or regulations of the club. Any member against whom a complaint of misconduct is made shall be entitled to state his case to the committee, either personally or by written statement.
(v) To purchase or otherwise acquire for the club any property, rights or privileges at such price and on such terms as it may decide.
(vi) To borrow or raise money for the purposes of the club.
(vii) To appoint and in its discretion dismiss, remove or suspend, any employees and servants as it may deem necessary for the conduct of the club's business, and to determine their duties and fix their remuneration.
(viii) To open and operate such banking accounts as it may deem necessary for the conduct of the club's business.
(ix) To institute, conduct, defend, abandon, or compound, any legal proceedings by or against the club and to pay the costs thereof.
(x) To make, draw up, and put into effect rules and regulations for the conduct of competitions, and the like, organised by the club, and for the admission and/or expulsion of members.
(xi) To appoint and at its discretion disband such sub-committees as it may consider necessary for the conduct of the club's affairs.
11. MEETINGS :
(a) The club shall hold an Annual General Meeting not later than April of each year, and each member shall be given not less than 14 days notice of the holding of this meeting.
(b) The club shall hold not less than one ordinary meeting each month for the purpose of discussing the science or art of photography or cinematography or their applications, or the holding of competitions in connection therewith.
(c) Not less than 10 ordinary and/or honorary members may requisition the holding of an Extraordinary General Meeting. Such a requisition, in writing, setting out the purpose for which the meeting is called and signed by the requisitionists, shall be delivered to the Secretary not less than 28 days before the date on which it is proposed to hold the meeting. On receipt of such a requisition the Secretary shall give notice of the meeting to all members in the same way as notice is given of an Annual General Meeting.
(d) The General Committee may call an Extraordinary General Meeting at any time.
(e) The General Committee shall meet not less than ten times in any one calendar year.
12. VOTES OF MEMBERS :
(a) At General Meetings of the club each ordinary and each honorary member shall have one vote. Associate and junior members shall not be entitled to vote at General Meetings of the club.
(b) No member may vote on any question at any General Meeting or be reckoned in a quorum, while any sum payable by him to the club in respect of any subscription or fees remains unpaid; provided that for the purposes of this article all members shall be allowed 90 days grace for the payment of subscriptions.
13. PROCEEDINGS AT GENERAL MEETINGS :
(a) The Honorary President, or failing him the. Chairman of the club, or failing him the vice-Chairman or another member of the committee, shall take the Chair at the Annual General Meeting.
(b) The Chairman of the club shall take the Chair at all other General Meetings of the club, or if the Chairman is not present within ten minutes after the time appointed for holding any meeting, the vice-Chairman, or failing him, the Honorary President.
(c) Six members personally present and entitled to vote shall be a quorum for a General Meeting and no business, except that specified in 11 (b) above, shall be transacted unless the requisite quorum is present at the commencement of the business.
(d) Voting at General Meetings shall be by show of hand, provided that the Chairman of the meeting may decide that voting on any particular matter shall be by ballot.
(e) A declaration by the Chairman of the meeting that a resolution has been carried, or carried by a particular majority, or lost, or lost by a particular majority, and an entry to that effect in the book of proceedings of the club shall be conclusive evidence of the fact, without proof of the number or proportion of the votes recorded in favour of or against such resolution.
(f) Any minutes of resolutions or proceedings at General Meetings, made in one of the minute books of the club, if signed by the Chairman of the Meeting or the Chairman of the next succeeding meeting, shall be receivable as evidence of the matters therein stated.
14. PROCEEDINGS OF THE GENERAL COMMITTEE :
(a) The Chairman of the club, or failing him, the vice-Chairman or failing him, the Honorary President, shall take the chair at meetings of the General Committee.
(b) Five members shall form a quorum for meetings of the General Committee and, except for the purpose of filling casual vacancies on the committee or calling General Meetings of the club, the committee shall not transact any business unless a quorum is present.
(c) The General Committee may meet for the despatch of business, adjourn and otherwise regulate their meetings as they think fit, and may determine what notice shall be given of their meetings.
(d) In the event of an equality of votes the Chairman of the meeting shall have a second or casting vote.
15. BOOKS AND ACCOUNTS :
(a) The General Committee shall cause minutes of all proceedings of the club or club committees to be recorded in one or more books to be kept for this purpose.
(b) The General Committee shall cause to be kept such books of account as are necessary to record all receipts and payments by the club.
(c) The General Committee shall cause to be prepared and laid before the Annual General Meeting each year a Receipts and Payments Account or an Income and Expenditure Account and a Balance Sheet.
(d) The treasurer and another member of the General Committee shall cause to be drawn up a balance sheet which shall be approved by the General Committee before being laid before the Annual General Meeting.
16. NOTICES :
(a) Notices may be served by the club upon any member either personally or by sending it through the post in a prepaid letter, envelope or wrapper addressed to such member at his or her registered address, or by publication in the club's journal.
(b) Each member shall notify in writing to the Secretary an address which shall be deemed his registered address in terms of (a) and if he has not notified such address, or has neglected to advise the Secretary of any change in the same, he shall be deemed to have waived the right to be served with notices.
(c) Any notice sent by post shall be deemed to have been served on the day on which the envelope or wrapper containing it was posted.
The club may sue or be sued in any Court of Law by its corporate name. All powers of attorney bonds, deeds, contracts, cheques, and other documents which may have to be executed by the club shall, subject to any statutory requirements, be signed on behalf of the club by any two members of the General Committee authorised so to do by a resolution of the committee.
18. INDEMNITY AND RESPONSIBILITY :
(a) Every committee member, other officer or servant of the club, shall be indemnified by the club against, and it shall be the duty of the General Committee to pay, out of the funds of the club, all reasonable costs, losses, and expenses which any such officer or servant may incur or become liable for by reason of any contract entered into or act or deed done by him as such officer or servant, or in any way in the discharge of his duties.
(b) Save and except in so far as the operation of this article shall be avoided by any provision of the Statutes, no committee member or other officer or servant of the club shall be liable for the acts, receipts, neglects, or defaults of any other committee member or officer or servant or for joining in any receipt or other act of conformity or for loss or expense happening to the club through the insufficiency or deficiency in the title of any property acquired by order of the General Committee for and on behalf of the club, or for the insufficiency or deficiency of any security in or upon which any of the moneys of the club shall be invested, or for any loss or. damage arising from bankruptcy, insolvency or tortuous act of any person with whom any moneys, securities or effects shall be deposited, or for any loss or damage occasioned by an error of judgment or oversight on his part, or for any other loss or damage or misfortune whatsoever which shall happen in the execution of the duties of his office or in relation thereto, unless the same happen through his own dishonesty.
19. AMENDMENT :
This constitution may be amended at any time provided the amendment or amendments are approved by three-quarters of those present at a General Meeting, at which not less than one quarter of the total membership of the club is represented, and not less than 14 days before the holding of such meeting a notice, setting out the proposed amendment or amendments and their effect, has been sent to all members of the club.
1st January 1962.
1st January 1975
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