Constitution

Constitution

“COMMUNITY UPLIFTMENT AND DEVELOPMENT ORGANISATION”

• Organisation’s name:

The name of the organisation will be “COMMUNITY UPLIFTMENT AND DEVELOPMENT ORGANISATION”

• Main and ancillary objective 

1. Main: Poverty alleviation and upliftment of the vulnerable communities where and when identified as objective in terms of its constitution. 
2. Ancillary: Community projects :

• Distribution of clothing and bedding to vulnerable communities
• Maintenance of communal properties
• Feeding schemes
• Animal health projects
• Programmes and activities with regards to the community

1. Seek and obtain funding and resources through fundraising activities to achieve above goals. 
2. Accept donations and gifts in such a manner as deemed fit by the FISH HOEK COMMUNITY OUTREACH but subject to the applicable laws of our country and in line with best practice of similar organisations.

• Distribution of income and property

The organisation’s income and property are not distributable to its office-bearers  or office-bearers, except as reasonable compensation for services rendered as approved in advance of any remuneration at a properly held meeting;
 

• Organisation, identity and existence

The “FISH HOEK COMMUNITY OUTREACH” organisation will be an association and have an identity and existence distinct from its office-bearers;

• Continued existence

The organisation’s existence will continue notwithstanding changes in the composition of its office-bearers;

• Rights to property and other assets

The office-bearers have no rights in the property or other assets of the organisation solely by virtue of their being office-bearers;

• Powers of the organisation

The powers of the organisation will include those normally associated with a non-profit organisation and includes the following but is not limited thereto:

• recruiting volunteers to assist in projects,
• opening of a bank account,
• raising of finance and donations,
• holding fundraising events,
• making investments,
• creating a contingency fund,
• appointing office-bearers and removing office-bearers.

provided the activities are conducted in line with the primary and ancillary objectives of the organisation

• Organisational structures and mechanisms for governance

Where uncertainty exists as to governance, processes etc. the committee shall refer to the requirements of the Companies Act, 2008 for guidance. The following is a summary the governance structure:

8.1     The committee shall be the governing body of the organisation and shall consist of at least three (3) members, consisting of one (1) representative  from the board of the Fish Hoek Dutch Reformed Church, one (1) community representative and one (1) professional person such as an attorney or accountant .

The committee shall consist of the following office-bearers including the following:

8.1.1   Chairperson

8.1.2   Treasurer/ Vice chairperson

8.1.3   Secretary

8.2     Subject to the terms of this constitution and to the resolution of the committee at an Annual General Meeting, the committee may exercise all the powers of the organisation in order to fulfil its mandate to achieve the objectives of the organisation as stated in this constitution.

8.3     The committee shall be responsible for the management and operation of the day to day business and affairs of the organisation. The committee shall have the sole right of appointing and determining the terms and conditions of service of employees of the organisation.  The committee shall have the authority to enter into contracts for the purposes of, or necessary or incidental to the objects or to exercising the powers of, the organisation.

8.4     Decisions are taken by at least 51% of the office-bearers. Where no outcome is achieved the chairperson or in his/her absence the Treasurer has the deciding vote.

8.5     All meetings must have an agenda circulated to the office-bearers  at least 7 days prior to the meeting.

8.6     All meetings must be reasonably conducted and properly minuted.

8.7     The secretary shall be responsible to ensure a minute book is kept. It should be noted that loose pages must be permanently affixed in a minute book.

8.8     All office-bearers must act in a transparent way and may not benefit directly or indirectly from any contracts with the organisation.

8.9     The office-bearers carry the same fiduciary responsibility as those of directors of a company in terms of the Companies Act, 2008. Any person who is disqualified as a director in terms of the Companies Act, 2008 may not serve on the committee.

• Rules for convening and conduction meetings

The rules for convening and conducting meetings, including quorums required for and the minutes to be kept of those meetings and determined in line with the Companies Act, 2008 unless specifically documented in the constitution. A quorum for a committee meeting is 3.
10) Decisions
All office-bearers decisions will be made by at least 51% of the votes after following a due process of voting, properly minuted. The Chairman and in his absence the Treasurer will have the casting vote.

11) Conduct of financial transactions

The organisation’s financial transactions must be conducted by means of a banking account; As far as possible all transactions will be done by EFT. All payments must be authorised by at least two official office-bearers of which one must be the Treasurer and must be tabled at each general meeting to ensure full transparency to its office-bearers

12) Financial year end, financial records and financial statements
12.1) Financial year end

The end of the organisation’s financial year will be the last day of February each year.

12.2) Financial records and financial statements

12.2.1 The organisation must, to the standards of generally accepted accounting practice and as applicable the International Financial Reporting Standard for Small and Medium Sized-Entities or other applicable standard

(a) keep accounting records of its income, expenditure, assets and liabilities; and

(b) within six months after the end of its financial year, draw up financial statements which must include at least—

(i) a statement of income and expenditure for that financial year; and

(ii) a balance sheet showing its assets, liabilities and financial position as at the end of that financial year.

12.2.2 Within two months after drawing up its financial statements, every registered non-profit organisation must arrange for a written report to be compiled by an accounting officer and submitted to the organisation stating whether or not—

(a) the financial statements of the organisation are consistent with its accounting records;

(b) the accounting policies of the organisation are appropriate and have been appropriately applied in the preparation of the financial statements; and

(c) the organisation has complied with the provisions of this Act and of its constitution which relate to financial matters.

12.3) Preservation of records

The organisation must preserve each of its books of account, supporting vouchers, records of subscriptions or levies paid by its office-bearers , income and expenditure statements, balance sheets and accounting officer’s reports, in an original or reproduced form, for the prescribed period.

12.4) Duty to provide reports and information

The organisation must, in writing, provide the NPO director with:

(a) a narrative report of its activities in the prescribed manner together with its financial statements and the accounting officer’s report as contemplated in section 17(1 ) and (2) of the Act, within nine months after the end of its financial year and,

(b) the names and physical, business and residential addresses of its office-bearers within one month after any appointment or election of its office- bearers even if their appointment or election did not result in any changes to its office-bearers;

(c) a physical address in the Republic for the service of documents as contemplated in section 16(2) of the NPO Act;

(d) notice of any change of address within one month before a new address for service of documents will take effect; and

(e) such other information as may be prescribed or required
13) Changes to the Constitution
Any changes to the constitution must follow a due and transparent process including 21 calendar days written notice to its office-bearers together with mentioning that the objective of the meeting is to change and or amend the constitution, together with the proposed changes, the reasons therefore as well as the fact that an opportunity will be presented for its office-bearers to raise objections at the meeting. Any changes must be approved by 75% of the office-bearers present provided a quorum is present.
14) Dissolving/wounding up of the organisation

The organisation maybe wound up or dissolved provided the following process was followed:

1) The notice of intention together with reasons and an invitation to stake holders to raise any concerns and or objections was published by the committee in a local well circulated newspaper

2) The notice must give at least 21 calendar days’ notice of the intention

3) The wounding up/dissolving must be approved by 75% of its office-bearers provided a quorum is present

4) The committee has ensured the balance of its assets will be transferred to another non-profit organisation with similar objectives

15)  Transferring of remainder of assets
In the event of the organisation being wound up or dissolved, any asset remaining after all its liabilities have been met, must be transferred to another non-profit organisation having similar objectives.

16) Other:

16.1 Prohibition of office-bearers hip: A person may be prohibited to become a member or be removed as member should he/she act in an unprofessional and or disturbing manner. The member must be given the opportunity to appeal the decision.

16.2 Liability: The office-bearers do not become liable for any of the obligations and liabilities of the organisation solely by virtue of their status as office-bearers of the organisation. Office-bearers are not personally liable for any loss suffered by any person as a result of an act or omission which occurs in good faith while the office-bearer is performing functions for or on behalf of the organisation;

17) Contradictions
Where any contradictions between the Constitution and the Non-Profit Organisations Act, 1997 are identified:

17.1 the Act will prevail and,

17.2 the contradiction will not affect the validity of the Constitution which will remain in force and,

17.3 the Committee will take reasonable steps to align the Constitution with the Non-Profit Organisations Act, 1997