CONSTITUTION OF THE SOUTH WINDS TRI CLUB
(OPERATING UNDER THE NAME MY TRAINING DAY)
CLAUSE 1 – Interpretation
CLAUSE 2 - Name
CLAUSE 3 – Legal Personality
CLAUSE 4 - Objectives
CLAUSE 5 - Classes of Membership
CLAUSE 6 - Subscriptions
CLAUSE 7 – Levies/Registration fees
CLAUSE 8 - Meetings
CLAUSE 9 - Management Committee
CLAUSE 10 - Powers and duties of the Committee
CLAUSE 11 - Voting
CLAUSE 12 - Financial Matters
CLAUSE 13 - Limitation of Liability
CLAUSE 14 – Discipline
CLAUSE 15 - Indemnity
CLAUSE 16 – Dissolution
CLAUSE 17 - Amendments to the Constitution
CLAUSE 18 - Rules
CONSTITUTION OF SOUTH WINDS TRI CLUB
CLAUSE 1: INTERPRETATION
1.1 In the constitution, except where incompatible with the context, the following
terms shall have the meaning indicated:-
“Club” – the SOUTH WINDS TRI CLUB
“Constitution” - the Constitution of the SOUTH WINDS TRI CLUB
“member(s)” - any member(s) in accordance with this constitution who has/have
paid his/her/their annual membership fee to SOUTH WINDS TRI CLUB
“South Africa” - the 9 Provinces of South Africa
“AGM” - the Annual General Meeting of SOUTH WINDS TRI CLUB
“Committee” - the management committee of SOUTH WINDS TRI CLUB elected by a General Meeting of the club
“Registration fees”- Levies charged annually by National sporting bodies for annual member affiliation
CLAUSE 2: NAME
The name of the club shall be SOUTH WINDS TRI CLUB but shall operate under the name and be called MY TRAINING DAY TRIATHLON ACADEMY and shall be designated by the abbreviation MTD. Until such time Claire & Kent Horner no longer agree to the Club operating under the name MY TRAINING DAY TRIATHLON ACADEMY. Members will race in the colors of MY TRAINING DAY TRIATHLON ACADEMY. The MTD emblem will be displayed on their triathlon kit and other wearing apparel. The inaugural members Kent & Claire Horner who have granted this concession retain the prerogative to withdraw this privilege should they no longer be members or involved in the club. MY TRAINING DAY TRIATHLON ACADEMY Company is and will remain the property of Kent & Claire Horner. The Club can lay no claims on the operations of The Academy.
CLAUSE 3: LEGAL PERSONALITY
3.1 The club shall have a legal personality and shall:
- have an independent existence
- exercise its own financial affairs
- be entitled to own property
- be entitled to enter into legal transactions and institute actions at law.
3.2 The Club is liable only for its own debts and any assistance granted to any person or body shall not render it liable for the debts of such person or body.
3.3 The Club may sue in the names of its Chairman and Secretary in any Court of Law in the Republic of South Africa. All processes of law shall be regarded as validly served on the Club if served on the Chairman or Secretary personally but such Officers shall not be personally liable for any loss suffered.
3.4 All property of the Club, movable and immovable, shall be vested and registered in the name of the Club.
CLAUSE 4: OBJECTIVES
The objectives of the Club shall be:
4.1 To promote, foster the growth of Multi – Sport racing in SA for serious and social athletes.
4.2 To organize social activities, To promote membership to the Club.
4.3 To encourage individuals to participate in Multi – Sport competitions at all levels of the sport in various different ways (competition, administration, officiating, development).
4.4 To affiliate with any National, Provincial or International body having objectives similar to those of the Club and to follow the rules and regulations laid down from time by other accepted International bodies, as may be directed by the Committee.
4.5 To purchase, improve, take on, lease, exchange, hire or otherwise acquire any movable or immovable property or rights or privileges whatsoever, which may be deemed necessary, suitable or convenient for the implementation or attainment of the aims and objectives of the Club, and to sell, let or hire or otherwise dispose of the whole or any part of the assets of the Club upon such terms and conditions as the Club may from time to time deem fit.
4.6 To open and operate banking and/or savings accounts and to invest money on such terms and conditions as may be deemed expedient.
4.7 To raise funds from time to time to further the objectives of the Club through a variety of means including, inter alia, the raising of corporate sponsorships.
4.8 To engage and terminate the services of persons, companies or concerns as may be deemed expedient to give effect to the objectives of the Club.
4.9 To provide the Multi – Sport racing community with a channel for communication.
4.10 To keep records of the achievements of the athletes in the Club.
4.11 To make awards of Trophies, Cups, Medals or prizes at an Annual awards function.
4.12 To provide logistical support for club members participating in Multi – Sport racing
4.13 To guard, protect or defend the members of the Club against such acts, conduct or behaviour which may be prejudicial to the interest or reputation of the Club.
4.14 To do such lawful things as may be in the interest of the Club and its members and which are not inconsistent with the objectives or any matter specifically provided for in this Constitution.
4.15 Membership of the Club shall be available to all individual persons irrespective of race, colour, creed or gender.
4.16 To establish, inaugurate or promote sport sub-sections, to grant to any such sub-sections any benefits or privileges which may be requisite or necessary, and to enter into arrangements or contracts with any person, club or body for the promotion of sport or for mutual interest.
CLAUSE 5: MEMBERSHIP
5.1 Members of the Club shall be persons engaged or interested in Multi – Sport racing or similar sporting activities in its many forms, or those who are interested in enjoying the social aspect of the Club.
5.2 Each application for membership shall be made on a form of application compiled and decided upon from time to time by the Committee and shall be signed by the applicant.
5.3 No candidate shall be admitted to membership until his application shall have been screened and approved by the Committee at a normal meeting. Membership may be refused by the Committee without having to give any reasons.
5.4 Each candidate shall with his application tender his fees and such levies as may at the time be required.
5.5 Membership of the Club shall entitle members in good standing to the full range of benefits provided by the club.
5.6 A member’s membership of the Club can be suspended or revoked if a disciplinary hearing convened by the Committee finds a member guilty of acting in a way that brings the Club into disrepute or of acting against the best interests of the Club.
5.7 CLASSES OF MEMBERSHIP:
5.7.1 Full member
Any person over the age of eighteen years and, who wish to be eligible to compete in provincial as well as National races. A full member will be eligible for a vote.
5.7.2 Junior Member
Any person under the age of eighteen years shall be eligible for membership as a junior member. Junior members will not be eligible for a vote.
5.7.3 Recreational Member
Recreational members are those persons who wish to compete in fun events and who do not wish to be eligible to represent their province or their country in provincial and/ or National Championships.
5.7.4 Honorary Members
Honorary membership may be conferred on individuals, concerns or associations by unanimous vote of the Committee for specified periods only.
5.7.5 Temporary Members (Visiting/Overseas athletes)
Temporary members shall mean persons who have been admitted as such for specified temporary periods only, as may be provided for in the rules from time to time Temporary members shall not be entitled to vote at any Annual General Meeting or Special Meeting of the Club.
CLAUSE 6: SUBSCRIPTIONS:
6.1 The year will start on the 1st October of each year.
6.2 All categories of members will be required to pay annual subscriptions as fixed by the Committee and agreed upon at a general meeting.
6.2 A new member elected after the 1st of April of each year will only be required to pay half of the annual subscription for his first period of membership up to the 1st October in the same year when the member will become liable for the following year's full subscription fee.
6.3 Recreational Members
Recreational members' annual subscription fees will be eligible to pay a reduced amount of the prescribed annual subscription fees.
6.7 Temporary Members
The fees for temporary members as defined in 5.7.5 and the limits of temporary membership shall be determined by the Committee from time to time.
6.8 LIABILITY OF SUBSCRIPTIONS:
6.8.1 Subscriptions are due on the last day of September each year payable no later than 15 October.
6.8.2 A member whose subscriptions or other liabilities to the Club remain outstanding on the date of the Annual General Meeting, in any year, shall be considered to have fallen out of good standing and shall have his membership suspended, whereupon he shall have forfeited his right to a vote at a Meeting or Annual General Meeting to, eligibility as an office bearer and to participation in any of the Club's activities or privileges.
6.8.3 Members whose membership have been terminated in terms of Clause 6.8.2 and who thereafter wish to be reinstated as members, will be required to file a new membership application together with the full payments of such amounts as shall be stipulated by the Committee. Under no circumstances, however, may such a reinstated member be permitted to participate in the subscription concession allowed for new members.
6.9 ALTERATION OF CLASSES OF MEMBERSHIP:
Any member whose status changes from one class of membership to another class of membership shall notify the Secretary of such change and shall become liable for such subscription or other liability as may be applicable to his new class of membership.
6.10 ADDRESSES OF MEMBERS:
Members shall notify the Secretary, in writing, of any change of address. Registered mail and all correspondence posted to any member at his last known address shall be deemed to have been received by him.
CLAUSE 7: REGISRATION FEES:
The Committee shall have the right to impose a levy, as deemed by the particular sporting code on all or only specified classes of members as to ensure the member’s affiliation to the National Body of the relevant sporting code and any such levy shall, in all respects, be treated as a registration fee, upon written notification to affected members.
CLAUSE 8: MEETINGS:
8.1 A General Meeting of members of the Club shall be held on a date to be fixed by the Committee. Special General Meetings shall be called whenever desired by a majority of the Committee or upon a requisition signed by not less than fifty percent (50%) of paid up members of the Club in good standing. Such a special General Meeting shall be called within one month from the date of the decision of the majority of the Committee or from the date of receipt of the requisition by the Secretary.
8.2 Notices of General Meetings showing the business to be transacted thereat shall be given to members in writing by the Secretary not less than 30 (thirty) days before the dates of such meetings provided that in the case of Special General Meetings, such shorter written notice, being not less than 14 (fourteen) days, as may be decided by the Committee, may be given.
8.3 The Annual General Meeting of the Club shall be held in the first week of May in each year or as soon as possible thereafter, but not later than 31st May in each year.
8.4 The agenda of the AGM shall be disposed of in the following order:
- a. The reading of the notice of the meeting;
- b. The recording of attendance and apologies;
- c. The adoption of the minutes of the previous AGM;
- d. The Chairpersons report
- e. Submission, discussion and adoption of the financial statements of the past financial year;
- f. Amendments to the Constitution;
- g. Matters proposed by members;
- h. Election of incoming committee; any other business.
8.5 All motions at a General Meeting shall be reduced to writing and shall be delivered to the Secretary for inclusion in the Agenda at least 14 (fourteen) days before the date of the General Meeting. No other matters will be discussed at a General Meeting excepting those subjects appearing on the Agenda.
No motion shall be considered unless seconded.
All matters forming the subject of motions shall, unless otherwise provided herein, be voted upon by a show of hands and shall, unless otherwise provided, be decided by the votes of a majority of those present except in the case of elections when the candidates up to the required number receiving the highest number of votes shall be declared elected.
8.6 No member shall be allowed to speak for longer than 5 (five minutes) on any matter unless a majority of those present agree.
8.7 All matters of procedure on which this Constitution is silent shall be decided on motion by a majority vote of the members present at a General Meeting.
8.8 The Committee shall ordinarily meet at least once every 3 months on a date to be fixed by the Committee. Special meetings of the Committee shall be called by the Chairperson whenever he deems it advisable or upon a requisition signed by not less than a third of the members of the Committee, in which event the meeting shall be called within 14 (fourteen days) of receipt of the requisition by the Chairperson.
8.9 Members of the Committee shall be notified of the time and place of meetings of the Committee by the Secretary. Every meeting will be served with an Agenda.
8.10 The quorum for an Annual or any General Meeting shall be 10 (ten) paid up members, and for Meetings of the Committee, a third of the members of the Committee. If within 30 (thirty) minutes of the time fixed for any meeting, a quorum is not present, the meeting shall stand adjourned for 14 (fourteen days) (and if that day is a public holiday, then the next succeeding working day) at the same time and place. At such adjourned meeting of which written notice shall be given, the members present shall form a quorum.
8.11 At every General Meeting, the minutes of the last preceding General Meeting shall be read by the Secretary and signed by the presiding officer after confirmation. Minutes of Meetings of the Committee shall be similarly dealt with by the body.
8.12 The proceedings of any meeting shall not be invalidated by reason of non receipt by any member of the notice of the meeting.
8.13 Minutes of all Committee Meeting will be available on request.
8.14 A Committee Member, who fails to attend three consecutive meetings without condonable reasons, shall have forfeited his rights as a Committee Member.
CLAUSE 9: MANAGEMENT COMMITTEE:
9.1 The Management and control of the Club shall be vested in a Committee consisting of six (6) fully paid up ordinary members of the Club. The Management Committee will be elected at the AGM to fill the following 6 positions
9.1.1 The Chairperson
9.1.2 The Vice - Chairperson
9.1.3 The Secretary/ treasurer:
9.1.6 Three other members whose portfolios will be determined by Committee requirements.
9.2 The Committee shall have the authority to co-opt any member of good standing to assist and serve the Committee, up to a maximum of four (4) members, but non portfolio co-opted members shall not be eligible to a vote at a Committee Meeting. The Committee shall also have authority to constitute sub-committees and to co-opt additional members of good standing to serve on these.
9.3 Should any position on the Committee become vacant in between Annual General Meetings, the remaining members of the Committee may elect a substitute to occupy that position until the next Annual General Meeting.
9.4 Members wishing to stand for election at an Annual General Meeting for any position on the Committee shall be required to submit a completed nomination form to the Secretary no later than fourteen (14) days prior to the date of the Annual General Meeting.
9.5 Such nominations shall be signed by a proposer and a seconder and counter signed by the nominee, indicating his undertaking to take office if elected.
9.6 All elections shall be by way or secret ballot, by the members present at the Annual General Meeting who are entitled to vote.
9.7 All elected members of the Committee shall serve for a period of one year and shall be eligible for subsequent re-election at following Annual General Meetings.
9.8 In the normal course of events, the Members of the Committee shall be elected exclusively from those incumbents who have complied with the nomination requirements contained in Clauses 9.1, 9.4 and 9.5 of this Constitution.
However, notwithstanding these provisions and only in the event that the receipt of the prescribed nominations falls short of the required number of members required to fill the Committee's requirements, shall a procedure of nominating and electing members for the vacant positions take place from the floor by members attending the Annual General Meeting.
Proposals will be called for from members at the Meeting, acceptance(s) by the nominee(s) followed by a secondment. Should there be more than one proposal for a position, the appointee will be determined by means of a vote taken by members of the meeting, where the incumbent with the highest recorded votes will succeed to the position provided that on a call to the meeting for approval there is no objection to the appointment of the incumbent. In this event, the person or persons recording an objection will be required to deliver their reasons to the Meeting who will then take a vote and determine whether the objection is upheld and the appointee told to stand down or the appointment confirmed.
CLAUSE 10: POWERS AND DUTIES OF THE COMMITTEE:
The Committee shall, subject to the general direction and control of General Meetings and to the provisions of this Constitution, have powers:-
10.1 To acquire, either by purchase, lease or otherwise any movable or immovable property on behalf of the Club and to sell, let, mortgage or otherwise deal with or dispose of any movable or immovable property belonging to the Club, provided that no movable or immovable property shall be acquired, sold, mortgaged, let or leased unless approval for such action shall have been obtained at an Annual or Special General Meeting.
10.2 To invest and deal with the monies or assets of the Club not immediately required to be used, in such manner, upon such conditions and upon such securities as may be determined from time to time and to open and operate banking accounts in the name of the Club.
10.3 To engage and dismiss employees of the Club, to fix their remuneration and to define their duties.
10.4 To make, amend or repeal rules relating to procedural, administrative and disciplinary matters, the management of the affairs of the Club and of all matters connected with the Club and its activities provided such rules are not inconsistent with the provisions of this Constitution or with any legislation.
10.5 To appoint, dismiss and regulate the functioning of the Sub-Committees and to delegate any of the powers of the Committee to such Sub-Committees.
10.6 To admit or refuse to admit persons to membership of the Club, to fix the conditions under which former members of the Club may be re-admitted to membership and to suspend, fine or expel any member if he infringes any of the provisions of this Constitution or rules or acts in a manner which is detrimental to the interest of the Club or its members.
10.7 To institute or defend legal proceedings by or against the Club or on behalf of or against individual members in connection with their membership.
10.8 To settle any matter in dispute this has been submitted in writing to the Committee.
10.9 To keep a register of members and to remove from such register the name of any member who has ceased to be a member of the Club for any reason.
10.10 To resolve any doubt or dispute as to the interpretation of any of the provisions of this Constitution or rules made under it.
10.11 To do such other lawful things as in the opinion of the Committee, appear to be in the interest or the Club or its members and which are not inconsistent with the objectives set out in Clause 4 or any matters specifically provided for in the Constitution.
10.12 To appoint a Awards Committee, which will consist of a Convenor, two other Committee members and two alternatives, to select suitable members and teams to be awarded trophies/medals and or prizes at the Clubs annual function.
CLAUSE 11: VOTING:
11.1 In addition to those cases in respect of which the taking of a ballot is compulsory in terms of this Constitution, a ballot on any question shall be taken if a General Meeting or the Committee so decides.
11.2 Ballots shall be conducted in the following manner:
11.2.1 Two scrutineers shall be appointed by the Management Committee to supervise any ballot and to ascertain the results thereof.
11.2.2 Each voter shall, in the presence of the scrutineer’s complete, fold and deposit his ballot paper in a container provided for the purpose.
11.2.3 Ballot papers shall not be signed or marked in any way apart from the mark required to be made by a member recording his vote. Papers bearing any other marks shall be regarded as spoilt and shall not be counted.
11.2.4 On completion of the ballot or as soon thereafter as possible, the result thereof shall be ascertained by the scrutineers in the presence of the Commodore and Vice Commodore and made known through the Commodore.
In the case of elections, the candidates up to the required number receiving the highest number of votes shall be declared elected.
11.2.5 Ballot papers, including spoilt papers, shall be placed in a sealed container
after they have been counted and shall be retained by the Secretary for not less than one year.
11.3 The adoption of a resolution shall be by a simple majority. In the event of a
deadlock, the chairperson shall have the casting vote.
CLAUSE 12: FINANCE:
12.1 The Club's financial year shall end on 28 February of each year.
12.2 All amount s due to or collected on behalf of the Club shall be paid to the Treasurer who shall deposit them in such bank as may be decided upon by the Committee.
12.3 The funds of the Club shall be applied to the payment of expenses, the acquisition of property and the objectives specified in Clause 4 and such other lawful purposes as may be decided upon by a General Meeting or by members voting by ballot for the attainment of the objectives specified in Clause 4 of this Constitution.
12.4 No single expenditure in excess of R 10 000 in any one year (other than the remuneration of employees of the Club), shall be met from the funds of the Club unless such expenditure is approved by a General Meeting.
12.5 Payments other than those specified in Sub-Clause 12.3 of this Clause, shall require the approval of the Committee and shall be made by cheque and signed by two appointed signatories except if the amount in question is of a minor nature or expediency requires a cash payment when, with the approval of the Committee, payment may be made from Petty Cash.
CLAUSE 13: LIMITATION OF LIABILITY:
13.1 The liability of any member shall be limited to the amount due by him to the Club.
13.2 No liability shall attach to the Club in respect of the property of any member or his guests which may be lost, damaged or stolen.
CLAUSE 14: DISCIPLINE:
14.1 A member may be reprimanded and cautioned, suspended, fined or expelled as may be determined by a Disciplinary Committee. A Disciplinary Committee shall be constituted with three Committee Members.
14.1.1 If the member fails, within 14 (fourteen) days of a written request by the Secretary, to pay fines or levies which are more than two months (2) in arrear.
14.1.2 Infringes any of the terms of this Constitution, or the rules of the Club, or acts in a manner which is detrimental to the interests of the Club or its members.
Provided that a decision to expel a member shall first be ratified by the Committee before being implemented and, provided that there shall be a right to appeal against expulsion to the first ensuing General Meeting. Notice of any such appeal shall be presented to the Secretary in writing within 14 (fourteen) days of the date on which the decision was communicated to the person concerned.
14.2 No disciplinary action may be taken against a member until he has been afforded the opportunity to state his case personally at a meeting of the Disciplinary Committee. The member shall be given at least three days notice in writing by the Secretary of the date of the hearing and the subject of the infringement which is to be investigated.
14.3 A member who has appeared before the Disciplinary Committee in accordance with Sub Clause14.1.2 shall, if he is dissatisfied with the decision of the Disciplinary Committee and has lodged an appeal in the manner herein (14.1.2) provided, have the right to reinstate his case in writing to a General Meeting, which will consider the matter.
14.4 A member shall be entitled to call witnesses in support of his case when appearing before a meeting of the Disciplinary Committee.
14.5 Any decision of the Disciplinary Committee ratified by the Committee to expel a member, in terms of this Clause shall, when an appeal has been lodged, be subject to further confirmation by the General Meeting at which the case will be presented. Pending confirmation of the General Meeting, such member shall remain under suspension.
14.6 Notwithstanding any of the conditions of appeal stated herein, no lodging of an appeal shall be validated unless all dues, monetary and otherwise, to the Club, are made good together with the appeal. The appealing member will be required to demonstrate his Bona Fides even if the subject of the hearing was in respect of disputed debts. In the event of an overpayment being proved, the Club shall refund the amount overpaid.
14.7 Upon expulsion of a member, all monies due to the Club by such member shall become payable. If payment thereof is not made within 14 (fourteen) days from written notification of this expulsion, the Committee may take such steps as it deems necessary to secure a settlement.
14.8 A member shall cease to be entitled to any of the benefits of Membership including the right to vote and shall be deemed to be out of good standing.
14.8.1 If any charges due by him to the Club are more than three months in arrears.
14.8.2 During any period while he is under suspension in terms of the Constitution.
CLAUSE 15: INDEMNITY:
Members of the Committee of the Club shall not be liable for anything done or omitted to be done in the exercise of their duty/or supposed duty, unless it was due to their own willful neglect or default and they shall be indemnified by the Club for any liability they may incur to any other person as a result of such exercise unless that liability arose from such willful neglect or default aforesaid.
CLAUSE 16: DISSOLUTION:
The decision to dissolve the Club shall be a majority decision at a General Meeting. The General Meeting shall decide on the disposal of any remaining assets. The members in General Meetings shall appoint liquidators.
CLAUSE 17: AMENDMENT TO THE CONSTITUTION:
Any of the provisions of this Constitution may be repealed, amended or added to in any manner by majority resolution of a General Meeting or AGM of members, provided that at least 14 (fourteen) days notice of any proposed alteration shall have been given to members.
CLAUSE 18: RULES:
Any rules made under the Constitution shall apply until amended or repealed. It will be the responsibility of members to familiarise themselves with these rules. Non circulation of rules and amendments thereto to individual members will not absolve members from compliance with rules as applicable from time to time.