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BY-LAW B
THE COUNCIL AND OFFICE BEARERS: DUTIES, NOMINATION, ELECTION AND REMOVAL

To be read in conjunction with the Constitution

Updated August 2018

B1       DUTIES AND MEETINGS OF THE COUNCIL

Council

meetings

B1.1     Subject to 3.2.4 the Council shall meet as often as the business of the Institute requires, but not less than four times per year.

B1.2     At meetings of the Council, twelve (12) Corporate members of the Council present at the meeting shall constitute a quorum.

Quorum

B1.3     All matters shall be decided by vote of a simple majority of corporate members of the Council who are eligible to vote.

B1.4     The President as chairperson of the Council meetings shall have a deliberative vote   and, in the event of a tied ballot, a casting vote. The President or, in his/her absence, the President Elect, or, in the absence of both parties, a member of the Office Bearers Committee shall take the Chair at all meetings of the Council.

B1.5     During the period between the Council meetings, urgent decisions may be taken in a manner prescribed for this purpose by the Council.

B1.6     At the request of any three (3) Corporate members present, any item on the agenda may be postponed until the next meeting and then shall be decided by a simple majority of members present at the meeting who are eligible to vote. The notice calling for the subsequent meeting must clearly indicate that there is a subject on the agenda that requires discussion and a decision.

Appointment of

committees and

Representatives

Chairperson

B1.7     When the Council appoints Committees, such appointments and/or representatives may be made from members of the Institute or from such other persons as the Council may select to further the interests and work of the Institute. The President shall be, ex- officio, a member of all Committees.

Visiting members

B1.8     The President or, in his/her absence, the President Elect, may extend the privileges of the Institute to members of recognised professional bodies with comparable status who are visiting the Republic of South Africa.

B2       NOMINATION, ELECTION, AND REMOVAL OF THE 14 ELECTED MEMBERS OF THE COUNCIL

Nomination of

Council

members

B2.1     The Manager shall invite members of the Council not later than the first day of May in each year to submit nominations for the fourteen (14) elected members of the Council. Such nominations shall be lodged with the Manager not less than 60 (sixty) calendar days prior to the date of the Annual General Meeting (AGM).

B2.1.1    Only Corporate members of the Institute are eligible to be nominated as one of the fourteen (14) elected members of the Council;

B2.1.2    Each nomination for the fourteen (14) elected members of the Council must be proposed and seconded by at least two (2) Corporate members on the prescribed official nomination form; and

B2.1.3    The members of the Council shall be provided with the nomination criteria which apply to the fourteen (14) elected members of the Council.

B2.2     Upon receipt of the nominations, the Manager shall:

B2.2.1    Check that each nominee complies with the approved nomination requirements;

Notification of

nominees

B2.2.2    Obtain a copy of an abridged CV per nominee, highlighting his/her contribution to the Institute; and

B2.2.3    Notify each nominee and request his/her acceptance or otherwise of such nomination within ten (10) calendar days. Failure by the nominee to accept such nomination will make it null and void.

Ballot list

B2.3     At least 30 (thirty) calendar days prior to the AGM, the Manager shall forward the respective ballot list showing the names, the qualifications, occupations and relevant contact details of eligible nominees to each of the voting members of the Council. The said ballot list will be accompanied by an abridged CV per nominee.

Council scrutiny

of ballot

B2.3.1    The prescribed voting process of voting for the said nominees shall take place over a period of two (2) weeks or longer but not later than fourteen (14) days prior to the Annual General Meeting; and

Tied

ballot

B2.3.2    In the event of the number of votes being found to be equal for any two (2) or more nominees, all of whom cannot be declared elected; the Office Bearers Committee shall apply the procedure to be followed to finalise a tied ballot.

Nominations –

vacancies on

Council

B3       Should the list of nominees for 14 (fourteen) members to be elected to the Council not include the names of as many members as are required to fill the vacancies on the incoming Council, the outgoing Council shall, after scrutiny of the ballot list, nominate eligible Corporate members to complete the list and the members thus nominated shall be declared elected at the next AGM.

B4       The Council shall have the right to request a member of the Council to forfeit his/her position or to resign if there is proof of unacceptable behaviour and/or that he/she is unable to perform his/her duties.

B4.1     The Council shall discuss and agree on the process to remove a member of the Council in the absence of the affected member of the Council;
B4.2     After consultation and engagement with the affected member of the Council a request shall be submitted for consideration and final resolution to the Council in the form of a letter setting out the reasons for the recommendation;
B4.3     The Manager shall circulate the letter to the members of the Council for their consideration, comment and/or ratification;
B4.4     Members of the Council shall be requested to approve or ratify this decision at the next Council meeting; and
B4.5     Should any position on the Council become vacant, the same process as detailed here-in before shall be implemented immediately following the resignation of /or forfeiture of the position of a member of the Council.

B5       OFFICE BEARERS

B5.1     DUTIES AND MEETINGS OF OFFICE BEARERS

Duties of the Office Bearers

B5.1.1    The duties of the Office Bearers Committee shall include but not be limited to:

  • Assisting the President to promote the aims of the Institute;
  • Attending meeting of the Office Bearers Committee;
  • Formulate recommendations to the Council regarding the functioning of the Institute;
  • Oversee the day-to-day business of the Institute.

B5.1.2    During periods between the Council meetings, the Office Bearers Committee shall receive reports from the various Committees of the Institute on behalf of the Council and shall then report to the Council at the next meeting of the Council.

B5.1.3.   The Office Bearers Committee shall meet on a monthly basis, with the exception of August, when the Council is in recess, and December.

B5.2     NOMINATION, ELECTION, AND REMOVAL OF OFFICE BEARERS

B5.2.1    The Council shall, each year at the May meeting of the Council, ratify all the positions within the Office Bearers Committee to ascertain that all Office Bearers are still willing, available, and able to fulfil the positions to which they have been elected.

B5.2.2    The Council shall have the right to request an Office Bearer to forfeit his/her position or to resign if there is proof of unacceptable behaviour and/or that he/she is unable to perform his/her duties.

B5.2.3    Office Bearers shall discuss and agree on the process to remove a member of the Office Bearers Committee in the absence of the affected Office Bearer.

B5.2.4    After consultation and engagement with the affected Office Bearer, a request, in the form of a letter setting out the reasons for the recommendation, shall be submitted for consideration and finalisation to the Council.

B5.2.5    The Manager shall circulate the letter for consideration, comment and/or ratification to all members of the Council.

B5.2.6    Members of the Council shall be requested to approve or ratify this decision at the next meeting of the Council.

B5.2.7    If any position within the Office Bearers Committee becomes vacant, the same process as detailed here-in before shall be implemented immediately following the resignation/forfeiture of an Office Bearer’s position.

B6       NOMINATION, ELECTION, AND REMOVAL OF THE JUNIOR VICE PRESIDENT

B6.1.    The Manager shall timeously invite members of the Institute to submit nominations for the position of Junior Vice President for the next year. Such nominations shall be lodged with the Manager in writing three weeks prior to the May meeting of the Council.

B6.2     The members of the Council shall be provided with a Council-approved list of criteria to be considered when submitting the names of eligible nominees.

B6.3     The Manager shall compile a list of eligible nominees received from the members of the Council, for consideration by the Office Bearers Committee.

B6.4     The Office Bearers Committee shall apply their minds to the list and agree on the preferred candidate intended to become the Junior Vice President for the next year, which shall be forwarded for consideration/ratification by the Council at its May meeting.

B6.5     Once a Council member has been appointed as Junior Vice President, there will be an automatic annual progression from this position to Senior Vice President, President Elect, and President, subject to ratification by the Council.

B6.6     Should the position of the Junior Vice President become vacant, the Council will fill the vacancy using the process described here-in before.

B6.7     The Council shall have the right to request the Junior Vice President to forfeit his/her position or to resign if there is proof of unacceptable behaviour and/or that he/she is unable to perform his/her duties. The process used to remove a Junior Vice President is described in Clause B5.

B7       NOMINATION, ELECTION, AND REMOVAL OF THE HONORARY TREASURER

B7.1     The Honorary Treasurer shall be a Corporate member of the Council, with a working knowledge of and personal interest in finances and accounting, and who is available and willing to take on the position.

B7.2     Members of the Council shall nominate and ratify the appointment of the Honorary Treasurer on an annual basis at the May meeting of the Council.

B7.3     Should the position of Honorary Treasurer be currently filled, the Manager shall timeously request the members of the Council to ratify the appointment of the current incumbent for the next year.

B7.4     Should the position of Honorary Treasurer become vacant, the Manager shall circulate an invitation to members of the Council to submit nominations, in writing, for the position. Nominations must comply with the selection criteria, approved for this purpose by the Council.

B7.5     The Manager shall validate the nominees and confirm which nominees are eligible for the position of Honorary Treasurer.

B7.6     The list of eligible candidates shall be circulated to the Office Bearers Committee for its consideration and recommendation of the preferred candidate for consideration and finalisation by the Council at the May meeting.

B7.7     The Council shall have the right to request the Honorary Treasurer to forfeit his/her position or to resign if there is proof of unacceptable behaviour and/or that he/she is unable to perform his/her duties. The process used to remove the Honorary Treasurer is described in Clause B5.

Footnote:
Reference to matters contained in By-Law B can be found as follows in the main Constitution:
Clause 3.18     Appointment and Remuneration of a Manager
Clause 3.19     Keeping minutes of the proceedings
Clause 3.20     The Council Directives relating to the administration of funds, assets and property
Clause 3.21     Administration of donations received
Clause 3.23     Auditing of Statement of Revenue and Expenditure and Balance Sheet
Clause 3.29     Interpretation of any portion of the Constitution or By-Laws