ESSA CONSTITUTION

 

Clause 1 Definitions

  1. "Committee" means the committee of ESSA, which is the executive body of ESSA.

  2. "Member of ESSA" means any person who has paid an annual subscription fee to ESSA.

  3. "General Election" means the election held in March of each year for the purpose of electing the committee.

  4. In the event of a dispute as to the meaning or interpretation of any clause, section, word or words in this constitution, the decision of the committee shall be conclusive as to that meaning or interpretation.

 

Clause 2 Name and Membership

  1. The body hereinafter referred to as the society is and shall be called The Exploration Society of Southern Africa and shall be designated by the letters ESSA.

  2. Membership shall be open to all members of the public.

  3. No person shall be considered a member until the subscription fee, as determined annually at the Annual General Meeting, has been paid.

  4. Annual subscriptions shall be due and payable on the 1st of January in each year.

 

Clause 3 Objectives

  • To provide a forum for the conceptual and physical exploration of the Southern African landscape.

  • To liaise with any society, club or organisation which is willing and able to provide advice or assistance in furthering the above aim.

  • Participating members of ESSA will become more aware of their role and responsibility in the management and protection of their environment.

 

 

Clause 4. Composition and functions of the Committee

  1. A minimum of eight Committee members will be elected and the following four portfolios have to be filled at the time of the first committee meeting:

                1.  Chairperson

                2.  Vice Chairperson

                3.  Treasurer

                4.  Secretary

                5.  Equipment Officer

                   

a). A safety officer shall be elected from the Committee members by the committee at their first meeting. At this meeting other portfolios deemed necessary by the Committee will also be assigned to its members.

b). The committee shall have the power to co-opt additional members, a two thirds majority of the committee being required for such co option.

c). Such co opted persons may or may not have a vote, whichever, must be established by the committee before such co option.

2. The General Committee shall direct and manage all the affairs of ESSA. Without limiting their rights of direction and management and subject to the express terms of the Constitution, the General Committee shall have the following special powers:

a) To convene meetings.

b) To have custody and control of the funds of the movable property of ESSA.

c) To open or close an account or accounts with any registered financial institution, to draw, accept and endorse bills, cheques, promissory notes and other negotiable instruments and to borrow, lend or raise money with or without security.

d) To appoint sub committees and to delegate any of its powers to such sub committees as it sees fit.

e) To do all such other things that it may consider conducive to the interests or good management of ESSA or the promotion of its objectives.

f) In the case of doubt as to the meaning or interpretation of this Constitution and any rules framed there under, the General Committee shall be the final arbiter and its decision shall be binding upon the members.

 

3. The committee shall not be liable for the actions of any member of ESSA.

 

4 The functions of the committee shall be as follows

a. At all meetings of the General Committee, the Chairperson or in his/her absence the Vice Chairperson shall preside. If both should be absent a chairperson for that meeting shall be elected by and from the members present.

b. The Treasurer shall be responsible for the finances of ESSA in accordance with clause 11.

c. The Secretary shall be responsible for the minutes and correspondence of ESSA in accordance with clause 13.

d. The Committee shall appoint a member to be responsible for the publication of the newsletter of ESSA, to be called "Horizon".

e. A Wits Exploration and Expedition Society (WEES) member shall be invited by the Committee for liaison purposes with the above society. He/She is not elected by the members of ESSA but shall be nominated by the WEES committee and subject to the approval of ESSA committee.

f. The Equipment Officer shall be responsible for the acquisition, maintenance and safe custody of all equipment.

g. The Member of the committee shall be a full member of the committee without portfolio

h. The Safety Officer shall be responsible for the safety of ESSA in accordance with clause 12.

 

Clause 5. Election of the Committee.

  1. The committee shall be elected at a general election.

  2. The general election shall be held annually in March

  3. The date of the general election shall be decided at an ordinary meeting at least four weeks before the election.

  4. Only paid-up members of ESSA shall be allowed to vote.

  5. The procedure for the general election shall as follows:

    a.  A general meeting of all members of ESSA shall be called on the election day. The date and place of the meeting shall have been widely publicised for at least two weeks before the election day. Any notice to a member shall be considered duly delivered when posted, e-mailed or delivered by hand at the address of that member as furnished in his application for membership or as subsequently advised to the Secretary in writing by or on behalf of the member.

b. i) A quorum for such a meeting shall consist of 15 paid-up members of ESSA. The quorum shall be maintained throughout the meeting.

ii) If no quorum is obtained at the time fixed for an Annual or Special General Meeting, the meeting shall be adjourned and shall be resumed 20 minutes later at the same place. The members with voting rights then present shall constitute a quorum.

c Two scrutineers shall be elected, by a show of hands, for the election.

d The outgoing chairperson, shall be chairperson for the duration of the general election, if not available a chairperson shall be elected for the meeting.

e Nominations shall be called for by the Chairperson of the meeting for the position of Chairperson.

f The voting for this position will be by secret ballot, each member being allowed to vote once only.

g If more than 2 nominations are received, the person obtaining the least number of votes shall fall away.

h This procedure shall be repeated until only two candidates remain whereupon the candidate obtaining the highest number of votes shall be elected Chairperson.

i In the event of each candidate receiving the same number of votes the outgoing chairperson shall have a casting vote.

j Nominations shall then be called for the remaining seven members, who shall be elected in a single ballot, each member of ESSA having seven votes.

 

Clause 6. Term of office

    The term of office of the committee shall be from the date the full committee is elected at a general election until the next election is concluded.

 

Clause 7 Meetings of the committee.

  1. Ordinary meetings of the General Committee shall be held whenever deemed necessary, but not less than once in each two months.

  2. The Secretary shall provide committee members with notice of the meeting and the agenda thereof.

  3. A quorum of the committee shall be at least 50% and shall be maintained throughout the meeting.

  4. The Chairperson shall have both a deliberative and a casting vote,

  5. All questions shall be decided by a majority of the members present, save where an increased majority is provided for.

  6. At least 7 days notice shall be given to members of the committee of a meeting.

  7. An extraordinary meeting shall be called at any time by the chairperson. At least 48 hours notice shall be given for such a meeting.

  8. Accurate minutes of all meetings shall be taken and a copy posted or e-mailed to all members of the committee within seven days of the meeting.

 

Clause 8. Vacancies on the committee.

  1. A seat of a member shall become vacant if

    1. The resignation of the member is submitted in writing.

    2. The member is absent without good reason from two meetings of the committee.

  2. Any vacancy that occurs on the committee shall be filled by a member of ESSA.

  3. The by election shall be conducted at a Special General Meeting in accordance with clause 5 and within 2 months of the creation of the vacancy.

 

Clause 9. Amendments to the Constitution.

    No amendments or additions to the constitution of ESSA shall be made except at a General or Special Meeting of ESSA and in accordance with clauses 5 and 10.

 

Clause 10. Special General Meeting.

    A Special General Meeting shall be called by the general committee whenever such a meeting is deemed necessary by the said committee. The general committee shall further be obliged to call such a meeting on receipt of a request to do so in writing by any ten members of ESSA. The provision of clause 5.5 shall apply as regards notice of such a meeting, subject to the right of the general committee to give shorter notice if they deem it advisable to do so. Such shorter notice shall not be less than three days and shall state the purpose of the meeting. A Special General Meeting shall only be competent to deal with the particular business of which notice has been given.

 

Clause 11. Finance.

  1. The ESSA treasurer shall be appointed from the elected committee members.

  2. The ESSA treasurer shall be responsible for the keeping of records of all financial transactions and these shall be available at any time for inspection by any member of the ESSA.

  3. All expenditure over R500,00 requires the prior approval of the committee .

  4. The treasurer shall be responsible for producing the budget for the year by the month of February.

  5. A simple majority of members present shall be sufficient to both modify and approve the budget.

 

Clause 12. Safety

1. All ESSA members shall ensure that they comply with the ESSA safety guidelines.

2. The ESSA Safety officer shall be appointed from the elected committee members.

3. The ESSA Safety Officer shall be responsible for arranging safety courses so that members may fulfil the safety criteria.

4. The ESSA Safety Officer shall draw up Safety guidelines for the year by February.

5. A simple majority of members present shall be sufficient to both modify and approve the safety guidelines.

 

Clause 13. Minutes and Correspondence

1. The ESSA Secretary shall be appointed from the elected committee members

2. The ESSA Secretary shall be responsible for the taking of all minutes at all meetings and shall be responsible for all correspondence.

3. The minute-taker shall be required to submit minutes to all members of the committee within one week of a meeting being held.

4. The ESSA Secretary shall be responsible for the maintenance and safe custody of all records of the ESSA.