Constitution of the Game Abattoir and Meat Exporters of South Africa. (Game SA)
Objects and Powers
The objects for which the Association is established are:
- To promote the interests of the industry in South Africa
- To approach Government in co-operation with the South African Game Meat Export Abattoirs, to coordinate any matter directly or indirectly affecting the affairs of the Game Meat Export Industry.
- To collect and circulate market information and statistics.
- To secure coordinating action between members of the Association, as well as to protect the interest of and/or render non-financial assistance to such members and to create goodwill and harmony amongst the members of the Association.
- To undertake the institution and/or defence of legal proceedings affecting the interests of the Association.
- To issue press statements on behalf of its members, relating to the industry and matters affecting it.
- To serve as a Forum for constant dialogue amongst its members and to promote dialogue between other members in the industry i.e. Producers.
- To raise or borrow money upon such terms and in such a manner and upon such securities as the Association shall deem fit and to secure the same or the repayment of performance of any debt, liability, contract or engagement incurred or entered in by the Association in any way and in particular by giving mortgages, charge or securities charged upon or over all or any of the Associationís real and personal property (both present and future) and to purchase, pay off or redeem any such securities.
- To do all such other acts and things as the Association may consider incidental or conductive to the attainment of the above objects or any of them.
- No profits accruing to the Association may be distributed to any member.
- To promote public interest in game products, especially meat and skins, by way of advertising and marketing assistance.
- The members of the Association shall consider as member those persons, organizations, companies or other legal entities, whose business or involvement (activities) makes (requires) it necessary to keep in regular contact with the Association and its members and/or who have involvement in the processing and exporting of game meat products. Members shall be entitled to amenities of the Association and to any statistical information that may from time to time be issued by the Association.
- Applications for full membership shall be made in writing on the standard application form, seconded by two existing members, to the Executive committee. Applications shall be considered at the first following meeting of the Executive committee and the names of approved or rejected applications shall be laid before the first following meeting of the Association for information and final confirmation by the meeting. Each application will be considered on its merits and information submitted. The executive Committee shall not be obliged to disclose the reasons for refusing membership to an applicant.
- Where there is ground or evidence of alleged disrepute of the Association and/or the South African Game Export industry the Association will have the power to terminate the membership of such member by a majority vote at any meeting of the Association. Before losing membership to the Association, erring members will be advise about his/her wrong doing and given 21 day notice that his/her membership will be cancelled if a 2/3 majority at the propose meeting agree. He/she will have the opportunity to address the meeting on his actions.
- Members shall be entitled to receive annually, free of charge, a list containing the names and contact details of members.
Termination of Membership
- Members shall pay a subscription as determined by the Association from time to time and approved by an Annual General Meeting. All annual subscriptions shall be due and payable within 60 days of the 1st day of the financial year.
Membership shall terminate.
Resignation of Membership
- Upon non-payment of any annual subscription after the 60 days period of grace as stipulated in clause 3.
- Upon the insolvency, liquidation, winding up or dissolution of any member.
- Members who do not pay due fees and levies within the required time period of fail to abide by the constitution rules, regulations and by-laws or otherwise bring Game SA the Association or the South African game industry into disrepute will loose membership and any rights and advantages which accompany membership. Before losing membership, the member challenged will be allowed to explain his action in writing to all members and address the meeting. When this action will be tabled, a majority of 66% is needed to confirm the termination.
- Any member may resign by giving the Chairman/Secretary of the Association written notice of his intention to do so. Where a member tenders his resignation during the course of the Associationís financial year such member will not be entitled to proportional refunding of subscription or other fees paid.
Election of Executive committee
- The affairs of the Association shall be managed by the Executive Members of the Association and, who may institute and/or defend any legal proceedings on behalf of the Association. Notwithstanding anything to the contrary herein contained, the Association shall not without a 2/3 majority vote of members expend in any financial year the funds of the Association in excess of the Association income during that period.
- All Association decisions shall require a natural majority, except for those decisions that are specified and called for a 2/3 majority.
- The Chairman shall have the power to open a banking account on behalf of the Association. The chairman or a member nominated by the Executive Committee shall sign all cheques as requested.
- The Association shall have the right to co-opt Technical Advisors.
- Minutes of all meeting, including Executive committee or other sub-committee meetings, shall be circulated to all members of the Association as soon as conveniently possible but definitely latest together with the notice of the next members meeting.
- The Association will meet at least three (3) times a year, or at least once every four (4) months.
- The members of the Association shall elect a chairman and Vice Chairman and two additional members to form the Executive Committee, for one (1) year in the following manner.
The Chairman shall be elected from amongst those representatives accepted and appointed at an Annual General Meeting. The Annual General Meeting shall have the authority to nominate non-members as chairman with a 2/3 majority and appoint an independent person (non-member) as Chairman, if a 2/3 majority of the members present or by proxy at the A.G.M. vote in favour of such a proposal.
The Vice-Chairman shall be elected from amongst those representatives accepted and appointed at an Annual General Meeting.
- The Vice-Chairman shall exercise the duties of the Chairman in the absence of the latter.
- If the position of Chairman becomes vacant through illness, death or any other reason, the Vice-Chairman shall automatically fill the vacancy for the remainder of the term of office until such time that an election takes place at the following Executive Committee Meeting.
- The Executive Committee will elect a Secretary from amongst their own rans or appoint a secretary from an outside source.
- Market information and statistics will be collected, scrutinized and approved by the Chairman.
- No Member of the association may issue any press statements or articles relating to the industry and matters affecting it unless it has been scrutinized and approved by the chairman or vice chairman.
Annual General Meeting
- Twenty one (21) clear days notice in writing specifying the place, the day, the hour of and the business proposed to be transacted therein, shall be given when convening General Meetings and notice of such General Meetings shall be given to all members of the Association. Wart of service of the notice to any member shall not affect the validility of the meeting. Three (3) members of the Association may call a Special General Meeting at shorter notice on a decision of the Chairman and upon a written request.
- No General Meeting shall be deemed properly constituted unless there be in attendance at least a natural majority of the total number of full members.
- A bare majority may carry all proposals as otherwise herein provided.
- An Extraordinary General Meeting shall be called by the Secretary upon instructions of the Chairman, or request signed by three (3) full members of the Association.
- At all General Meetings voting may be given in person or by proxy and the votes and acts of the proxy holder shall be as valid an effectual as if made done or given by the member in person. The Chairman shall ascertain that all proxies are valid and the Chairman shall inform the meeting about the number of proxies as well as the names of the members holding the proxies before any voting takes place. If any proxy is declared invalid, the chairman shall disclose the reason for invalidity to the meeting a forehand. All proxies must reach the chairman before the meeting and can be faxed, but must be signed by the member and be on his/her letterhead.
- Minutes of all General Meeting shall be circulated to all members as soon as conveniently possible but definitely latest together with the notice of the next General Meeting.
Rules and By-laws
- The Annual General Meetings of the Association, where twenty one (21) days notice shall take place within three (3) months of the end of each financial year. At such meetings, the chairman shall deliver his report and the audited financial statement for the preceding year shall be presented for considered. At the Annual General Meeting the Chairman/Vice Chairman and Secretary and the Auditors shall be elected, the remuneration of the auditors shall be fixed and only further business of which due notice has been given shall be transacted.
Dissolution and Liquidation
- The Association in General meeting shall have the power from time to time to make rules and by-laws for the conduct of the Associationís affairs, provided such rule, by-laws and conditions are not in conflict with this Constitution. The authority may in part or in whole be delegated to a working committee at the entire discretion of the Association in General meeting or Special General Meeting of the Association before such rules and by-laws will be in force and came into effect.
- A copy of this Constitution and of the rules and by-laws and of any additions or amendments thereto shall be supplied to each member. Failure to supply any member with aforementioned shall not invalidate any decision of a General Meeting.
- The members of the Association shall decide upon all questions relating to the interpretation of this Constitution. All such interpretations may be submitted to the next General Meeting for confirmation, rejection, amendment or appeal. In the event of a dispute, regarding the interpretation of the Constitution, the members in the meeting shall have the right to subject the matter to arbitration. The interpretation of the Arbiter shall be final.
If upon winding up or dissolution of the Association, there remains after the satisfaction of all its debts and liabilities, any property whatsoever, the same shall be realized and the proceeds thereof will be transferred to an association, company or society with similar objectives. Failing this the surplus will be divided equally among the remaining members.
The Association may be wound up by resolution of not less that two thirds (2/3) of the members present at a Special General Meeting called for this purpose by the Chairman provided that at such meeting not less than the natural majority of the members of the Association are present or properly represented.
The financial year shall be from the 1st day in March, up to and including the last day of February.