LIBC Constitution

LEISURE ISLE BOAT CLUB - CONSTITUTION

(As amended 18 December 2015)

1.    TITLE
    
The entity shall be called The Leisure Isle Boat Club (LIBC)

2.    OBJECTIVES

The objectives of LIBC shall be to provide suitable facilities for boating and allied social and recreational pastimes for the benefit of its Members, and, in a manner which will contribute towards the protection and conservation of  the natural resources of the Knysna estuary and its environment. Commercial ventures are not permitted to operate from or at LIBC without specific approval, in writing, from the Committee.

3.    MEMBERSHIP

3.1    Membership shall consist of:
3.1.1    Ordinary Members
3.1.2    Honorary Members
3.1.3    Temporary Members

3.2    Any person elected as a Member of LIBC agrees to abide by its Constitution, its Rules and By-Laws.

3.3    The number of Members may be limited by a resolution of a general meeting.

4.    PRIVILEGES OF MEMBERS

4.1    Only ordinary Members and honorary Members (for life), who were ordinary Members prior to being granted such status, who have been ordinary Members continuously for a period of not less than six months immediately preceding, shall be eligible to:
4.1.1    be elected to the Committee
4.1.2    vote at general meetings
4.1.3    propose or second an applicant for membership.

4.2    Members may not use their membership or the LIBC premises or property for personal gain, except with the written permission of the Committee. Permission may be cancelled after due notice has been given at the discretion of the Committee.

5.    CLASSIFICATION OF MEMBERS

5.1    Ordinary membership shall be open to persons who have attained the age of 18 years and desire the full privileges of ordinary membership. Ordinary membership entitles the spouse, children, and grandchildren of Members full use of LIBC facilities but does not confer upon them voting rights.

5.2    Honorary membership shall be open to those persons recommended by the Committee from time to time to be honorary Members either by reason of some public office which they may hold, or by reason of some special service they have rendered to LIBC. An honorary Member may be elected for life or for some shorter period but any such election shall be subject to confirmation at the next annual general meeting.

5.3    Temporary membership may be granted for a period of not more than six months to persons who have arranged to hire a berth or who have been granted the use of a berth by a Member. Such temporary Members shall be entitled  to the benefits of full membership, but not voting rights, the right of election to the Committee, nor the right to propose or second prospective Members.

6.    ADMISSION OF MEMBERS

6.1    Candidates for admission as ordinary Members shall complete an application form as prescribed by the Committee and shall be duly proposed and seconded by two ordinary Members who have been Members continuously for not less than one year immediately preceding the application and who shall have known the candidate for at least six months

6.2    Such application, together with the prescribed entrance fee and subscription, or one half thereof if the application is made after 1st March, shall be lodged with the Secretary who shall display it on the LIBC notice board for not less than 14 days.

6.3    Any Member may, by notice to the Secretary, object to the admission of a candidate and, if required by the Committee, shall furnish it with reasons in writing for such objection.

6.4    The admission or rejection of each candidate shall be in the power of the Committee which shall consider at its next meeting all applications properly made and which have remained on the notice board for the requisite period.

7.    GUESTS

7.1    Guests accompanied by Members are welcome.

7.2    Every Member introducing a guest shall be responsible for the conduct of such guest while on the club premises.

7.3    No guest unaccompanied by a Member is allowed access to the Members’ enclosure.

8.    ENTRANCE FEES AND SUBSCRIPTIONS

8.1    The entrance fees and subscriptions for all classes of Membership shall be determined by the Committee and ratified by the Members at the next annual general meeting.

8.2    All subscriptions fall due on 1st October in each year and shall be paid within two months of due date.

8.3    The name of any Member whose subscription is more than two months overdue shall be removed from the list of Members and written notice to that effect shall be given to him or her. If such Member pays within 30 days of such notice his or her Membership shall be re-instated.

8.4    Resignations shall be in writing to the Secretary not later than 31st August in any year failing which the subscription for the following year shall be payable.

9.    EXPULSION AND SUSPENSION

If any Member is found by the Committee, after proper investigation, to have transgressed the LIBC Constitution and/or the By-laws, or to have been guilty of conduct which, in the opinion of the Committee, is considered to be unbecoming or improper, the Committee may resolve to:

9.1    Suspend that Member from LIBC for any period, with forfeiture of such privileges as it may determine, or

9.2    Expel such Member from LIBC and he/she shall thereupon cease to be a Member unless his/her appeal in terms of the next clause is successful.

10.    APPEAL

Any Member who is dissatisfied with any decision taken by the Committee in terms of clause 9.2 may appeal in writing against the same within 10 days of notification of such decision and the Committee shall then call a special general meeting of LIBC to consider such appeal. The decision of such special general meeting shall be final.

11.    COMMITTEE

11.1    The Committee shall consist of a Chairperson, a Vice Chairperson, a Secretary, a Treasurer and, at least, three other Members all of whom shall be elected at the annual general meeting and shall hold office until the next annual general meeting or a special general meeting. The elected Committee Members shall serve as trustees of the club.

11.2    Vacancies
Should any vacancies occur on the Committee, the remaining Members shall have the power to fill such vacancies until the next formal election of Committee Members.

11.3     Meetings
The Committee shall meet whenever necessary, but not less than once in each quarter of the year. The Chairperson, or failing him/her, the Vice Chairperson, may at any time, and shall on the request of not less than three Committee Members, convene a meeting of the Committee.

11.4      Non-attendance
Any  Committee Member who fails to attend three consecutive meetings without leave of absence or a reasonable explanation may be removed as a Member of the Committee by the Chairperson.
    
11.5      Quorum
Four Members shall constitute a quorum.

11.6     The Chairperson or, failing him/her, the Vice Chairperson, shall preside at all committee meetings. In the absence of both, the meeting shall elect a Chairperson for that meeting.

11.7    The Chairperson of any committee meeting shall have a casting as well as a deliberative vote.

11.8     Minutes of all Committee meetings shall be kept.

12.    POWER AND DUTIES OF THE COMMITTEE

The Committee shall manage the affairs, funds and property of LIBC and, in particular, but without limiting it to these powers, shall be empowered to:

12.1    open and conduct current and deposit accounts at banks and building societies into which all the funds of LIBC shall be deposited provided that withdrawals shall be made only on the signature of two persons nominated by the Committee – any other investments require to be approved by Members at a general meeting;

12.2    appoint, remove and determine the duties and remuneration of employees of LIBC;

12.3    make, amend and rescind By-laws for the regulation of the affairs of LIBC provided that they are not in conflict with this constitution and that they are posted on the LIBC notice board;

12.4    appoint sub-Committees for any special purposes;

12.5    sell or dispose of derelict boats or equipment left on the LIBC premises after notice to the owner, if known, at his last known address, and the owner (if known) -

12.5.1    failing to remove the derelict boat/s or equipment within 30 (thirty) days after being called to do so, or

12.5.2    giving his/her written consent for the disposal and/or selling of his/her derelict boat/s or equipment.

12.6    review and amend entrance fees, subscriptions and levies.

12.7    no expenditure of an extraordinary nature shall be incurred without the sanction of Members at a general meeting.

13.    ANNUAL GENERAL MEETING

13.1    The annual general meeting of LIBC shall be held not later than 31st December each year or by15th January of the following year.

13.2    The Secretary shall not less than 14 days prior to an annual general meeting send a notice to each ordinary Member, at his last known address, stating the date, time and place of the meeting and specifying the business to be dealt with at such meeting. The non-receipt of such notice by any Member shall not invalidate the proceedings of any meeting. Such notice shall also be posted on the LIBC notice board for 14 days.

13.3    Such notice shall call for nominations in writing for candidates for the Committee. Nominations, duly proposed and seconded and countersigned by the nominee shall be delivered to the Secretary and displayed on the notice board 7 days prior to the opening of the meeting. Nominations may only be accepted at the meeting if insufficient written nominations have been received.

13.4    A quorum shall be not less than 15 Members entitled to vote. Should a quorum not be present within fifteen minutes of the time specified for the holding of the meeting, the meeting shall stand adjourned to the same day and time the following week and may then proceed to the business for which it was convened notwithstanding the lack of a quorum.

13.5    The Chairperson, or failing him/her, the Vice Chairperson, shall preside at a general meeting and if both are absent the meeting shall elect a Chairperson to preside. The Chairperson at a general meeting shall have a deliberative as well as a casting vote.

13.6    Voting. A decision or resolution of a general meeting shall be by a majority of those present and entitled to vote. Voting shall take place by a show of hands unless the meeting decides that it shall be conducted by secret poll. The manner in which such a secret ballot takes place shall be determined by the Chairperson, Vice Chairperson, and Secretary.

14.    THE BUSINESS AT ANNUAL GENERAL MEETINGS

14.1    The confirmation of the minutes of the previous annual general meeting and of any special general meeting.

14.2    The consideration of the report of the Committee.

14.3    The consideration of the annual financial statements.

14.4    The appointment of an auditor.

14.5    The election of the Committee for the ensuing year.

14.6    Consideration of any motions proposed and seconded by Members which have been delivered to the Secretary and posted on the LIBC notice board 3 days before the meeting.

14.7    General: Members may raise subjects for discussion at the meeting, but no resolution shall be taken.

15.    SPECIAL GENERAL MEETINGS

The Committee may and, upon a request signed by not less than 10 ordinary Members, shall call a special general meeting of LIBC. A notice of such a meeting shall be sent not less than 14 days prior to the meeting in which the business for which the meeting is called is stated. The meeting shall be confined to the business for which it has been called and the procedure shall be the same as that for the annual general meeting.
 
16.    FINANCIAL

16.1    The financial year shall be from 1st October to 30th September.

16.2    The annual financial statements shall be audited by an auditor appointed at a general meeting who shall not be a Member of the Committee.

17.    LIBC RECORDS

The Secretary shall record minutes of all Committee and general meetings in minute books. The minutes and general meetings shall be open to Members on request.

18.    LEGAL

18.1    Status
LIBC shall be a corporate body having an existence independent of its Members, with perpetual succession.

18.2    Trustees
The Trustees of LIBC shall be represented in all matters by the Chairperson and, failing him/her, the Vice Chairperson, and failing him, by a Committee Member appointed by the Committee.

18.3    Legal Proceedings
LIBC shall be able to institute and defend legal proceedings in its own name and shall be represented by the Trustees.

18.4    Property and Assets
LIBC shall have the right and power to acquire, own, sell, mortgage, let, hire, loan or possess any movable or immovable property. The property and assets of LIBC shall vest in the Trustees.

18.5    LIBC debts and liability of Members
Only the assets of LIBC shall be available or executable for the purpose of discharging the debts of LIBC and Members shall not be personally liable save in respect of any amounts owing by them to LIBC.

18.6    Winding up or Liquidation
Upon the winding up or liquidation of LIBC any assets remaining after payment of liabilities shall be disposed of in accordance with a resolution of Members at a general meeting provided that such assets be given or transferred to some other company, society or association with objects similar to those of LIBC and that no assets of LIBC shall be distributed to Members.

19.    PROTECTION OF THE COMMITTEE

All acts of the Committee, or its Members, in the bona fide and lawful execution of their duties and within the powers conferred on them by this constitution shall be binding on  LIBC, and Committee Members will not, under any circumstances, be personally responsible therefore.

20.    INDEMNITY BY MEMBERS

By becoming a Member, each Member indemnifies LIBC, the Committee and Committee Members, Members and LIBC employees against loss or damage to any person or property arising out of any act, whether or not negligent, wrongful or unlawful, committed by him or her on LIBC’s  property while acting on behalf of LIBC, and LIBC, the Committee and Committee Members, Members, and LIBC employees shall not be liable, while acting on behalf of LIBC, to make good any loss or damage suffered by any Member on LIBC property.

21.    REGISTER AND ADDRESS OF MEMBERS

Every Member shall inform the Secretary of his/her address and of any change thereof. The Secretary shall keep a register of the names and addresses of Members. All notices posted to the last known address of Members shall be deemed to have been delivered to that address within five days.

22.    AMENDMENTS TO THIS CONSTITUTION

This constitution shall only be amended at the annual or a special general meeting called for that purpose at which not less than two thirds of the Members present agree to such amendments.