CONSTITUTION OF THE ASSOCIATION FOR SENIOR COMMUNITIES
This document will include all required information to comply with the Non-Profit Organisations Act No. 1997 for registration purposes, as well as all other Acts that may be applicable in Senior Communities in South Africa.
The following Acts are included:
- The Constitution of the Republic of South Africa No 108 of 1996, including the Bill of Rights (Chapter 2) linked to the United Nations Declaration of the Rights of Older Persons 16 December 1996.
- The Housing Development Schemes for Retired Persons Act No 65 of 1988 as amended and Regulations.
- The Older Persons Act No 13 of 2006 and Regulations.
- The Non-Profit Organisations Act No 71 of 1997 and the Code of Conduct and Regulations.
- Community Schemes Ombud Act No 9 of 2011 and Regulations.
- National Health Act No 61 of 2003, National Health Act Guide of 2019, and Regulations.
- Nursing Act of South Africa No 33 of 2005 and Regulations.
- Social Services Professions Act No 110 of 1978 as amended and Regulations.
- Mental Health Care Act No 17 of 2002 and Regulations.
- Medicines and Related Substances Act No 101 of 1965 as amended and Regulations.
- Sectional Titles Act No 95 of 1986 and the Sectional Titles Schemes Management Act No 8 of 2011 and Regulations.
- Municipal Property Rates Act No 6 of 2004 and Regulations plus Property Rates Policy 2017.
- Trust Property Control Act No 57 of 1988.
- Consumer Protection Act No 68 of 2008 and Regulations.
- Promotion of Access to Information Act No 2 of 2000.
- Protection of Person Information Act No 4 of 2013.
- Domestic Violence Act No 116 of 1998 and Regulations.
- Private Security Industry Act No 56 of 2001.
- Property Practitioners Act No 22 of 2019.
- Protection against Harassment Act 17 of 2011 and Regulations.
- Occupational Health and Safety Act No 85 of 1993 and Regulations.
- Basic Conditions of Employment Act No 75 of 1997 and Regulations.
- Minimum Wages Act No 9 of 2018.
- Financial Intelligence Centre Act No 38 of 2001.
- SA Revenue Services Act No 34 of 1997.
- Companies Act No 71 of 2008 as amended and Regulations.
- The Arbitration Act No 42 of 1965.
1. Applicable Terms
- MEMBERS refer to persons, organisations, companies, or facilities who have.
- ACT refers to the Non-Profit Organisations Act No 71 of 1997, its Regulations and Code of Conduct.
- ORGANISATION means the Association for Senior Communities with enrolled members.
- ADMINISTRATIVE RULES refer to terms and conditions that will apply in the membership and management of the Organisation included in Annexure A.
- CODE OF CONDUCT refers to the guidelines applicable to all members of the Organisation and is included in Annexure B.
- SENIOR COMMUNITIES means any facility or organisation providing a service to retired persons and may include housing and/or care and support services as defined in the Older Persons Act.
2. Guiding Principles
The Organisation is driven by the following Principles:
- All members will enjoy full recognition and protection of their individual legal and ethical identity, culture, and independence.
- The Organisation will strive and uphold that all members will honour the code of conduct that will be based on respecting the rights and dignity of the retired persons they serve.
- The Organisation will be committed to honour, uphold, and advance its objectives.
- As a non-profit Organisation no income is to be distributed to its members or office bearers, except as reasonable compensation for specific services rendered.
- The Organisation is committed to ensure that all members are served in a professional and ethical manner, including to promote the best standards of practice.
- That transparency will be upheld in the way the Organisation is managed.
3. Management structure of the association
The Association is governed by three structures:
- A National Meeting of enrolled members
- A National Executive Board
- An Executive Committee
Provision is made for the following as identified in Paragraph 1.1:
- Full members will mean those facilities providing services to retired persons.
- Corporate Members mean any legal person who have has an interest in the retirement industry.
- Group Members are meant for Organisations who have a variety of facilities which function under a single entity.
- Private Members will be for individual persons with an interest in the retirement industry which may include a person involved in a single care home.
- Membership may only be granted provided there is compliance with the Administrative Rules as in Annexure A and provided there is assent to the Code of Conduct as in Annexure B.
- Honorary Membership is reserved for persons who according to a decision by the Members of the Organisation have contributed to the interest and well-being of retired persons and the retirement industry.
5. Voting rights
- All members will enjoy equal voting rights, which means one vote per member, excluding honorary members. Only paid-up members may exercise their voting rights as described under the Administrative Rules of the Association attached as Annexure A.
- A member who is unable to exercise his voting rights for any personal reason may request another eligible member to represent him/her by way of a proxy.
- Members who may wish to exercise proxy votes may only do so for a maximum of 2 (two) other members.
- Procedures for proxy votes will be available in the Administrative Rules (Annexure A).
- Voting rights will be suspended if the annual membership fees are still outstanding three (3) months after the beginning of the financial year on 1 April of each year.
- Suspension of voting rights and membership will be decided by the National Executive Board.
- To promote and empower members towards providing services that are legally, professionally, and ethically sound and in the best interest of retired persons.
- To develop and make available accreditation and self-evaluating standards and norms towards promoting legal and professional compliance.
- To develop self-regulating standards and guidelines towards quality assurance.
- To keep members informed of local and international trends, policies, legislation, and research findings towards advancing overall knowledge of the retirement housing and service delivery industry.
- To lobby at all levels for recognition towards promoting the objectives of the Association.
- To promote inter-member communication and co-operation.
- To promote and undertake research towards improving the overall standards of services and facilities in South Africa.
- To initiate and empower ordinary citizens by various ways to improve the overall decision making and knowledge of the retirement facility industry and the services provided.
- To promote and initiate training and capacity building of persons and facilities towards achieving the objectives of the Organisation,
- To advance the Organisation by marketing. This includes the recruitment of members and sponsors by allowing service providers in the industry to advertise their goods, facilities, or services on the Organisation’s website or at meetings or gatherings.
- To publish and distribute newsletters, reports and or media releases towards advancing the objects of the Organisation.
- To manage and administer the Organisation in a professional, transparent, and effective manner, including ensuring accurate recordkeeping and financial control.
7. Executive Structures Operations and Meetings
7.1 General Members’ Meetings
The following will apply:
- General Members’ Meetings will be held bi-annually at a date not later than 6 (six) months after the end of the Association’s financial year.
- The quorum for the bi-annual General Members’ Meeting will be one plus 33.3% (thirty-three and a third) of eligible members of the Association.
- The following decisions are sanctioned to be taken:
- (a) Consider and Approve the Chairperson’s report;
- (b) Review and Approve any policy and programme directives;
- (c) Approve the audited financial statements and reports;
- (d) Election of a National Executive Board consisting of not more than 7 (seven) members;
- (e) Provide and approve any instructions to the National Executive Board;
- (f) Allocate Honorary Membership to persons who contributed towards advancing the values and objectives of the Association; and
- (g) Any other decision which members considered to be important to the Association and its members.
- Ordinary members’ meetings will be held as often and at venues as the Executive Committee may decide.
- Members meetings’ may be held through personal attendance and/or suitable electronic communication.
- All notices and agendas for members’ meetings must reach all members at the registered address of a member, at least two calendar months before the scheduled meeting.
- A special members’ meeting may be called by at least 25 eligible members, submitted to the Executive Committee as outlined under the Administrative Rules (Annexure A). The Executive Committee after consultation with the National Executive Board may also call a special members’ meeting.
- At all members’ meetings the Chairperson will preside, but if absent the vice-Chairperson will convene and manage the meeting. Should neither of the two office bearers be present, the meeting will appoint a chairperson for that meeting.
- All decisions will be valid by a majority of one vote, except when the Constitution is to be amended in which case a 75% (seventy-five) majority will be required. Should there be a stalemate of votes, the Chairperson will have the final vote.
7.2 National Executive Board
The following will apply:
- The National Executive Meeting will, at its first meeting, appoint a Chairperson, vice-Chairperson and Treasurer.
- The appointed Chairperson and vice-Chairperson and Treasurer together with 2 (two) more members will act as the Executive Committee.
- Allocate any specific instructions to the Executive Committee.
- Approve applications for membership on recommendation of the Executive Committee
- National Executive Board meetings will be held at least twice per year at a venue and date as may be decided on.
- The quorum for meetings will be the same as under 3.1 (ii)
- National Executive Board meetings may be called by members or the Executive Committee when required, provided that such requests for a meeting are done through written communication.
- The same procedures will apply regarding the presiding rule as under 7.1 (vii).
- The National Executive Board at its compulsory meetings will deal with matters to:
- (a) Promote the objectives of the Association;
- (b) Approve policies, administrative and financial reports, including annual budgets and membership fees;
- (c) Administrative Rules; and
- (d) Any other matter of importance to the industry of retirement facilities
7.3 Executive Committee
The following will apply:
- The Executive Committee will be accountable to the National Executive Board in all matters pertaining to the effective functioning of the Association.
- The Executive Committee will have the right to co-opt any person(s) who may contribute to promoting the work of the Association with the understanding that such person(s) may not be able to vote.
- Executive meetings will be held on dates and venues as may be decided by its members.
- Consider applications for membership and submit to the National Executive Board for final approval.
- The Executive Committee will oversee the effective functioning and administration of the Association as outlined in the Administrative Rules (Annexure A).
- The Executive Committee will be responsible for ensuring effective financial control and bookkeeping, auditing, including submitting to the National Executive Committee an annual budget.
- The Executive Committee may appoint at its discretion a person to assist with the effective management and administration of the Association and remunerate as provided in the budget.
- The Executive Committee has the mandate to undertake any task regarded as necessary to promote the objectives and interests of the Association, with the understanding that in all decisions the National Executive Board members will be informed.
- Issue any newsletters, notices, reports to members.
- Issue if regarded as necessary any media release.
8. Amendment to the Constitution
- Any amendment to the Constitution can only be made by the members of the Association at a bi-annual or special general meeting, which is properly convened as outlined in the Administrative Rules in Annexure A.
- An amendment to the Constitution can only be made by 75% (seventy-five) of the eligible members present, either in personal capacity or a proxy or through an electronic medium.
- Any proposal to amend the Constitution will only be considered after such motion is evaluated, motivated, and endorsed by the National Executive Board.
9. Amendment to the Constitution
- The official financial year of the Association will be 1 April to 31 March of the following year.
10. Dissolution of the Association
The winding down of the Association may only take place at a Special Members’ Meeting specifically convened for this purpose. The following will apply:
- Notice given of such meeting and its purpose must take place at least 2 (two) calendar months before the scheduled meeting date.
- The notice of such meeting must include a motivated endorsement by the National Executive Board.
- The notice must include a recommendation about the way the assets of the Association will be dispersed of, with the understanding that such assets will be handed over to a similar association or a non-profit organisation involved in service to retired persons.
- Dissolution of the Association may only occur with a 75% (seventy-five) vote of eligible members present and voting.
- Should a quorum of 33.3% (thirty-three and a third) not be achieved the meeting will be postponed for one (1) week at the same venue and the decision by the members who are present will be regarded as legally binding.
- In this Constitution any reference to he will also include she.
ANNEXURE A: ADMINISTRATIVE RULES
1. ADMINISTRATIVE RULE ONE: MEMBERSHIP
The following will apply:
- Application for Membership is done by completing the prescribed application form and submitting it to the Administrator.
- All submitted applications for membership will be considered by the Executive Committee and decisions taken will be conveyed to the applicant by the Administrator.
- All present members do not need to apply for membership. However, all existing members must confirm acceptance of the Code of Conduct.
- Should a member not pay the annual membership fees before 30 June (3 months after starting of the financial year) the member will be temporary suspended.
- Members who, for whatever reason, are not able to pay in time the annual membership fees, may apply to the Executive Committee, through the Administrator for postponement for the payment of the annual membership fees. The decision by the Management Committee will be communicated to the respective member.
- All members will receive, on acceptance as Member of the Association, a membership certificate
2. ADMINISTRATIVE RULE TWO: VOTING RIGHTS
The following will apply:
- Nominations for election as members of the National Executive Board may only be done by eligible members by completing a nomination form available from the Administrator, provided that the person nominated accepts the nomination in writing.
- Proxies: A member who is unable, for whatever reason, to exercise his voting rights may delegate another eligible member to carry his vote.
- All application for exercising a proxy must be in writing to the Administrator at least fourteen (14) days before the scheduled meeting.
- One member may only carry two (2) proxy votes, thus is entitled to have three (3) votes.
- Any suspension of voting rights on authority of the Executive Committee will be conveyed by the Administrator.
- A member is only eligible to vote if he is a paid-up member.
- Voting at meetings will be at the discretion of the Chairperson, with acknowledgement that members not able to be present at meetings may exercise their votes by electronic means.
3. ADMINISTRATIVE RULE THREE: TASKS AND ROLES OF OFFICE BEARERS,
called Executive Members:
- National Executive Board and Executive Committee Members are responsible for ensuring that the Association is professionally, ethically, and transparently managed.
- All Executive Members are committed to ensure that the Aims and Objectives of the Association are promoted and advanced.
- All meetings will be conducted according to recognised procedures with full respect for members to express their opinions.
- All Executive Members must ensure that the finances of the Association are properly and accurately and accountably managed, including that recognised book-keeping practices are adhered to.
- Ensure that communication with members must always be consistent and regular.
- Ensure that the Constitution of the Association and the Code of Conduct is always upheld.
- Executive Members may resign at any stage, provided that the Administrator is informed in writing.
- Replacement of Executive Members will be undertaken in a transparent manner, with proper notification to members.
- Co-opted executive members will not be entitled to vote at meetings.
ANNEXURE B: CODE OF CONDUCT
All members must, as part of their application for membership, including existing members, adhere to the following:
- The Ethical Code of Conduct as part of the Non-Profit Organisation’s Act No 71 of 1997.
- Honour the SA Constitution with specific reference to the Bill of Rights (Act No 108 of 1994).
- Respect and honour The Older Persons Act No 13 of 2006.
- Subscribe to the King IV Guidelines for ethical leadership.
- Adhere to the Constitution of the Association.