CONSTITUTION OF THE WESTERN CAPE NATURISTS ASSOCIATION
1.1 The organisation hereby constituted will be called Western Cape Naturists Association;
1.2 Its shortened name will be WCNA (hereinafter referred to as the organisation);
2. Body corporate
The organisation shall:
- Exist in its own right, separately from its members;
- Continue to exist even when its membership changes and there are different office bearers;
- Be able to own property and other possessions;
- Be able to sue and be sued in its own name.
The Western Cape Naturist Association (hereinafter referred to as WCNA) is constituted for the benefit of the naturist movement in Western Cape - South Africa (hereinafter referred to as SA). The Objects of WCNA shall be, among others;
- To promote the practice and general acceptance of naturism for the physical, moral and mental well being of the naturist community, recreation without clothing, whether individually or socially, and whether in private grounds or in other suitable circumstances;
- To ensure the continued co operation of all genuine naturist and related organizations in SA;
- To further and improve the standards of naturism and ensure that naturism is presented creditably to all interested parties at all times;
- To represent naturism in general to local government and international organizations, and to cooperate with international organizations which represent naturist recreation;
- And to develop resources for the practice of naturism and to provide services for Members and Affiliated entities.
4. Income and property
4.1 The organisation will keep a record of everything it owns;
4.2 The organisation may not give any of its money or property to its Members or Office bearers. The only time it can do this is when it pays for work that a Member or Office bearer has done for the organisation. The payment must be a reasonable amount for the work that has been done;
4.3 A Member of the organisation can only get money back from the organisation for expenses that she or he has paid for or on behalf of the organisation;
4.4 Members or Office bearers of the organisation do not have rights over things that belong to the organisation.
5.1 Any property of WCNA whether freehold or leasehold shall be vested in Management Committee and Members of Management Committee shall be the Trustees of WCNA. The Trustees shall deal with the said property as directed by resolution passed by a majority of the voting power present at an AGM, provided that the terms of such direction appear on the agenda for that meeting;
5.2 Exceptionally the Management Committee may at a duly convened meeting resolve by a majority of the voting Members present to give the Trustees such direction provided that the terms of such direction appear on the Agenda for that meeting and provided it has been resolved at that meeting that the giving of such direction is urgently necessary in the best interests of WCNA;
5.3 The said Trustees shall be appointed at the Annual General Meeting (hereinafter referred to as AGM) subject to notice of such vacancy being published and nominations invited. Any Trustee who takes up residence outside the Republic of South Africa or who becomes incapable of acting or who fails to deal with the said property as duly directed shall be deemed to have resigned.
Any vacancy that may from time to time occur shall be filled by appointment made at the next ensuing AGM subject to notice of such vacancy being published and nominations invited;
5.4 The Trustees shall jointly and severally be indemnified from the funds of WCNA for any liability or expense that may from time to time fall upon them as Trustees of the said property.
6. Membership and General Meetings
6.1 If a person wants to become a Member of the organisation, she or he will have to ask the organisation's Management Committee. The Management Committee has the right to say no;
6.2 Membership may be granted to individuals and/or families who are Members of recognized Clubs and Resorts and other such individuals or families who demonstrate their interest in naturism;
6.3 Organizations who are or not formed primarily for naturism or otherwise may be granted affiliation if they have genuine interest in Naturism and satisfy the Management Committee that their activities in no way conflict with Article 3 (Three) above. Affiliation is subject to annual payment of dues as revised from time to time;
6.4 The title of Honorary Member may be awarded by the Management Committee to those who have given outstanding service to naturism. Honorary membership may be granted at the discretion of the Management Committee. Honorary members shall have all rights and privileges of a paid up Individual Member;
6.5 Members of the organisation must attend its annual general meetings. At the annual general meeting Members exercise their right to determine the policy of the organisation;
6.6 Membership Fees shall be determined annually by the AGM on a recommendation in a motion from the Management Committee;
6.7 Any affiliated organization or individual Member whose Annual Return or Membership fees are outstanding on the date of the AGM in any year shall lose all rights and benefits until such fees have been paid in full.
7. Applications for Membership or Accreditation from WCNA
The Management Committee of WCNA is responsible for ensuring that clubs or affiliated organizations applying for accreditation from WCNA
7.1 Have agreed to conform to this constitution;
7.2 Have satisfied the Management Committee that the affairs of the club, resort or affiliated organization applying are conducted in accordance with the Law and the principles of propriety;
7.3 Each affiliated organization shall submit to the Secretary annually, a return showing the name and address of the responsible persons, the membership numbers and other information that will enable WCNA to keep a record of the affiliated organization facilities and amenities.
8.1 The affairs of WCNA shall be governed by an AGM held at least once annually but the management of WCNA shall be delegated to the Management Committee. The Management Committee shall consist of the Officers duly elected by the individual members in good standing. The Committee shall have power to appoint, pay and dismiss salaried officers as it may deem necessary for the efficient and business-like management of WCNA and take such steps as it may think necessary or expedient to carry out the functions of WCNA in accordance with this Constitution;
The Officers shall be a Chairman, Secretary, Treasurer and 2 (Two) others. The Committee may appoint from its own Members or co opt any other additional officer or officers deemed necessary and define their duties. Such co opted additional officers shall have no vote. The Committee may also co opt persons to serve on any Sub-Committees that it may define;
The Secretary must record, in a register, the involvement of National Officers in any naturist organization in which they are a Member of/or hold a position of responsibility, together with their involvement in any business related to naturism. Such Officers must keep the Secretary informed, in writing, of such involvement and of any such additional or new involvement. Examination of the register shall be confined to paid-up WCNA Members;
8.2 A Management Committee will manage the organisation. The Management Committee will be made up of not less than 5 (Five) members. They are the office bearers of the organisation;
8.3 Office bearers will serve for 1 (One) year, but they can stand for re-election for another term in office after that. Depending on what kind of services they give to the organisation, they can stand for re-election into office again and again. This is so long as their services are needed and they are ready to give their services;
8.4 Election of Officers will be done at AGM of WCNA.
The Management Committee shall be empowered to fill any vacancy that may occur subject to ratification at the next AGM.
If the 1 (One) year period of office of any Officer is not completed for any reason the Officer elected or appointed to fill the vacancy shall do so for the remainder of the 1 (One) year period for that office.
Nominations for election should be submitted in writing by Members of WCNA within 30 days of notification of an AGM and must bear the signature of the person proposed signifying her/his acceptance of nomination. The nomination must be supported by the signatures of 5 (Five) paid up WCNA Members other than the nominee verifying that the nominee is a practicing naturist committed to advancing the cause of naturism in South Africa.
Nominees must also meet the following eligibility criteria:
- Be a paid up Member of WCNA for 12 consecutive months,
- Give a written undertaking that they have an exemplary naturist record,
- Make a personal declaration to be minuted and published in the WCNA Newsletter as follows:
- A brief account of their private, business, and social lives and specifying any involvement with other naturist or allied organizations.
Nominations for office together with personal declarations will be published in the Newsletter directly prior to the date of the next AGM.
Officers will be elected by a simple majority of votes cast and the results announced at the AGM. Officers elected will normally take office at the conclusion of the AGM.
The duties of all Committee Members are listed in the Appendix to the constitution;
8.5 If a Member of the Management Committee does not attend three Management Committee meetings in a row, without having applied for and obtaining leave of absence from the Management Committee, then the Management Committee will find a new Member to take that person's place;
8.6 The Management Committee will meet at least once a month. More than half of Members need to be at the meeting to make decisions that are allowed to be carried forward. This constitutes a quorum;
8.7 Minutes will be taken at every meeting to record the Management Committee's decisions. The minutes of each meeting will be given to Management Committee Members at least 2 (Two) weeks before the next meeting. The minutes shall be confirmed as a true record of proceedings, by the next meeting of the Management Committee, and shall thereafter be signed by the Chairperson;
8.8 The organisation has the right to form Sub-Committees. The decisions that Sub- Committees take must be given to the Management Committee. The Management Committee must decide whether to agree to them or not at its next meeting. This meeting should take place soon after the Sub-Committee's meeting. By agreeing to decisions the Management Committee ratifies them;
8.9 The Management Committee shall have the power to appoint paid employees, as it may deem necessary for the efficient management of WCNA. The Management Committee shall determine the salaries or wages, hours, holidays and other conditions of service of such employees and shall have power to dismiss any of them in appropriate circumstances. Paid staff will be under the control of the Management Committee, but directed in their day to day duties by the Chairman. The Chairman will at all times communicate decisions affecting paid employees to them. Paid staff shall not be eligible for election to any office and shall not be able to exercise a vote at any meeting other than that of a bona fide paid up Member of WCNA;
8.10 The Management Committee shall have the power by resolution passed at a Management Committee meeting to suspend from office any elected Officer considered by a majority of the Members present to have failed to perform his duty with efficiency and diligence or not directed himself towards fulfilling the stated functions of WCNA and has not acted in the spirit of those duties.
At least 14 (Fourteen days) days notice of any motion to pass a resolution concerning the suspension of any elected Officer must be given to all Officers of WCNA and the Officer in respect of which such motion is intended to be passed must be given the opportunity to attend and make representation to the Committee.
Such suspension shall continue until a recommendation for removal from office is considered at the next AGM. The Officer shall have the right to be heard at that meeting;
8.11 All members of the organisation have to abide by decisions that are taken by the Management Committee.
9. Powers of the organisation
The Management Committee may take on the power and authority that it believes it needs to be able to achieve the objectives that are stated in point number 3 (Three) of this constitution. Its activities must abide by the law.
9.1 The Management Committee has the power and authority to raise funds or to invite and receive contributions;
9.2 The Management Committee does, however, have the power to buy, hire or exchange for any property that it needs to achieve its objectives;
9.3 The Management Committee has the right to make by-laws for proper management, including procedure for application, approval and termination of membership;
9.4 Organisations will decide on the powers and functions of office bearers.
10. Meetings and procedures of the Management Committee
10.1 The Management Committee must hold at least 2 (Two) ordinary meetings each year;
10.2 The Chairperson, or two Members of the committee, can call a special meeting if they want to. But they must let the other Management Committee Members know the date of the proposed meeting not less than 21 (Twenty one) days before it is due to take place. They must also tell the other Members of the Committee which issues will be discussed at the meeting. If, however, one of the matters to be discussed is to appoint a new Management Committee Member, then those calling the meeting must give the other Committee Members not less than 30 days notice;
10.3 The Chairperson shall act as the Chairperson of the Management Committee. If the Chairperson does not attend a meeting, then Members of the Committee who are present choose which one of them will Chair that meeting. This must be done before the meeting starts;
10.4 There shall be a quorum whenever such a meeting is held;
10.5 When necessary, the Management Committee will vote on issues. If the votes are equal on an issue, then the Chairperson has either a second or a deciding vote;
10.6 Minutes of all meetings must be kept safely and always be on hand for Members to consult;
10.7 If the Management Committee thinks it is necessary, then it can decide to set up one or more Sub-Committees. It may decide to do this to get some work done quickly. Or it may want a Sub-Committee to do an inquiry, for example. There must be at least 3 (Three) people on a Sub-Committee. The Sub-Committee must report back to the Management Committee on its activities. It should do this regularly.
11. Annual General Meetings
11.1 The Annual General Meeting must be held once every year, towards the end of the organisation's financial year. At an AGM, Committee plus 5 (Five) paid-up Members shall form a quorum;
11.2 The organisation should deal with the following business, amongst others, at its Annual General Meeting:
- Agree to the items to be discussed on the agenda,
- Write down who is there and who has sent apologies because they cannot attend,
- Read and confirm the previous meeting's minutes with matters arising,
- Chairperson's report,
- Treasurer's report,
- Changes to the Constitution that Members may want to make,
- Elect new office bearers,
- Close the meeting;
11.3 Each paid up Member shall be entitled to attend and to exercise their vote as follows:
- Voting power to be one vote per paid up WCNA Member;
- Any Member is entitled to representation at an AGM may delegate any individual Member of WCNA to speak or vote on its behalf;
- Affiliated Societies shall each be entitled to be represented by one delegate who may speak, but shall not be entitled to vote;
11.4 Items for the Agenda of an AGM shall be submitted in writing at least 30 (Thirty) days prior to the date fixed for that AGM. The Agenda shall be circulated at least 14 (Fourteen) days prior to the meeting and any amendment to an item appearing on the Agenda must be in the hands of the Secretary at least 7 (Seven) days prior to the meeting;
11.5 A Special General Meeting may be convened by the Committee at its discretion or shall be convened within 1 (One) calendar months of receipt of a written requisition presented by 20 (Twenty) Members, stating the objects of such a meeting.
A Special General Meeting may be convened provided that no Special General Meeting to be held less than 3 (Three) calendar months after an AGM or less than 3 (Three) calendar months before the date fixed for an AGM.
Members shall have 14 (Fourteen) days' notice of any Special General Meeting and no other business shall be discussed or considered than is mentioned in such notice.
12.1 An accounting officer shall be appointed at the AGM. His or her duty is to audit and check on the finances of the organisation;
12.2 The Treasurer's job is to control the day to day finances of the organisation. The Treasurer shall arrange for all funds to be put into a bank account in the name of the organisation. The Treasurer must also keep proper records of all the finances;
12.3 All funds received by WCNA shall be deposited in the WCNA Banking Account without delay by any of the elected Officers of the Management Committee or the Management Committee shall approve any such co opted assistants as deemed necessary. Such deposit shall not be delayed for more that 5 (Five) consecutive days from the day that funds was received. Any documents relating to above mentioned payment must be handed over to the Treasurer of WCNA;
12.4 Whenever funds are taken out of the bank account, the Chairperson and at least two other Members of the organisation must sign the withdrawal or cheque;
12.5 The financial year of the organisation ends on 31 August each year;
12.6 The organisation's accounting records and reports must be ready and handed to the Director of Non-profit Organisations within 6 (Six) months after the financial year end;
12.7 If the organisation has funds that can be invested, the funds may only be invested with registered financial institutions. These institutions are listed in Section 1 of the Financial Institutions (Investment of Funds) Act, 1984. Or the organisation can get securities that are listed on a licensed Stock Exchange as set out in the Stock Exchange Control Act, 1985. The organisation can go to different Banks to seek advice on the best way to look after its funds;
12.8 The income of WCNA must be utilized solely towards the promotion of the functions of the Constitution as set forth in this document and no portion thereof shall be paid or transferred directly or indirectly, by way of dividend, gift, division, bonus or otherwise howsoever by way of profit to the Members of WCNA provided that nothing herein shall prevent the payment, in good faith, of reasonable and proper remuneration/reimbursement to any elected Officer of WCNA or any Member of WCNA in return for services actually rendered to WCNA or for any material, labour, plant and power supplied for WCNA's purpose, nor prevent the payment of interest on money borrowed or payment of a reasonable and proper rent for premises sold or let by any Member to WCNA but so that no Member of the Committee of WCNA shall be appointed to any salaried office of WCNA paid by fees and that no remuneration or other financial benefit shall be given by WCNA to any Member except repayment of out of pocket expenses approved by the Management Committee and interest on money borrowed or of the repayment of a reasonable and proper rent for premises sold or let to WCNA.
13. Suspension and Exclusion
13.1 The Management Committee shall investigate any complaint of breach of the requirements of this constitution by any individual Member or Affiliated organization, and, if satisfied that such complaint is justified, may suspend the individual Member or Affiliated organization and report this action to the WCNA Members by way of publication in the next Newsletter following such action having been taken. An individual Member or Affiliated organization may appeal to the Management Committee against such action;
13.2 The Management Committee may appoint a Board of Enquiry to assist in determining an appeal, such Board of Enquiry to consist of a Chairman and not less than 2 (Two) suitably qualified Members who are not concerned in the matter under dispute;
13.3 Any individual Member or Affiliated organization recommended for suspension or exclusion shall have the right to appear before the Management Committee and/or Board of Enquiry to present its own case;
13.4 The Board of Enquiry will report its decision to the Management Committee and this decision shall be final. If no appeal is made to the Management Committee, the full Management Committee shall have the power at its discretion to confirm or overturn the suspension;
13.5 In the event of the conduct of any Member of Affiliated organization being likely to bring naturism into disrepute, the Affiliated organization concerned shall take immediate steps to exclude the Member. Failing which action, the Management Committee of WCNA may, after due enquiry, call upon the Affiliated organization concerned to exclude the Member and shall report this action to the Members of WCNA. The name of the offending Member may be circulated to each affiliated organizations if the Management Committee deems such action appropriate;
13.6 The Chairman shall together with any other Members appointed by the Management Committee investigate any allegation that may be made that the conduct of an individual Member has brought naturism into disrepute or damaged the interests of WCNA and may if they or the majority of them consider the allegations have been substantiated, expel, suspend from Membership or caution the Member concerned. If the Member feels aggrieved by such expulsion or suspension he or she may appeal to the Management Committee which may then confirm the expulsion, suspension or caution or overturn it or substitute expulsion, suspension or caution for what was originally decided. The decision of the Committee after hearing such an appeal is final.
13. Changes to the Constitution
13.1 The Constitution can be changed by a resolution. The resolution has to be agreed upon and passed by not less than 2 (Two) thirds of the Members who are at the Annual General Meeting or Special General Meeting. Members must vote at this meeting to change the constitution;
13.2 Committee plus 5 (Five) paid-up members shall be present at a meeting ("the quorum") before a decision to change the Constitution is taken. Any Annual General Meeting may vote upon such a notion, if the details of the changes are set out in the notice referred to in 10.3;
13.3 A written notice must go out not less than fourteen (14) days before the meeting at which the changes to the Constitution are going to be proposed. The notice must indicate the proposed changes to the Constitution that will be discussed at the meeting;
13.4 No amendments may be made which would have the effect of making the organisation cease to exist.
14.1 The organisation may close down if at least two-thirds of the Members present and voting at a meeting convened for the purpose of considering such matter, are in favour of closing down;
14.2 When the organisation closes down it has to pay off all its debts. After doing this, if there is property or money left over it should not be paid or given to Members of the organisation. It should be given in some way to another non-profit organisation that has similar objectives. The organisation's General Meeting can decide what organisation this should be.
15.1 Any words used in this Constitution shall be interpreted in its ordinary sense as understood by reasonable people. Any matter not specially provided for otherwise will be resolved by the application of procedures customarily adopted by Associations and/or Committees;
15.2 Any use in this Constitution or the Appendix hereto of the word 'he', 'him' or 'his' shall be understood to include the word 'she', 'her', or 'hers' respectively.
ADDENDUM TO CONSTITUTION
It forms no part of WCNA's policy to concern itself with any subject outside the field of naturism and linked activities.
All clubs, resorts and societies affiliated to WCNA may have their advertisements, stationery or any other printed matter which they may issue, subscribed with the words "Affiliated to, or accredited by", (as appropriate) WCNA, and/or the badge/logo of WCNA.
Chairman: The Chairman shall take the Chair at AGM of WCNA. He will also take the Chair at Committee Meetings. He is responsible for organizing AGM. He will be responsible for matters concerning Affiliated Organizations. His duty is to maintain good relations with the International Naturist Federation and such International Organizations representative of naturism overseas. He will maintain records of overseas clubs/contacts and naturist facilities for the purpose of keeping the Committee and Members informed.
Secretary: The Secretary's duty is to summon Members to meetings, to prepare the Agenda for meetings, to keep an accurate record of the proceedings of all AGM and Committee meetings, to conduct correspondence in accordance with instructions of the Committee, and to keep and make available any such files, records and lists of Members etc, and such other duties as the Committee may require.
Treasurer: The treasurer's duty is to record the receipts and expenditure of WCN to prepare the yearly statement of accounts and financial balance and to keep the Committee fully informed regarding the financial affairs of WCNA.
Editor: The editor will arrange for the publication and distribution to clubs and members of publications covering all matters of interest to the movement. The Committee shall guide the policy and production of these publications. This duty may be in addition to other functions assigned to him.
Honorary Members: This is a position of honor awarded to persons who have given outstanding service to naturism. They shall have no ex-officio right to attend Committee meetings but invitations may be extended to them from time to time. Their duties are to continue to represent naturism and perform any suitable tasks as required by the Committee.
Each elected Officer shall act at all times in the best interests of WCNA and in promoting its stated functions and objectives to the best of their ability in all things related to naturism.
Recommendations to Affiliated organizations
It is strongly recommended that the following clauses be embodied in the rules of affiliated organizations:
• Membership shall be confined to persons of good repute, due care being taken to establish the bona fides of prospective members.
• No minor of either sex shall be admitted without the consent of the parent or guardian.
• Where only one partner of a married couple applies for membership the other may be required to give written consent.
The Objectives of WCNA
• To protect and enhance South African naturism, and the individuals within it in particular Western Cape Province.
• To provide a central point for correspondence and a channel for enquiries to clubs and resorts, by use of various mediums, to make this point of contact known to all interested parties.
• To undertake all other aspects of public relations work.
• To seek recognition at national level and to obtain a fair share of public funds.
• To provide information and assistance to naturist/nudist clubs.
• To promote relationships and, through the recognition of the International Naturist Federation, among others, to provide membership cards to assist WCNA members when travelling to overseas naturist destinations.
• To provide recognition and assistance to international tourists when visiting South African naturist destinations.
• To undertake research and Base with local bodies with regard to developing accepted and recognized naturist beaches throughout South Africa.
• To produce an acceptable set of naturist guidelines and etiquette standards to guide and assist new and existing SA Naturist destinations.
• To promote affiliation with likeminded bodies.
• To produce a bi monthly newsletter to be the mouthpiece of the Association and to keep members informed of new developments
• To provide a channel for those members wishing to support the movement, either financially or otherwise.
• To provide means of arbitration between members and (or) clubs in the case of any disputes that may from time to time arise.
• To deal with SA Tourism bodies on matters affecting naturism.