Constitution

CONSTITUTION of THE EGYPTIAN SOCIETY OF SOUTH AFRICA

1.  Name of the Society
The Society shall be known as THE EGYPTIAN SOCIETY OF SOUTH AFRICA hereinafter referred to as the Society.

2.  Aims and Objectives
The aims and objectives of the Society shall be to foster an appreciation of the history and culture of Ancient Egypt in particular,  also its neighbouring societies and civilisations, and modern Egypt through the following means:
(a)  to hold not less than ten meetings of the Society annually which may include lectures, excursions, presentations or similar activities,
(b)  to publish and distribute for the benefit of its members a quarterly newsletter,
(c)  to promote and encourage the work of the South African Cultural History Museum in Cape Town with regard to the Egyptian Collection,
(d)  to promote dialogue and co-operation with and between other societies and institutions with similar aims and objectives,
(e)  to pursue, for the benefit of its members, appropriate assistance, or access to further the aims and objectives of the Society.

3.  Membership
Membership shall be open to any person or group that supports the aims and objectives of the Society.
There shall be the following categories of membership:
(a)   Ordinary membership shall be available to individual persons
(i)    Distance membership shall be available at half the normal subscription
rate to persons whose regular place of residence is more than 100
kilometres from Cape Town or any branch of the Society.
(b)    Student membership shall be available to bona fide  students to the age of 27 years.
(c)    Corporate or institutional membership shall be available to bona fide groups, societies, educational and cultural institutions, and commercial businesses, upon payment of five times the current subscription fee.
(d)    Honorary membership shall be awarded by the Society, at the Executive Committee’s discretion, for fixed periods from time to time, to any individual, or any person representing a group, institution or corporation, in recognition of assistance to the Society.
(e)    The  Society,  at the Executive Committee’s discretion, may appoint a Patron, who shall be an eminent person who subscribes to the aims and objectives of the Society, who shall be exempt from subscription fees and shall have no voting power.
(f)    Any member, who in the opinion of the Executive Committee, acts against the provisions of this constitution or against the interests of the Society can be suspended or expelled from the Society by the said Committee.

4.  Subscriptions
The Executive Committee and Branch Committee(s) shall set the annual subscription fees which shall be used to administer the Society and which shall entitle all members in good standing to attend an Annual General Meeting, Special Meetings, ordinary Society meetings and receive the quarterly newsletter of the Society. An ordinary Society meeting is defined as a lecture, discussion or presentation, at the Society’s normal meeting place.

(a)    Membership shall be terminated if the member fails to pay his or her renewal subscription by due date.
(b)    A member whose membership has been cancelled, or who has resigned, shall not be entitled to recover any sums by reason of the termination of his/her membership prior to the end of the membership year.
(c)    A charge shall be levied for visitors to the Society’s meetings. A corporate body may send two persons to the Society’s activities who shall be regarded as ordinary members

5.  Governance
The Society, or any branch of the Society, shall be administered by a Committee elected at the Foundation Meeting, and thereafter at the Annual General Meeting.

5.1    The Executive Committee shall comprise:
(a)    a Chairman, who shall chair all meetings of the Society,
(b)    a Secretary, who shall properly record all decisions of the Committee,
(c)    a Treasurer, who shall receive and administer all monies for the Society and produce annual audited statements for the year ending 31st October for presentation to the Annual General Meeting,
(d)    three other persons, who shall carry out whatever duties are deemed necessary to achieve the aims and objectives of the Society.
(e)    The office-bearers of the Society shall be elected by the Executive Committee at the first Committee Meeting after the Foundation Meeting and after subsequent Annual General Meetings.
(f)    Committee Meetings can only be attended by members of the Committee and by any other person who has been co-opted to the Committee, or has been specially invited by the Committee.
(g)    The Chairman shall have a casting vote.
(h)    Should any member of the Committee be absent from two consecutive Committee meetings without giving an acceptable explanation, he/she shall forfeit his/her position on the Committee.
(i)     The Committee shall meet once a month.
(j)     A quorum at a Committee meeting shall comprise four persons.

5.2   The Committee may
(a)   choose or nominate a Vice Chairman,
(b)   co-opt persons to assist in the administration of the Society,
(c)   levy subscriptions, enter into agreements and disburse funds.

5.3  The Committee members shall be elected
(a)   by members in good standing at the Annual General Meeting,
(b)   be eligible for re-election by resolution of a majority of members at an Annual General Meeting or Special Meeting.

5.4  Branches
(a)   A minimum of six members in good standing may establish local branches, such branches to be governed by the aims and provisions of this constitution. Such branches shall be known as “The Egyptian Society of South Africa – ‘………….’ Branch”,  identifying the district.
(b)   Committees of such branches shall be elected annually by the local branch membership.
(c)    Such local Branch Committees shall comprise a Chairman, Secretary, Treasurer and not more than three additional members. However, that said Committee shall have the right to co-opt members for their  particular knowledge, expertise, or to replace those members who are no longer available to serve on the Committee.
(d)   The duties of the Branch Committee shall be to manage the day-to-day business of the Branch, including its financial affairs, in accordance with the aims and provisions of this constitution.
(e)   Branches must submit bi-annual reports, detailing membership, activities and finance to the Executive  Committee.
The Executive Chairman, Treasurer, or any other person so mandated, shall, at any time, be permitted to examine all records of any branch without notice.
(f)    Subscriptions can be paid to branches. Branches shall pay a distance member subscription per member to the Executive Committee Treasurer.
The  total branch subscription to be decided by the Branch Committee subject to approval by the Executive Committee.
Where subscriptions of branch members are paid to the Executive Committee, it shall retain the distance membership component and the balance remitted to the Branch Committee
In the case of Branch Corporate Membership subscriptions, calculated at 5 times the Ordinary Society subscription, branches shall remit to the Executive Committee Treasurer only the Distance Member subscription, retaining the bulk of the Corporate subscription.
(g)    The Society Chairman shall be ex-officio a member of every Branch Committee and Branch Chairmen shall be ex-officio members of the  Executive Committee.  Ex officio members shall not in that capacity be required to pay membership fees or comply with attendance requirements applicable to other committee members.
(h)    In the event of any dispute arising within a branch, the party or parties aggrieved, may lay the same before the Executive Committee, in writing, stating distinctly details of the dispute.
(I)     Any branch which fails or is unable to comply with the provisions of this Constitution shall be declared closed by the Executive Committee, who shall take control of the assets of the branch and deal with them in the best interests of the Society.
(j)      Should the majority of the members of a branch resign, the branch shall continue to exist with the remaining members in control, provided that those members can and do comply with the provisions of this constitution. The branch title, its funds, books, records and other assets shall be retained and controlled by the remaining members.

6.  Annual General Meeting
An Annual General Meeting shall be held no later than November each year.
Members shall receive a published notice no fewer than 21 days before the date of the meeting.
Corporate members may send two persons to an Annual General Meeting or a Special General Meeting, with the right to vote.

The business of  the meeting shall include inter alia,
(a)  The  Chairman’s annual report,
(b)  The Treasurer’s report and the presentation of audited accounts,
(c)  The consideration of any properly proposed and seconded motion submitted to the Secretary in writing no less than 15 days before the date of the  Annual General Meeting.

7.  Special General Meeting
A Special General Meeting may be called at the written request of two-thirds of the elected members of the Committee or one half of the membership provided that all members receive published notice of the meeting  and the purposes thereof no fewer than 14 days before the date of the meeting.
The business of the Special General Meeting must include
(a)  the reason for calling the meeting,
(b) properly proposed and seconded motions.

8.  Quorum
A quorum at an Annual or Special General Meeting shall consist of  ten per cent of the membership, in good standing.
Should such a quorum not be present within 30 minutes after the advertised starting time, the meeting shall stand adjourned to the same day, time and place the following week, when those present shall constitute a quorum.
In the case of a Special General Meeting, if no quorum is present at the first advertised meeting, the meeting shall be abandoned and the proposals for consideration be deemed defeated.

9.  Constitution
The Constitution shall be adopted at the Foundation Meeting of  the Society.
The Constitution may be changed by two-thirds of members present at an Annual General Meeting or Special General Meeting in accordance with the procedures of 6 (c).

10.  Dissolution
The Society may be dissolved by two-thirds of the members present at an Annual General Meeting or Special Meeting. All assets in hand, except for the Society Library and bookcases, shall, after all liabilities and obligations have been met, be disposed of in the following manner:

(a)    the Egypt Exploration Society in London and Iziko Museums of Cape Town (for use in respect of the Egyptian collection exclusively) in such proportions as the Committee shall in their sole Discretion determine; whom failing

(b)    any organisation or organisations in South Africa with similar aims and objectives as the Society,

(c )   the Society library has, in addition to the Dewey Decimal Classification System, been classified into the following informal categories: A [Academic] G [General Reading], C [Children or child-friendly], T [Teenage Range], and SF [Science Fiction]. With this classification in mind, the books are to be offered to the following institutions, in sequence, with the right of first refusal following such sequence; the University of Cape Town’s Manuscript and Archives department [who are in any event to receive the Society’s Minutes and bound copies of ‘Shemu’, the University of Stellenbosch’s Department of Ancient Studies, the National Library of South Africa, the Classical Society [currently based at the University of Stellenbosch], and St George’s Grammar School [who are in any event to receive the Society’s bookcases]. Any remaining books must be offered for sale to members of the Society and the funds so generated be used for the purpose envisaged in [a] above. In the event of books still remaining, these are to be given to the Central Library of the City of Cape Town.

11.    Indemnity
Every member of the Committee, or sub-committee, office member, agent or servant of the Society, shall be indemnified out of its funds against all costs, charges, expenses, losses and liabilities incurred by that person in the conduct of the Society’s business, or in the discharge of that person’s duties, and no person shall be liable for the acts or omissions of any such person by reason of that person having joined in any receipt of money not received by him or her personally, or for any loss on account of defect of title to any property acquired by the Society, or on account of the insufficiency of any security in or upon which any moneys of the Society shall be invested, or for any loss incurred upon any ground whatsoever other than her or his own wilful acts or defaults.

12. Public Liability

Anyone who participates in any event organised by the Society, whether member or non-member, does so entirely at their own risk. The society will not be liable for any injury, loss or damage to private property and/or person or any eventuality arising from the person’s voluntary participation in the event.

Signed at ……Cape Town …………….. this …4th ….day of………………..November……….1996

Chairman    (Signed: Keith Grenville                Witness
Treasurer    (Signed: Desmond Caywood)            Witness

Amended – Annual General Meeting – 26 November 1998
Amended – Special General Meeting –  22 August 2000
Amended – Annual General Meeting – 25 November 2003

Amended – Annual General Meeting – 28November 2006

Signed: Michael Beaumont Vice- Chairman & Treasurer          Witness
Signed: Keith Grenville. Founding Chairman.                           Witness

Amended – Annual General Meeting – 25 November 2008

Signed: Colleen Cox – Librarian

Signed: Professor Anthony Humphreys – Chairman

Amended – Special General meeting – 22nd April 2014

Professor Anthony Humphreys –  Chairman

Dianne Norman – Treasurer