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NOTICE: PPA Annual General Meeting 2013

NOTICE: PPA Annual General Meeting 2013

PPA ANNUAL GENERAL MEETING 2013

Notice is hereby given that the Annual General Meeting of the Pedal Power Association will be held on Monday 02 September 2013, at 18:00 for 18h30 at the Canal Walk Auditorium, Canal Walk Shopping Centre.

AGENDA
1.     Welcome by chairman
2.     Apologies
3.     Adoption of minutes of previous AGM
4.     Chairman’s report (including feedback on CSA and PPA: Where do we stand at present)
5.     Treasurer’s report
6.     Other portfolio reports
7.     Consideration and adoption of motions concerning the affairs of the Association of which due notice has been given
8.     The election of committee members
9.     Any other business
10.     Presentation of Club 2 000, Club 3 000, Club 10 000 certificates and Honorary Life Membership Awards

Members are reminded that in terms of clause 4.2 of the constitution, nomination of candidates for election to the committee shall be in writing, signed by the member and accompanied by the written consent of the candidate nominated, so as to be received at the domicilium of the Association, P O Box 665, Rondebosch 7701 or at the physical address at 9 Hill Park Lane, Mowbray, not later than five days before the meeting.

Provided that notwithstanding the aforegoing, the chairman of such meeting may, in his sole discretion, allow any nominee to consent to his nomination at the meeting itself, if, in his opinion, there are special grounds therefore.

Please note that this means that the chairman cannot accept a late nomination – only a late consent to nomination. In terms of clause 4.2.1, six new committee members need to be elected at this year’s AGM.

Steve Hayward
PPA Chairman
August 2013

ANNUAL GENERAL MEETING 2013: Proposed amendments to the PPA Constitution

Notice is hereby given of the following proposed changes to the Pedal Power Association Constitution, as amended. In terms of clause 8, an amendment has to be passed by a two-thirds majority.

The following amendment is introduced to bring the Constitution in line with the present structure of the Executive Committee.

4.4 The committee may fill any vacancy in their number or co-opt any other additional member/s, provided that the number of other additional members shall not exceed 10 (TEN).  Any additional member so co-opted shall hold office until the next A.G.M. when he or she shall retire and be eligible for re-election as though he or she had been elected at the previous A.G.M.

To be replaced with

4.6.8 In the event that a vacancy or vacancies occur on the committee and a suitable person is not available for co-option, the committee shall continue to function even though the number of members shall be less than 12, provided that, in the event that the number of committee members fall below eight, the remaining members of the committee shall call a special general meeting within 30 days to elect additional committee members to fill the vacancies.

 

The following amendments are introduced to correct spelling or grammatical errors and/or to make the Constitution gender neutral.

2. LEGAL PERSONALITY

The association shall be a corporate body having a separate legal persona with perpetual succession capable of owning both movable and immovable property in it’s own name and with the right to sue or be sued in it’s own name.

To be replaced with

2. LEGAL PERSONALITY
The association shall be a corporate body having a separate legal persona with perpetual succession capable of owning both movable and immovable property in its own name and with the right to sue or be sued in its own name. 

 

3.         OBJECTS  AND  POWERS

The association shall have full powers to carry out it’s main and ancillary objects and purposes…

To be replaced with

3.         OBJECTS  AND  POWERS

The Association shall have full powers to carry out its main and ancillary objects and purposes. ..

 

4.2        Election at Annual General Meeting

Committee members shall be elected as follows at the Annual General Meeting and shall, subject tot the provisions herein contained, …

To be replaced with

4.2        Election at Annual General Meeting

Committee members shall be elected as follows at the Annual General Meeting and shall, subject to the provisions herein contained, …

 

4.2.3 … the Chairman of such meeting may in his sole discretion allow any nominee to consent to his/her nomination at the meeting itself if in his opinion there are special grounds therefore

To be replaced with

4.2.3 …the Chairman of such meeting may in his/her sole discretion allow any nominee to consent to his/her nomination at the meeting itself if in his/her opinion there are special grounds therefore.

 

4.5        Vacation of office

A member shall cease to hold office as a committee member if:

4.5.1     by notice in writing he resigns his office;

4.5.2     he is or becomes of unsound mind or surrenders his estate as insolvent;

4.5.3     he is convicted of an offence which involves dishonesty;

4.5.4     he absents himself from 3 (THREE) consecutive meetings of the committee without special leave of absence from it;

4.5.5     by resolution of a general meeting of the association he is removed from his office.

To be replaced with

4.5 Vacation of office
A member shall cease to hold office as a committee member if:
4.5.1 by notice in writing s/he resigns his/her office;
4.5.2 s/he is or becomes of unsound mind or surrenders his/her estate as insolvent;
4.5.3 s/he is convicted of an offence which involves dishonesty;
4.5.4 s/he absents himself/herself from THREE consecutive meetings of the committee without special leave of absence from it;
4.5.5 by resolution of a general meeting of the association s/he is removed from his/her office.

 

4.6.1 Special meetings of the committee may be called by the Chairman or in his absence, the Vice-Chairman…

To be replaced with

4.6.1 Special meetings of the committee may be called by the Chairman or in his/her absence, the Vice-Chairman…

 

4.6.4 If the Chairman vacates his office or is removed therefrom by members at a general meeting, then the Vice-Chairman shall automatically become the chairman and he shall hold office for the remaining period in respect of which the first mentioned Chairman was elected.

To be replaced with

4.6.4 If the Chairman vacates his/her office or is removed by members at a general meeting, then the Vice-Chairman shall automatically become the chairman and s/he shall hold office for the remaining period in respect of which the first mentioned Chairman was elected. 

 

4.7.11.3 …The committee member charged with discipline may appoint himself to the disciplinary sub-committee for the purpose of holding a hearing.

To be replaced with

The committee member charged with discipline may appoint him/herself to the disciplinary sub-committee for the purpose of holding a hearing.

4.8 Summary disqualification

Any person who participates an event referred to in clause 4.7.11.4…

To be replaced with

4.7                          Summary disqualification

Any person who participates in an event referred to in clause 4.7.11.4 …

 

4A                                Indemnity

No committee member shall be liable to the association or to any member thereof, or to any other person whomsoever for any act or omission by himself, by the association or by it’s servants or agents.  All committee members shall be indemnified by the association against any loss or damage suffered by him in consequence of any purported liability, provided that such member has, upon the basis of information known to him, or which reasonably should have been known to him, acted in good faith and without gross negligence.

To be replaced with

4A        Indemnity

No committee member shall be liable to the association or to any member thereof, or to any other person whomsoever for any act or omission by him/herself, by the association or by its servants or agents.  All committee members shall be indemnified by the association against any loss or damage suffered by him/her in consequence of any purported liability, provided that such member has, upon the basis of information known to him/her, or which reasonably should have been known to him/her, acted in good faith and without gross negligence.

 

5.4.1 all existing members at the time, shall be entitled to a pro rata refund of membership fee…

To be replaced with

5.4.1 all existing members at the time, shall be entitled to a pro rata refund of the membership fee…

 

6.7        Votes

At all general meetings, resolutions put to the vote, save for resolutions for the election of a member to the committee or his removal…

To be replaced with

6.7 Votes
At all general meetings, resolutions put to the vote, save for resolutions for the election of a member to the committee or for his/her removal

 

6.7 … There shall be no voting by proxy save with the consent the committee…

To be replaced with

6.7 … There shall be no voting by proxy save with the consent of the committee…

 

8. AMENDMENT  OF  THE  CONSTITUTION

This constitution may be amended only by a two thirds majority of members present in general meeting provided that notice of the proposed amendment has been duly given in terms of the notice calling the meeting.

To be replaced with

8. AMENDMENT OF THE CONSTITUTION
This constitution may be amended only by a two thirds majority of members present in a general meeting provided that notice of the proposed amendment has been duly given in terms of the notice calling the meeting.

 

9.2 on an application to a Court of law by any member on the grounds that the association has become dormant or is unable to fulfil it’s purposes and objects.

To be replaced with

9.2 on an application to a Court of law by any member on the grounds that the association has become dormant or is unable to fulfil its purposes and objects.

 

10.1 Every member shall cause his address or any change thereof to be recorded with the Secretary.

To be replaced with

10.1 Every member shall cause his/her address or any change thereof to be recorded with the Secretary.

 

10.2      Any notice or communication of whatever kind to a member shall be addressed to him at the address which according to the Association’s records, is his latest address.

To be replaced with

10.2      Any notice or communication of whatever kind to a member shall be addressed to him/her at the address which according to the Association’s records is his/her latest address. 

 

10.3      The accidental omission to give notice of any meeting to any person or persons entitled to be present thereat shall not, ipso facto, invalidate the proceedings at that meeting.  Any member absent from any meeting as a result of such accidental omission shall only be entitled to challenge the proceedings at that meeting and any resolutions passed in terms thereof provided that he can establish substantial prejudice to himself and provided further that he can establish that, had he been present, any resolution/s which was or was not passed might well have been passed or not passed as the case may be, had he been present.

To be replaced with

10.3      The accidental omission to give notice of any meeting to any person or persons entitled to be present thereat shall not, ipso facto, invalidate the proceedings at that meeting.  Any member absent from any meeting as a result of such accidental omission shall only be entitled to challenge the proceedings at that meeting and any resolutions passed in terms thereof provided that s/he can establish substantial prejudice to him/herself and provided further that s/he can establish that, had s/he been present, any resolution/s which was or was not passed might well have been passed or not passed as the case may be, had s/he been present.

 

12.        INTERPRETATION

Should any dispute or doubt arise as to the interpretation or meaning of this constitution or any rules or regulations of the association, the committee shall be the final arbiter and it’s decision shall be binding upon the members

To be replaced with

12.        INTERPRETATION

Should any dispute or doubt arise as to the interpretation or meaning of this constitution or any rules or regulations of the association, the committee shall be the final arbiter and its decision shall be binding upon the members

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