DMISA Constitution

Constitution
1. NAME
The name of the Institute is “DISASTER MANAGEMENT INSTITUTE OF SOUTHERN AFRICA (DMISA)”

2. OFFICE
The office of the Institute shall be at such place in Southern Africa as the Council may determine from time to time.

3. OBJECTIVES
The objectives of the Institute are :

3.1 to be recognised as an established professional body that will:

–3.1.1 exercise and maintain control over the standards within the field of practice of Disaster Management;

–3.1.2 promote the image of the profession;

–3.1.3 establish and maintain the Disaster Management profession as a profession in its own right;

3.2 to serve as a central point for the collecting of information in connection with Disaster Management and at its discretion to distribute the information, after scrutinising, collating or summarising, for the promotion of Disaster Management;

3.3 to collect, collate, co-ordinate and distribute data, ideas, knowledge, methods and techniques by any means suitable for the purpose of improving the efficiency of and promoting uniformity within Disaster Management and to develop and promote matters of mutual interest to members and communities;

3.4 to publish and distribute books, pamphlets, periodicals, treatises and articles in support of the activities and objectives of the Institute;

3.5 to endeavour to actively promote awareness amongst all communities of vulnerability assessment and to promote community participation in prevention, mitigation, preparedness, response, recovery, rehabilitation, as well as the integration of disaster management into sustainable development;

3.6 to capacitate members through training and development;

3.7 to serve as the officially recognised spokesperson of the organised Disaster Management and Associated professions in Southern Africa and to state its case in negotiations with the authorities and other organisations, where the interest of Disaster Management within the various community structures which the profession serves, are, or could be affected;

3.8 to determine a code of ethics and professional standards of work and conduct for its members, to promote, monitor, stimulate and encourage observance thereof and to create an esprit de corps for members of the Institute;

3.9 to conduct research, convene conferences, symposia, seminars and forums; arrange for the presentation of lectures and papers to the members the Institute or the community and relevant structures in order to stimulate, promote, encourage and facilitate discussion, study and research relating to Disaster Management issues;

3.10 to actively participate in the formulation of disaster management legislation and policy and to support, or oppose any other legislation which has a bearing on the Institute, the profession and its members;

3.11 to strive for closer co-operation with national and international organisations and institutions involved in, and who have similar objectives to, or could positively contribute to the field of disaster management;

3.12 to actively promote the need for and concept of disaster management being an integral and indispensable part of development and development principles;

It is hereby declared and recorded that nothing in these objectives or in any function or activity carried out by the Institute, in any respect is, or is intended to contradict or be in conflict with the provisions of any legislation which applies or has reference to Disaster Management or Civil Defence or Civil Protection and that they do not interfere with or replace any command or control, or other functional power introduced in terms of such legislation.

4. PATRONAGE
4.1 The Council may appoint a suitable person or body, as patron of the Institute, in terms of such criteria and on such conditions as it may decide. The investiture of such patron shall take place at the AGM following such an appointment.

5. DEFINITIONS
5.1 For the purposes of this constitution the following words and expressions have the meanings assigned to them :

–5.1.1 “Institute” is the Disaster Management Institute of Southern Africa, the abbreviation of which is DMISA;

–5.1.2 “General Manager” is the executive officer of the Institute or any duly authorised person acting on behalf of the General Manager;

–5.1.3 “month” means a calendar month;

–5.1.4 “Council” is the duly elected Councillors of the Institute;

–5.1.5 “member” is person admitted to any membership category of the Institute;

–5.1.6 “Executive Committee” is the Committee elected by the Council, as described in clause 14;

–5.1.7 “Disaster Management” is the function involved with the co-ordinated utilisation of all available resources to effectively implement Disaster prevention, preparedness, mitigation, response, relief and recovery in the context of development;

–5.1.8 “Act” means any legislation referring to Disaster Management, Civil Defence or Civil Protection, or any legislation that has specifically been compiled for the function;

–5.1.9 “Geographical areas of Regions” Region includes the grouping of areas, which comply with the minimum membership requirements as determined from time to time;

–5.1.10 “Commendations” include and have the following meanings:

— –5.1.10.1″A bronze commendation”, a citation with a bronze edge awarded for extraordinary service in the execution of Disaster Management duties and/or service to the Institute;

— –5.1.10.2 “A silver commendation”, a citation with a silver edge awarded for exceptional service in the execution of Disaster Management duties and/or service to the Institute;

— –5.1.10.3 “A gold commendation”, a citation with a gold edge as well as a gold medal with a green ribbon awarded for outstanding service in the execution of Disaster Management duties and/or service to the Institute;

–5.1.11 “Certificates” include and have the following meanings :

— –5.1.11.1″A silver certificate”, a certificate with a silver edge and crest in acknowledgement of members of the Institute who, for at least 10 years, have been loyal in the profession, or persons who have been loyal members of the Institute as volunteers for at least 10 years, or an undertaking which has for 10 years, been loyal supporting member of the Institute;

— –5.1.11.2 “A gold certificate”, a certificate with a gold edge and crest in acknowledgement of members of the Institute who, for at least 20 years, have been loyal in the profession, or persons who have been loyal members of the Institute as volunteers for at least 20 years, or any undertaking which has for 20 years been a loyal supporting member of the Institute;

–5.1.12 “Southern Africa” – refers to countries in the Sub-Saharan region.

6. BODY CORPORATE
6.1 The Institute is a body corporate and may summons and be summonsed in its name.

6.2 The Institute is not established for motives of profit and therefore :

–6.2.1 the Institute’s income and assets, however obtained, will be used only to promote the Institute’s objectives and no part thereof will be paid over or transferred to any of its members under any circumstances;

–6.2.2 the Institute will not compensate or in any way whatsoever benefit any member for any services rendered to the Institute, on condition that nothing herein contained shall prevent payment in good faith of compensation to any officer or employee of the Institute or to any member thereof in recognition of services actually rendered to the Assocation, and/or for out-of-pocket expenses incurred on behalf of the Institute and which has been duly authorised and approved.

7. POWERS OF THE INSTITUTE
Subject to the provisions of clause 6, and in order to enable the Institute to achieve its objectives, the Institute shall have all the powers required for that purpose, and in particular, but without detracting from the generality thereof, the power :

7.1 to invest with recognised financial institutions and deal with any of its funds on such terms and conditions as the Council may approve;

7.2 to borrow funds, subject to such terms and conditions as the Council may approve;

7.3 to open and operate a banking account and for this purpose to cash, draft, issue and endorse any negotiable document;

7.4 to appoint employees at such salaries and on such terms and conditions as the Council may approve;

7.5 to sell, exchange, let or mortgage any of its assets in such a way and under such conditions as the Council may approve;

7.6 to take such steps as the Council may from time to time deem necessary to obtain contributions for funding of projects, with the understanding that the area in which such funds are used, will be for the benefit of Southern Africa;

7.7 to support or assist any other Institute which, according to the opinion of the Council, is established for a similar purpose;

7.8 To attain professional status for Disaster Management practitioners by :

–7.8.1 establishing an ethical code of conduct to ensure professionalism and acceptable standards of work by members;

–7.8.2 setting up a mechanism to monitor ethical compliance;

–7.8.3 setting, promoting and recommending standards for the appointment of disaster management functionaries/officials.

7.9 to receive, retain and use subscription fees, donations, allowances and grants to promote the objectives of the Institute;

7.10 to implement a disciplinary code that will deal with misconduct;

7.11 to enter into agreements for mutual co-operation and support with other bodies with related interest;

7.12 to compile curricula, train and develop members in the theory and practice of disaster management, that will ensure the professional advancement of members by :

–7.12.1 formulating and implementing a training policy in accordance with the requirements of the National Qualifications Framework, which will include:

— –7.12.1.1 the accreditation and registration of training courses relative to Disaster Management;

— –7.12.1.2 the conducting of research in Disaster Management;

— –7.12.1.3 the setting of minimum standards for training;

–7.12.2 establishing a Technical Training Board to administer the training policy and make recommendations regarding training to the Executive Committee;

–7.12.3 appointing a qualifications panel to assess submissions for the accumulation of points under the Credit Accumulation Scheme approved by the Institute and in accordance with relevant Legislation;

–7.12.4 establishing and maintaining a Board of Examiners to conduct examinations/evaluations and issue certificates and diplomas of competency to successful practitioners;

–7.12.5 entering into partnerships with National and International Educational Institutions;

–7.12.6 granting bursaries and/or study loans, in accordance with existing Institute policy and availability of funds;

–7.12.7 suitably recognising outstanding contributions to the attainment of the Institute’s or any other country’s Disaster Management objectives.

7.13 to grant any category of membership to persons or institutions, inside or outside of the borders of Southern Africa, if this is in the interest of closer liaison and co-operation as well as the enhancement of disaster management and the Institute;

7.14 to undertake any other projects supplementary or pursuant to the attainment of its objectives or any goal listed in this clause.

8. MEMBERSHIP
General:

The Institute shall comprise of the following categories of membership:

(a) Corporate member

(b) Associate member

(c) Supporting member

(d) Graduate member

(e) Fellow of the Institute

(f) Life member

(g) Honorary member

Individual members in any of the membership categories who have been members for at least five years, and who have retired permanently, shall, upon payment of the prescribed fees, be entitled to retain membership and the rights attached thereto. Such members may not, however hold office beyond the Annual General Meeting following such retirement. This privilege does not apply to members as detailed in 8.3.

8.1 CORPORATE MEMBER

–8.1.1 Persons who have been appointed in control of Disaster Management at National, Provincial and Local Government level or those who have been appointed as Heads and Deputy Heads of Disaster Management;

–8.1.2 Persons employed in a full-time Disaster Management capacity at National, Provincial and Local Government;

–8.1.3 Any application for Corporate membership that does not fall within any of the previous sub-clauses on Corporate membership, shall be evaluated on merit by the Executive Committee. Should the granting of Corporate membership to such applicant, be considered to be in the interest of Disaster Management, and this be approved, then such a decision shall be communicated to the Council at the earliest opportunity;

–8.1.4 Corporate members shall have the right to vote and may hold office in the Institute.

8.2 ASSOCIATE MEMBER

Associate membership may be granted to the following groups who do not qualify for membership in any other category:

–8.2.1 Persons who are bona fide volunteers under any Disaster Management legislation, or members of an NGO (Non Government Organisation), CBO (Community Based Organisation) or private sector organisation;

–8.2.2 A private individual who holds a Disaster Management qualification approved by the Executive Committee, but is not employed in a Disaster Management field;

–8.2.3 Students enrolled for a Disaster Management course at a recognised training institution, may apply for Associate membership;

–8.2.4 Associate members shall have the right to vote at Regional level, but may not hold office in the Institute.

8.3 SUPPORTING MEMBER

–8.3.1 Any organisation which supports the aims and objectives of the Institute, may apply for Supporting membership;

–8.3.2 This category of membership shall have one vote executed by a nominated employee of such organisation, as reflected on the application form.

8.4 GRADUATE MEMBER: Grad: D.M.I.(SA)

–8.4.1 Corporate Members of the Institute who have an academic qualification accredited by the Institute, may apply for this category of membership;

–8.4.2 Corporate Members who qualify through the Credit Accumulation Scheme approved by the Institute and in accordance with the relevant Legislation, may apply for this category of membership;

Graduate Members shall have the right to vote, may hold office in the Institute and may use the title Grad: D.M.I.(SA).

8.5 FELLOW OF THE INSITUTE: F. D.M.I.(SA)

–8.5.1 With effect of the establishment of the Institute, Founder members will automatically be awarded membership in the Fellow member category therefore the Founder membership category as it existed in the previous Constitution’s clause 8.1, ceases to exist;

–8.5.2 Corporate Members who are deemed to have actively and effectively furthered the objects of the Institute and who have completed at least 10 years’ active service in the Disaster Management profession, can submit a career portfolio for appraisal, to be admitted as a Fellow of the Institute;

–8.5.3 Graduate Members who are deemed to have actively and effectively furthered the objects of the Institute and who have completed at least 5 years’ active service in the Disaster Management profession, can submit a career portfolio for appraisal for admission as a Fellow of the Institute;

–8.5.4 Fellows of the Institute shall have the right to vote, may hold office in the Institute and may use the title, F. D.M.I.(SA).

8.6 LIFE MEMBER

–8.6.1 The Council may grant Life membership to any Corporate member of good standing and repute and who has been a member for at least five consecutive years preceding nomination for such membership;

–8.6.2 Life members shall not be required to pay subscription fees and shall be entitled to vote, but may not hold office in the Institute. Life members may use the title, Life: D.M.I.(SA).

HONORARY MEMBER

–8.7.1 The Council may grant Honorary membership to any person who, in its opinion, has made a significant contribution towards the objectives of the Institute;

–8.7.2 Honorary membership shall not be awarded to serving members of the Institute;

–8.7.3 Honorary members shall not have to pay subscription fees and shall be entitled to vote, but may not hold office in the Institute. Honorary members may use the title Hon: D.M.I.(SA).

9. APPLICATION FOR MEMBERSHIP : MANNER AND PROCEDURE
9.1 Any individual wishing to become a member of the Institute shall only be admitted with the approval of the Executive Committee. Each new member :

–9.1.1 shall apply for membership on the prescribed application form, as approved by the Council;

–9.1.2 shall be proposed in writing and seconded by Corporate members;

–9.1.3 shall agree in writing to be subject to the Institute’s constitution;

–9.1.4 shall simultaneously with the submission of his application for membership :

— –9.1.4.1 pay the registration fee referred to in clause 10.1, or such other amount as determined from time to time by the Council;

— –9.1.4.2 pay the current annual subscription referred to in clause 10.1.

9.2 Any application for membership shall :

–9.2.1 where a region of the Institute has been established, first be submitted for consideration to the committee of the Institute for the region in which the applicant resides and which committee:

— –9.2.1.1 if it is satisfied that the applicant is eligible for membership in the category applied for, shall duly sign the application and shall forward such application to the General Manager within 30 (thirty) days after receipt thereof; if not satisfied as to the applicant’s eligibility or membership category, shall forward such application to the General Manager together with a covering letter furnishing the reasons for the refusal to support the application;

–9.2.2 where no region of the Institute has been established, the applicant shall forward the application directly to the General Manager, who shall act in Accordance with the constitution, satisfy himself as to the applicant’s eligibility for admission to a particular membership category and shall thereafter submit such application to the Executive Committee for consideration.

9.3 On acceptance of a member, the General Manager:

–9.3.1 shall advise the applicant in writing of his admission to the Institute, as well as his membership category. A copy of such advice shall be forwarded to the committee of the Region in which the applicant resides;

–9.3.2 shall where possible forward the membership certificate of the successful applicant to the Region of the Institute for presentation to the member. If such presentation is not possible, then the certificate shall be forwarded by the Region to the member.

9.4 If the application is rejected:

–9.4.1 the General Manager shall direct a letter to the applicant advising that the application was unsuccessful and simultaneously, inform him of his right to make representations to the Council either in writing or verbally, on the understanding and condition that the Council’s decision shall be final; and that Council shall not be required to furnish an reasons for such a decision; the General Manager shall, in the event of such representations make such preparations as may be necessary for the applicant to make such representations; and for the Council to consider same. Should the Council, after consideration of such representations, decide in favour of admission of the applicant for membership, the provisions of sub-clause 9.3.1 shall apply mutatis mutandis; but if, despite this, the application is again rejected, the General Manager shall accordingly direct a letter to the applicant, advising him of such rejection and that no further representations will be considered. Council shall not be required to furnish reasons for such rejection;

–9.4.3 the General Manager shall advise the regional committee of the Institute in which the unsuccessful applicant resides, that the application for membership has been rejected and shall simultaneously refund to the applicant the amount which had been paid in accordance with sub-clause 10.1

9.5 The General Manager shall keep a register of all applications for membership; such register shall reflect particulars of applications which have been accepted as well as those which have been rejected.

9.6 The Council :

–9.6.1 shall give a ruling with regard to all applications for membership referred to the Council; such ruling by the Council shall be final and not subject to any further deliberation;

–9.6.2 shall reserve the right to decide on any matters at issue with regard to admission of members to the Institute, and may, where deemed to be in the interests of the Institute, waive the admission requirements as set out in this constitution;

–9.6.3 may in respect of persons whom it is satisfied meet the requirements of clause 8.1; 8.4 and 8.5, grant such persons life or honorary membership;

–9.6.4 shall prescribe the application form and the rules governing admission to membership of the Institute;

–9.6.5 shall determine the format of the membership certificate which members of all categories will be entitled to receive;

–9.6.6 in the event of membership being terminated, it is required that certificates issued be returned by the member concerned

10. REGISTRATION FEES, SUBSCRIPTIONS AND CHARGES
10.1 The registration fee and annual subscription for every membership category of the Institute shall be determined from time to time by the Council;

10.2 Members in all membership categories shall be advised in advance of any change in registration fees or annual subscriptions;

10.3 Registration fees and subscriptions shall be payable upon application. Annual subscriptions shall be payable on 1 April of each year and accounts in this regard shall be sent out by the General Manager at least 30(thirty) days prior to that date;

10.4 Should the annual subscription or any other amount payable by any member be owing for a longer period then 30(thirty) days after the commencement of the financial year, the General Manager shall request, in writing, immediate payment of the amount outstanding, at which time such member shall cease to be in good standing and shall forfeit all privileges of membership until such time as payment in full of the outstanding amount has been made. Should such amount still be outstanding after an additional 30 (thirty) day period has lapsed, the membership of the member concerned shall be automatically suspended unless the Council instructs otherwise. In the event of the member concerned paying the outstanding amount in full at any time within a year after the subscription originally became due, his membership shall be automatically reinstated;

10.5 Any person who wishes to be reinstated after the expiry of the one-year period referred to in sub-clause 10.4, shall be subject to the rules and procedures prescribed in respect of an original application as set out in clause 9 of this constitution;

10.6 Any member who is not in good standing, shall not be appointed to any committee or be elected to any position, and any such appointments made prior to this, shall lapse immediately the member ceases to be in good standing.

11. REGISTER OF MEMBERS
11.1 The name, postal and business addresses of every member of the Institute shall be entered in the register of members;

11.2 It shall be the duty of every member to advise the General Manager of any change of address, and any letter or notice sent by the Institute to any member at the address furnished in the register of members, shall under this constitution be deemed to be a proper notice to such a member;

11.3 The register of members shall be kept at the registered office of the Institute.

12. THE COUNCIL
12.1 The property, activities and affairs of the Institute shall be managed and controlled by the Council, which shall consist of the following:

–12.1.1 10 members of the Institute (as meant in clauses 8.1; 8.3.2; 8.4 and 8.5) who are entitled to hold office and who have been elected by ballot in terms of clauses 12.9 to 12.15.

–12.1.2 one elected representative from each duly established region of the Institute (as meant in clauses 8.1; 8.3.2; 8.4 and 8.5);

–12.1.3 10 additional seats for members (as meant in clauses 8.1; 8.3.2; 8.4 and 8.5) allocated proportionally and elected by qualifying regions. The proportional allocation will be determined as follows:

— –12.1.3.1 The General Manager will determine the number of paid-up members entitled to vote, as at 30 April of the election year;

— –12.1.3.2 A factor to determine how the allocation of the 10 additional seats will be calculated is proposed by the General Manager and deliberated upon by the Council;

— –12.1.3.3 The factor so agreed upon shall determine the number of additional seats which each qualifying region will be allocated, for which elections must then be held;

–12.1.4 Should the President not be re-elected to the Council, in terms of sub-clause 12.1.1; 12.1.2 or 12.1.3, the President shall remain a member of the Council for a further Council term, unless so declined by the President;

12.2 The Council shall from its own ranks elect a chairperson (who shall be known as the president) and one deputy-chairperson (who shall be known as deputy-president);

12.3 The Council shall have the power :

–12.3.1 to from its own ranks appoint officials of the Institute, and to discharge them;

–12.3.2 to elect until the following annual general meeting of the Institute, an official to serve in the place of any official who has resigned, died or who is not able or is unwilling to serve, or who has been discharged;

–12.3.3 to create and to abolish such posts as the Council deems advisable;

–12.3.4 to appoint and discharge officials as the Council deem necessary;

–12.3.5 to on the basis of a written motivated recommendation by the Executive Committee, make a commendation to any person as contemplated in clause 5.1.10;

–12.3.6 to establish committees of the Council to enable it to perform its functions more efficiently;

–12.3.7 to appoint and discharge the General Manager, any administrative, supervisory, secretarial or clerical employees who are required to deal with the affairs of the Institute, and to determine the salaries of such persons and to make provision therefore;

–12.3.8 to exercise all the powers of the Institute (except those that in terms of this constitution must be exercised by the Annual General Meeting) and which the Council deems necessary for the purposes of clause 12.1.

12.4 In the event of any elected regional representative, for whatever reason, not being able to complete the term of office, the region concerned may elect a substitute for the remaining Council term;

12.5 Each elected member referred to as a councillor, shall remain in office until the expiration of his period of office and until his successor shall have been elected, or until his death, resignation or discharge prior to such date;

12.6 The Council shall have the authority to declare the Council membership of any councillor vacant if he fails to attend three consecutive meetings of the Council without the Council’s consent, (as reflected in an agenda item in the official minutes of the meeting of the Council);

12.7 Any councillor or official may resign at any time by advising the General Manager of the Institute in writing. Such resignation shall be effective as specified in the said notice or, if no date is specified, as on the date on which the notice is received. Except where otherwise specified in the notice, the validity of such resignation shall not be subject to the acceptance thereof;

12.8 Any official or employee of the Institute may at any time be discharged from his post by a majority vote of the Council at any duly constituted meeting;

12.9 The Council members referred to in 12.l.1 are elected every two years by postal vote by members entitled to vote, in terms of the Constitution;

12.10 All nominations for election to the Council, to fill seats referred to in 12.1.1 :

–12.10.1 shall be on the prescribed form, as laid down by the Council;

–12.10.2 shall be duly endorsed by a proposer and seconder, both of whom are members with voting powers of the Institute as meant in clauses 8.1 and 8.3 to 8.7 of the Constitution (corporate members; nominated employees of supporting members; graduate members; fellows of the Institute and life and honorary members);

–12.10.3 the nominee shall state his willingness to serve, and which shall be signed by the nominee;

–12.10.4 must be accompanied by a curriculum vitae of the candidate, set out in the prescribed manner as determined by the Council.

12.11 The voting period for the election of councillors shall not be less than 3 weeks and shall close at least 10 days prior to the annual general meeting.

12.12 The General Manager shall immediately prior to the commencement of the voting period send a ballot paper to all voting members of the Institute, containing the following :

–12.12.1 the names of all nominees, arbitrarily listed, as determined by the Council;

–12.12.2 separate information on the background and qualifications of each nominee;

–12.12.3 an envelope marked “Ballot Paper”.

12.13 Each member shall be entitled to vote for any number of candidates according to the number of vacancies, by completing the ballot paper and sending the sealed envelope bearing the words “Ballot Paper” directly to the Institute’s auditors.

12.14 All such envelopes shall be opened by the General Manager at a pre-determined time and date, in the presence of the Institute’s auditors and any candidate who wishes to be present, whereupon the votes shall immediately be counted.

12.15 As soon as the results are announced at the Annual General Meeting and a certificate issued by the Institute’s auditors as to the correctness of the result, all ballot papers in respect of such election shall be destroyed.

12.16 It shall be the duty of the General Manager to inform the chairperson of the Council of the names of all the persons elected to the Council.

12.17 The new councillors shall be inducted at the Annual General Meeting and they assume office at the first Council meeting thereafter.

13. PROCEDURE AND POWERS OF THE COUNCIL
13.1 The Council shall meet to decide on policy and the programme of activities and shall determine its meetings as it deems fit, on condition that the Council shall at its first meeting after the Annual General Meeting (which may not be held later than 30(thirty) days after such Annual General Meeting), elect a Chairperson (President) and a Deputy-Chairperson (Deputy-President) to serve for a period of two years. The president and Deputy-President shall be eligible for re-election.

13.2 Meetings of the Council shall be convened by :

–13.2.1 the Chairperson of the Council or the General Manager of the Institute;

–13.2.2 either of the aforementioned officials upon receipt by them of a written request by not less than 5 members of the Council.

13.3 Notice of each meeting of the Council shall :

–13.3.1 state the time, venue and in broad outline, the purpose of the meeting;

–13.3.2 be given in writing to each councillor at least 10 days before the meeting, on condition that failure to give notice of a meeting to any councillor shall not invalidate any resolution at such meeting;

–13.3.3 be deemed to have been given as described above if all councillors are present.

13.4 At all meetings of the Council:

–13.4.1the Chairperson of the Council, or failing him, a member of the Council chosen by the majority of the councillors present, shall preside;

–13.4.2 the General Manager, or failing him, any other person appointed by the Chairperson of the meeting, shall act as secretary for the meeting;

–13.4.3 except where otherwise provided in this constitution, one third (or if the number of councillors cannot be divided by three, then the number nearest to one third), plus one more councillor, shall form a quorum.

–13.4.4 The decision of the majority of the councillors present at any meeting who form a quorum, shall be the Council’s decision;

–13.4.5 if a quorum is not present within 10 minutes after the official commencement of the meeting, the majority of the members present may adjourn the meeting, without further notice to any absent councillor, to the same time, day and venue in the ensuing week, on condition that if such a day is a public holiday, the meeting shall be adjourned to the next consecutive day which is not a public holiday, and if a quorum is not present for the adjourned meeting within 10 minutes after the commencement time, the councillors present at the adjourned meeting shall constitute a quorum;

–13.4.6 when a vote is taken, either by a show of hands or by ballot papers, each member of the Council present who is entitled to vote, or a proxy instead of such member, shall have only one vote;

–13.4.7 instruments of proxy with regard to any member of the Council who is entitled to vote at a meeting, shall be submitted to the General Manager not less than 72 hours prior to the time appointed for the meeting, and shall be valid for the meeting and any adjournment thereof.

13.5 Any vacancy in the Council which occurs for whatsoever reason, may be filled until the next Annual General Meeting by a qualified person elected by the vote of the majority of the councillors, even if this occurs during an adjourned meeting. Any councillor appointed in such a manner, shall hold the office until the date of the next Annual General Meeting, which follows a two-yearly election of councillors.

13.6 A written recommendation from the Executive Committee of which all members of the Council received notice and to which at least half of the members plus one, of the Council, reacted in writing and in which a majority of those reacted positively shall, after inclusion in the minute book of the Council meeting, be deemed to be valid and effective as though the decision had been taken at a meeting of the Council.

13.7 All bona fide decisions taken by any meeting of the Council or any committee of the Council or by any person acting in his capacity as a councillor, shall be deemed to be valid, notwithstanding it being later discovered that there had been some or other mistake regarding the appointment of any such member or person acting as mentioned, or that they or any of them were unqualified, as though each person had been duly appointed.

13.8 The Council shall ensure that suitable minutes are kept of the proceedings of all meetings of the Institute and the Council and the committees of the Council. Any minutes of a meeting signed by the Chairperson of such meeting or by the chair-person of the subsequent meeting, shall be sufficient proof of all business transactions concluded at such meeting without further substantiation of the fact referred to therein.

13.9 The Council shall have the right to appoint or dissolve any committee it deems fit or finds necessary, and shall have the right to make such rules and regulations as may be necessary for the management of such committee’s activities.

13.10 The Council shall not be entitled to sell or alienate the Council’s assets or a controlling share therein, except :

–13.10.1 if the Council is authorised to do so by the Institute at a general meeting; or

–13.10.2 any agreement in effect of clause 13.10 entered into by the Council, which was confirmed by the Institute at a general meeting. A certificate, signed by the Chairperson of the Council or by the auditors of the Institute, which states whether or not any specific contract falls within the provisions of this clause, shall be prima facie proof of the matters referred to therein.

13.11 No resolution passed by the Institute at an Annual General Meeting shall invalidate any prior act of the Council or any of its committees which would have been valid if the resolution had not been passed.

13.12 The Chairperson of the Council shall, after approval by the Council, from the ranks of the salaried personnel of the Institute, appoint a person with the title of General Manager or such other title as the Council may deem fit, who :

–13.12.1 shall be in charge of the administration of the Institute;

–13.12.2 shall report to the Chairperson of the Executive Committee on all matters relating to the Institute;

–13.12.3 shall carry out such duties and exercise such powers as may be entrusted to and conferred on the incumbent by the Council. The incumbent shall ensure that the President is fully informed on all matters.

14. MANAGEMENT OF THE INSTITUTE : THE EXECUTIVE COMMITTEE
14.1 The Council shall at its first meeting after the Annual General Meeting appoint an Executive Committee to implement the Council’s policy decisions and to manage the daily activities of the Institute.

14.2 The Chairperson and three members of the Executive Committee shall be elected by the Council from the ranks of its members.

14.3 In addition to the elected members referred to in clause 14.2; the President, Deputy-President and immediate past President, shall be full members of the Executive Committee.

14.4 The Executive Committee shall be responsible for the consideration of all applications for membership and:

–14.4.1 the general management of the Institute;

–14.4.2 the control of the Institute’s funds;

–14.4.3 from time to time determine policy guide- lines

—-within which Regional rules must be compiled

—-which shall be applied during the consideration and evaluation of service certificates

–14.4.4 the implementation, execution or application of any authority and power or task, delegated by the Council to the Committee; to consider, evaluate and approve applications for membership subject to policy guidelines set by Council from time to time, and recommend to the Council commendations, as determined in sub-clause 5.1.10.

14.5 The Executive Committee shall give advice and assistance to the individual officials of the Institute in all matters relating to the Institute’s interests.

14.6 Members of the Executive Committee shall remain members for a period of two years, except where otherwise provided for in this constitution.

14.7 A retiring member of the Executive Committee shall be eligible for re-election.

14.8 Casual vacancies amongst the members of the Executive Committee may be filled at any time by the Council, but any person so appointed shall hold office only until the two-year period of the Executive Committee, has lapsed.

14.9 The Executive Committee may co-opt individuals to the Committee for one or more meetings of the Committee. Such co-opted members to the Executive Committee shall not be entitled to cast a vote at the meetings.

14.10 Members of the Executive Committee may, if so determined by the Council, receive remuneration for any expenses incurred by them in connection with the work of the Institute.

14.11 A member of the Executive Committee shall ipso facto vacate office if he is absent from two consecutive meetings of the Executive Committee without leave of absence.

14.12 Leave of absence may be granted by the Executive Committee to any of its members for a period not exceeding 6 months in any one calendar year.

14.13 No decision taken by the Institute at a general meeting shall invalidate any preceding action by the Executive Committee or its committees or sub-committees which would have been valid had its decision not been taken.

14.14 At all meetings of the Executive Committee 4 voting members shall form a quorum.

14.15 Matters at issue at any meeting of the Executive Committee shall be decided by a majority of votes. In the case of an equality of votes, the chair person of the meeting shall cast a second deciding vote.

14.16 At the request of the Chairperson or at least 4 members of the Executive Committee, the General Manager shall convene a meeting of the Committee.

15. GENERAL MEETING
15.1 An Annual General Meeting of the Institute shall be held once in each calendar year at such time and venue as the Council may decide, provided that such Annual General Meeting shall be held not later than 6 months after the end of each financial year of the Institute and that not more than 15 months shall elapse between the date of one Annual General Meeting of the Institute and that of the next meeting.

15.2 An extra-ordinary general meeting of the Institute :

–15.2.1 may be convened by the Council at any time;

–15.2.2 shall be convened by the Council within 40 days after receipt of a written request thereto signed by not less than 25 members of the Institute having the vote, and which shall state the specific purpose of the meeting;

–15.2.3 The provisions of sub-clauses 15.3 to 15.7 and 15.9, will apply mutatis mutandis to extra-ordinary general meetings.

15.3 Notice with regard to a general meeting shall:

–15.3.1 be given to all members at least 21 days before the date of such meeting;

–15.3.2 shall specify the time, date and venue of the meeting and, in the case of special matters, the general nature of such matters, and shall be given to all persons who, in terms of the rules of the Institute, are entitled to receive such notice from the Institute;

–15.3.3 fairly prominently contain a statement that a member is entitled to attend the meeting and to vote and is entitled to appoint a proxy to attend the meeting, address the meeting and vote on his behalf, and that such proxy should be a member who is entitled to vote.

15.4 Notwithstanding the fact that the notice given to members may be shorter than the period laid down in clause 15.3.1, it shall be accepted that a meeting of the Institute had been properly convened if so decided by a two-thirds majority of the number of members entitled to attend and vote at such meeting.

15.5 The accidental failure to give notice of any meeting to any member (members), shall not invalidate any decision taken at such meeting.

15.6 At all general meetings of the Institute, when a vote is taken, whether by a show of hands or sealed ballot, every member present who is entitled to vote, or a proxy instead of such member, shall have only one vote.

15.7 Instruments of proxy with regard to any member entitled to vote at a general meeting, shall be submitted to the General Manager not less than 72 hours prior to the time appointed for the meeting.

15.8 The agenda of the Annual General Meeting shall consist of :

–15.8.1 the receipt and consideration of the annual financial statements, the report of the chairperson of the Council and the report of the auditors;

–15.8.2 the election of councillors and other officials of the Institute;

–15.8.3 the appointment of auditors;

–15.8.4 the handling of any other activities which under this constitution should be dealt with at an annual meeting or any general meeting, or any other matter submitted through the Chairperson’s report to such meeting for consideration. All other matters dealt with at the Annual General Meeting and all matters dealt with at any other general meeting, shall be regarded as additions.

15.9 No matters shall be dealt with at any general meeting unless a quorum is present when the meeting commences. Except if stated otherwise, a quorum shall consist of 25 members, having the vote, as described in sub-clauses 8.1; 8.3 to 8.7 and who are present in person.

15.10 If a quorum is not present within 10 minutes from the time set for the holding of the general meeting, the meeting, if convened at the request of members, shall be dissolved. In all other instances the meeting shall be adjourned to the same day in the following week, at the same time and venue, or to such other venue as the chair person of the general meeting may decide; on condition that should that day be a public holiday, it shall be adjourned to the next consecutive day which is not a public holiday, and if at that adjourned meeting there is no quorum present within 10 minutes from the time set for such adjourned meeting, those members present or represented shall constitute a quorum.

15.11 The Chairperson of the general meeting may with the consent of a quorum of members present, or if so directed by a quorum of members, adjourn the meeting from time to time and from place to place, but no business shall be transacted at any adjourned meeting other than the business left unfinished, by the adjourned meeting. Notice of an adjournment shall be given to all members of the Institute;

15.12 The Chairperson of the Council shall chair every general meeting, but should he at any stage not be present within 10 minutes after the time appointed for the meeting, the Deputy-Chairperson shall take the chair, or if he is absent or not prepared to do so, those members present having the vote, shall elect a member of the Council to take the chair, and if this is not possible, shall from their own ranks elect a Chairperson;

15.13 Every point at issue which arises at a general meeting shall be resolved by a show of hands, unless the Chairperson or any 5 voting members who are present in person, calls for a vote, in which case a vote shall take place immediately in a manner determined by the Chairperson of the general meeting;

15.14 Unless a vote as provided for in sub-clause 15.13 is called for, a statement by the chairperson of the meeting that a decision had been taken or rejected by a specific majority, or had not been accepted by a specific majority, shall be decisive, and an entry made accordingly in the minute book of the Institute shall be deemed to be sufficient, without further proof of the number of the votes recorded in favour of or against each decision;

15.15 The Chairperson of the general meeting shall have a decisive vote in the case of an equality of votes;

15.16 The call for a vote shall not prevent a meeting from proceeding with the handling of any other matter except the point at issue in respect of which a vote was requested.

16. REGIONS
16.1 If so approved by the Council, Regions of the Institute may be established for defined geographic areas of Southern Africa.

16.2 Fifteen members who have voting powers as specified in sub-clauses 8.1; 8.3 to 8.7 may apply in writing to the Council to establish a Region. Such applications shall be accompanied by a set of draft Regional rules, drafted within the framework of the Institute’s constitution, and the Policy Guidelines laid down from time to time by the Executive Committee in terms of sub-clause 14.4.3 for approval by the Council. The Council shall have the right at the time of the establishing of the Region or at any time thereafter, to request that amendments be made to the Regional rules as deemed appropriate.

16.3 If the Council has satisfied itself as to the need for a Region of the Institute in the area concerned and has approved the Regional rules, the Council shall advise the applicants in writing of its decision.

16.4 Notwithstanding the aforegoing, the Region’s rules shall make provision for the management of the affairs of a Region by a committee comprising of at least four members who have the vote, as implied in sub-clauses 8.1; 8.3.2 and 8.4 to 8.5 of whom one shall be the Chairperson, elected at a general meeting of the Region and who will hold the post for two years, but who will be eligible for re-election.

16.5 Should a Region consist of more than forty members who have the vote, the Council may, in its discretion and on receipt of an application approve the establishment of another regional committee with its own geographic area; with the proviso that sub-clauses 16.2 and 16.4 be adhered to.

16.6 Any region of the Institute may be dissolved at any time by two thirds of the voting members of the Region. In the case of such dissolution the assets of the Region shall become the property of the Institute.

16.7 The Council shall have the power in its discretion to dissolve any Region of the Institute.

17. FINANCIAL YEAR
The financial year of the Institute shall be from 1 April of each year until 31 March of the following year.

18. AMENDMENTS TO THE CONSTITUTION
18.1 No amendment or addition to this constitution shall be made except by the vote in favour of such amendment or addition of at least two thirds of the members present in person or their proxies referred to in sub-clause 15.3.3, and who are entitled to vote at an extra-ordinary general meeting convened for this purpose.

18.2 All requirements regarding general meetings as described in sub-sections 15.2 to 15.7 and 15.9 to 15.16 will apply mutatis mutandis to extra- ordinary General meetings.

19. REPRIMAND, SUSPENSION AND EXPULSION OF MEMBERS
19.1 Any consideration for reprimand or suspension must be lodged with the Executive Committee, with sufficient written supporting documentation. Should the reprimand or suspension involve a Councillor, the full Council must be consulted either in writing, or at a Council meeting.

19.2 The following shall be reasons for consideration of a request to reprimand or suspend a member or expulsion of a member :

–19.2.1 failure to comply with any of the membership requirements as contained in this constitution;

–19.2.2 any conviction in respect of an offence which has resulted in a prison sentence of 6 months or longer;

–19.2.3 contravention of any disciplinary code, code of conduct, code of ethics, or any policy issued by the Council;

–19.2.4 any conduct or action which in the Council’s view is improper or prejudicial to the interests and responsibilities of the Disaster Management profession.

20. DISSOLUTION
20.1 Should it be found that the Institute does not fullfil the purpose for which it has been established, or that it should be dissolved for any reason which makes dissolution essential, the Institute may be dissolved by a decision of a two-thirds majority of members present at an extra-ordinary general meeting specifically convened for that purpose.

20.2 Should such a decision be taken, the Council shall act as liquidators of the Institute, and after all expenses relating to the dissolution shall have been paid, the Council shall divide the balance of any monies or assets remaining in a manner decided upon at the general meeting where it was decided to dissolve; on condition that such monies or assets shall not be divided amongst or paid to the members of the Institute, but shall be given or transferred to another institution or institutions with objectives similar to those of the Institute and as far as South Africa is concerned, has been authorised to collect contributions in terms of the Fundraising Act, 1978, to be appointed by the Council before or at the time of dissolution. In default of such a resolution the Director of Fundraising shall decide on the matter.

20.3 The liability of members shall for the purpose of this clause be limited to the entrance fees payable by them to the Institute at the date of dissolution.

21. INTERPRETATION AND DISTRIBUTION OF THE CONSTITUTION
21.1 This Constitution shall be made available to members in English.

21.2 All questions regarding the interpretation or drafting of this Constitution shall be resolved by the Council, whose decision shall be final.

21.3 The broadest possible interpretation shall be given to the expressions, powers and authority referred to in this Constitution.

21.4 The singular includes the plural and vice versa.

21.5 The masculine gender includes the feminine gender and vice versa