A non-profit organisation is hereby established in accordance with the following terms and provisions:
The name of the organisation hereby constituted shall be Safe Citizen Campaign, which may also be referred to, from time to time, as #SafeCitizen (hereinafter referred to as "the Organisation").
2.1The Organisation's primary objective is to create an understanding amongst South Africans that they are responsible for their own safety and the safety of other persons in whom they may hold a legal interest. #SafeCitizen's secondary objective is to inculcate and promote the notion that lawful possession of a firearm, and the ability to lawfully use that firearm to ensure personal and community safety is key to the right of self-defense and the constitutional promise to be free of all forms of violence – public and private.
More specifically the Organisation shall:
2.1.1motivate and enable the people of South Africa to work together to support objectives of community safety, supporting the authorities as law-abiding citizens and responsible firearms owners;
2.1.2on the basis of a written mandate, consistently engage with policy-makers, government and all related stakeholders to create and sustain an open line of communication to facilitate meaningful discussion around community safety; and
2.1.3maintain a competent research capability in areas that are related to the safety of communities and individuals to ensure that the strategy of the Organisation is consistently appropriate and relevant.
3.1The Organisation shall have all such powers as may be necessary in order to undertake and promote its objects as hereinbefore stated. Without derogating from the generality of the aforegoing, the Organisation shall have the following specific powers:
3.1.1the Management Committee shall be entitled, from time to time, to deal with any assets or investments for the time being and from time to time, forming part of the Organisation’s funds (being the Organisation’s funds and assets), as they in their sole and absolute discretion may decide, with the intent and purpose that the Management Committee shall have the same unrestricted power of investing and using available funds and transposing investments and altering the use thereof, as if they were absolute beneficial owners entitled thereto;
3.1.2without derogating in any way from the generality of the authority specified in 3 hereof, the Management Committee shall have the following specific powers, privileges and discretions and the Management Committee shall by majority vote be entitled;
3.1.3to invest the Organisation’s funds in such manner as they in their sole and absolute discretion may consider fit, provided that such funds may only be invested with registered financial institutions listed in section 1 of the Financial Institutions (Protection of Funds) Act 28 of 2001;
3.1.4to realise or vary any investments from time to time, forming part of the Organisation’s funds and to re-invest the proceeds in any such investments hereby authorised, as the Management Committee in their sole and absolute discretion may consider appropriate;
3.1.5for such period as they may determine, to allow all investments at any time forming part of the Organisation’s funds, to remain either uninvested or in their original state of investment;
3.1.6to enter into donor funding arrangements with companies or individuals and to solicit and accept donations, bequests and contributions towards the funds of the Organisation;
3.1.7to institute or defend legal proceedings;
3.1.8to divide the Organisation’s funds into separate portions, or to establish a separate Organisation or Organisations; and,
3.1.9to exercise the powers and authorities herein granted to the Management Committee in any part of the world and not only within the Republic of South Africa.
3.2Without in any way derogating from the powers and authorities hereinbefore vested in the Management Committee, they shall be entitled to deal with assets or investments held in the Organisation by them in such manner as they shall from time to time deem advisable in the interest of the Organisation and to this end the Management Committee shall be vested with all such additional powers and authorities as shall be necessary to enable them to do so.
Capital and income4.
4.1The Organisation shall be conducted on a non-profit basis, with the intent and purpose that its capital and income wheresoever derived, shall be applied solely towards the promotion of its objects, and no portion thereof shall be paid or transferred, directly or indirectly, (whether by way of salary, dividend, bonus or otherwise howsoever) by way of profit or distribution to any of the members of the Organisation; provided that nothing herein contained shall preclude the payment in good faith to a member or any other person of:
4.1.1reasonable remuneration for services actually rendered to or on behalf of the Organisation; and,
4.1.2reimbursement of actual costs, expenses and other commitments incurred on behalf of the organisation, as such costs and expenses have been negotiated beforehand with the Management Committee.
5.1Membership of the Organisation shall be conferred upon such persons (or organisation and associations) as the Management Committee, in its absolute discretion, deems appropriate.
5.2Membership may only be cancelled by a decision of the majority of the Management Committee where, in their opinion, such member's conduct is not in the interests of the Organisation or in conflict with the objectives of the Organisation.
5.3It is hereby expressly recorded that the Management Committee shall not be under any obligation to assign reasons for their decisions in relation to the admission or cancellation of membership.
Vesting of powers6.
6.1The powers of the Organisation shall be exercised by the Management Committee, which shall comprise not less than 5 (five) nor more than 9 (nine) persons.
6.2There shall be elected and/or appointed at each Annual General Meeting of the Organisation, from amongst its members, the Management Committee referred to in clause 6.1 above comprising:
6.2.4an Administrator; and,
6.2.5a Media Liaison.
6.3Any member of the Organisation shall be eligible for appointment to the Management Committee.
6.4The Chairperson and Vice-Chairperson shall serve for a minimum term of two years subject to the provisions of this Constitution.
6.5The Management Committee shall be responsible for the efficient management of the Organisation in accordance with policies determined by the Management Committee and this Constitution.
6.6The Management Committee shall have the right to form sub-committees and to determine the extent of their powers and the manner in which the Management Committee will oversee the actions of such sub-committees.
Corporate personality and legal action 7.
7.1The Organisation shall have corporate personality and an identity and existence distinct from its members or office-bearers.
7.2The Organisation shall continue to exists notwithstanding changes in the composition of its membership or office-bearers.
7.3The Organisation may sue or be sued in its own name.
7.4The Organisation will seek to be declared tax exempt by SARS.
8.1The Organisation may own property (corporeal or incorporeal) and shall keep records of all such property.
8.2Members or office-bearers of the Organisation have no rights in the property or other assets of the Organisation solely by virtue of their being members or office-bearers.
9.1All executive powers of the Organisation shall vest in and be exercised by the Management Committee, which shall be entitled to act on behalf of the Organisation in pursuance of its objects.
9.2Fifty percent (50%) of the Management Committee shall constitute a quorum for a meeting.
9.3A resolution put to the vote of the Management Committee shall be decided by a poll. Each member of the Management Committee present or represented at such meeting shall be entitled to one (1) vote. In the event of an equality of votes, the Chairperson shall be entitled to a second or casting vote. A poll shall be taken in such manner as the Chairperson may direct, and the result of the poll shall be deemed to be the Resolution of the meeting.
9.4The Chairperson may, with the consent of a meeting of the Management Committee at which a quorum is present (and shall if so directed by such meeting), adjourn the meeting from time to time and from place to place.
9.5A meeting of the Management Committee may be convened at any time at the request of the Chairperson of the Management Committee, and she/he shall be obliged to convene a meeting at any time upon written requisition signed by not less than 4 (four) members of the Management Committee.
9.6The Management Committee may permit any other person having a special interest and concern in the activities of the Organisation, to attend meetings of the Management Committee, or General Meetings, either personally or by representation, and to attend and speak at such meetings, but not to vote.
Annual general meetings10.
10.1An Annual General Meeting of the Organisation shall be held within a period of fifteen (15) months of the adoption of this Constitution, and subsequent Annual General Meetings shall be held as soon as possible, but in any event within three (3) months, after the end of each financial year; subject to the condition that not less than fourteen (14) days prior written notice of any such meeting shall be given to all members entitled as of right to attend the same.
10.2The business of an Annual General Meeting shall include inter alia:
10.2.1the presentation and adoption of the Chairperson's Report;
10.2.2the consideration of the Annual Financial Statements;
10.2.3the election of members entitled to serve as members of the Management Committee for the ensuing year;
10.2.4the appointment of accountants; and,
10.2.5such other matters as may be considered appropriate.
11.1At all Annual General Meetings, a Resolution put to the vote of a meeting shall be decided by a poll. A poll shall be taken in such manner as the Chairperson of the meeting may direct, and the result of the poll shall be deemed to be the Resolution of the meeting.
11.2Each Member present at such meeting shall be entitled to one (1) vote. In the event of an equality of votes the Chairperson shall be entitled to a second or casting vote.
A quorum constituting any Annual General Meeting of the Organisation shall comprise at least fifty percent (50%) of the Organisation’s membership who are actually present in person, and not merely represented, at such meeting.
13.1Subject to the provisions of any relevant statute, which list will be compiled and maintained by the Management Committee, every member of the Management Committee shall be indemnified by the Organisation in respect of all acts done by her/him in good faith on its behalf, and it shall be the duty of the members of the Management Committee out of the funds of the Organisation to pay all costs and expenses which any such person may have incurred or become liable for by reason of any act or deed done by her/him in her/his capacity as a member of the Management Committee in the discharge of her/his duties on behalf of the Organisation.
13.2Subject to the provisions of any relevant statute, no member of the Management Committee shall be liable for the acts or omissions of the Organisation or any other member thereof.
Minutes of all proceedings of the Management Committee and of all Annual General Meetings of the Organisation shall be filed at the registered office of the Organisation’s accountants.
Access to records15.
Any member of the Organisation shall be entitled to inspect the books of account of the Organisation of the Minutes of the proceedings of the Management Committee or of General Meetings.
16.1Notices of meetings of the Management Committee and of Annual General Meetings shall be addressed to all persons entitled thereto, either personally, or by email, fax or registered post, and shall be addressed to the last address of the person notified to the Organisation. The inadvertent omission to address notice/s to any individual member/s shall not invalidate the proceedings of any such meeting.
16.2Members shall be deemed to have received notice as aforesaid five (5) days after the sending of the relevant notice or announcement as aforesaid.
Books of account17.
17.1The Management Committee shall ensure that the Organisation keeps proper Books of Account which shall be audited by a member of the Society of Accountants and Auditors as soon as possible after the end of the Organisation's financial year which shall be the 28th of February.
17.2It shall furthermore be incumbent upon the Management Committee to cause to be prepared Annual Financial Statements which shall be available for inspection by all members of the Management Committee.
17.3The Director of Non-profit Organisations must be furnished with a copy of the Organisation’s Books of Account within six (6) months after the financial year end.
17.4A breakdown of income and expenditure for the previous financial year shall be made available to any member in electronic format on request.
Amendments to constitution18.
No amendment to this Constitution shall be valid unless reduced to writing and signed by the entire Management Committee.
Name and dissolution19.
19.1The terms of this Constitution and/or the name of the Organisation may be amended and the Organisation itself may be dissolved, by decision passed at a duly convened Annual General Meeting, subject to the approval of a majority present at such meeting, which shall include not less than half of the members of the Organisation.
19.2If upon the winding-up or dissolution of the Organisation there remains after satisfaction of all debts and commitments, any property, capital or accrued income whatsoever of the Organisation, this shall not be paid or distributed amongst members of the Organisation, but shall be transferred by donation or otherwise to a similar institution, society or body in the Republic of South Africa, having objects similar to those of the Organisation and as may be considered appropriate by the Management Committee.