Constitution

The Rottweiler Working and Breeding Association of GAUTENG 

1. INTERPRETATION 

Throughout this Constitution and in any regulations framed under it, words importing the singular shall include the plural; words importing the masculine gender shall include the feminine and neuter genders and vice versa unless such interpretation is inconsistent with the content thereof.

2. NAME 

The name of the Club shall be The Rottweiler Working and Breeding Association of Gauteng. Die Rottweiler Werkhond- en Telersvereniging van Gauteng 

3. AFFILIATION WITH THE KENNEL UNION OF SOUTHERN AFRICA 

3.1 The Club shall be affiliated with the Kennel Union of Southern Africa and shall observe the Constitution, Rules and Regulations of that body.

3.2 The Club shall remain a member of the Rottweiler Breed Council of KUSA/The Rottweiler Breed Society of KUSA as long as this body/these bodies is/are in existence and accepted by KUSA

4. HEADQUARTERS AND ADDRESS OF CLUB 

The headquarters of the Club shall be as determined from time to time by the Committee, but shall be in the (WESTERN GAUTENG CENTRE )

5. OBJECTIVES 

The objectives of the Club shall be:

a) to promote, encourage, foster and advance the breeding, well-being of and interest in the Rottweiler breed of dogs

b) to observe and adhere to the (FCI) Breed Standard of the Rottweiler breed of dogs as adopted from time to time by the Kennel Union of Southern Africa;

c) to organise and hold shows (including match meetings) in breed, obedience and working trials / (IPO/Schutzhund/BWT) and other dog activities recognised by the Kennel Union of Southern Africa including training for any or all of these activities;

d) to train aspiring judges in the finer points of the Breed Standard;

e) to pass on to members, through all available media, developments and other aspects of importance to the breed;

f) To operate a Rescue Scheme to assist any unwanted or distressed

Rottweilers;

g) To advise members that there are tests for the evaluation of Hip Dysplasia and Elbow Dysplasia and they should be encouraged to ask their vets for details (additional information about this subject can be obtained direct from the Club);

h) To encourage members to observe the Club’s Code of Ethics and constitution amended from time to time

i) To run the Club as a non profit association, limited to Honorary Life Members, family, junior and ordinary members All proceeds to be devoted to the benefit of the Club and to the good of the Rottweiler Breed. Training to be restricted to members, but shows and canine education to be made available to the public at large.

j) To run puppy socialization classes open to all breeds but to ensure that the Rottweiler breed is always catered for first in times of pressure on resources

k) To run the training classes referred to in c) above so as to allow other breeds of a working type to participate as long as the other breed is the second dog coming to training after the first is a Rottweiler. The type of breed allowed to participate shall always be at the discretion of the committee who shall guide the trainers accordingly.

l) To limit the numbers of other breeds allowed to participate in training as defined in k) above to a percentage that will be decided by the committee from time to time but shall never rise above 20% of the total number of dogs in training excluding the puppy socialization classes

6. POWERS 

For the better attainment of its objects, the Club shall be empowered:-

a) to collect, canvass for and to accept subscriptions, donations, bequests endowments and benefits of any nature for the Club, from any person or body or from any source whatsoever;

b) to invest the funds and assets of the Club in securities nominated by the committee;

c) subject to approval of a two-thirds majority of members with voting rights present at a General or Special Meeting:

(i) to acquire or dispose of immovable property;

(ii) to mortgage the immovable property of the Club and to mortgage or pledge the immovable property of the Club;

(iii) to create and issue debentures and to mortgage the immovable property of the Club to secure such debentures.

d) to offer prizes and trophies in connection with any of the Club’s activities;

e) to arrange social functions for members and guests;

f) to design, register and issue any heraldic arms, badges or uniforms;

g) generally to perform all such acts as may be expedient or necessary to further the interests of the Club and objects for which it is formed;

(h) To expel a member upon the member being disqualified or suspended by the Kennel Union of Southern Africa.

7 TRADING AND INCOME 

The Club shall not engage in any activity or transaction which has as its object the financial gain of any person or persons or any institution other than the Club. The income and property of the Club shall be used solely for the pursuit of the Club’s objects

8 TRUSTEE 

The Chairman of the Club for the time being shall be the Trustee of the Club in whom shall vest all movable and immovable property of the Club and who shall be entitled to sue and accept service in the name of the Club. In handling the property of the Club and in dealing with legal issues the Trustee shall always act on behalf of the Club and in accordance with such directions given or decisions made from time to time by the Committee or passed by members in a general meeting of the Club.

9 INDEMNITY 

All office bearers and members of the Club shall be indemnified by the Club in respect of any legal liability incurred while acting on behalf of the Club, provided they acted in accordance with directions given or decisions made from time to time by the Committee or passed by members in a general meeting of the Club.

10. SUBSCRIPTIONS & Classes of membership 

(a) Entrance fees and subscriptions payable by the various categories of members shall be as determined from time to time by the Committee and may include special subscriptions from members participating in training and membership shall only be open to owners of the Rottweiler breed of dog, save that the committee shall have the discretion to admit past owners of the breed with at least 5 years experience in the Rottweiler breed who may no longer be able to own a Rottweiler.

(b) Subscriptions shall be for a calendar year – ie 1 January to 31 December, subject to acceptance by the Committee, and classes of membership shall be defined as:-

(i) Honorary Life Members

who shall be persons nominated by the unanimous vote of the Committee and subsequently elected at the next Annual General Meeting of the Club by a two thirds majority of members with voting rights. Persons nominated for honorary life membership shall be those considered worthy of special recognition for services to the Club, to dog affairs or for an outstanding achievement in connection with dogs. An honorary life member shall enjoy full privileges of membership of the Club, free of entrance fee and subscription and shall be entitled to vote as an ordinary member.

(ii) Ordinary Members

being members over 18 years of age who are not otherwise defined in this section. An ordinary member shall be entitled to vote at all general meetings of the Club.

(iii) Family members

comprising of husband, wife and children not over the age of 18 years. The husband and wife shall each be entitled to vote as ordinary members but the children shall have no vote.

(iv) Junior Members

being persons not included in a family membership who are attending school for as long as they are attending school. Junior members may participate in the discussion on any matter before the Club, but shall not be entitled to vote thereon

(v) Associate Members

being persons who have an interest in the Rottweiler breed but do not own a Rottweiler. Such members shall not be entitled to vote at meetings of the club.

(c) The liability of each member shall be limited to the amount of the annual subscription.

11. APPLICATION FOR MEMBERSHIP 

(a) Application for membership shall be made in writing on the form prescribed from time to time and shall be considered by the Committee at its first meeting after the receipt of the application and until acceptance by the Committee has been conveyed to the applicant he shall have no voting rights.

(b) The Committee shall have complete and absolute discretion to accept, refuse or refer any application

12. LAPSING OF MEMBERSHIP 

Membership will lapse:

(a) Upon failure to pay entry fees and initial subscription within 30 days of the date on which they become due;

(b) Upon failure to pay a renewal subscription within 30 days of the date on which it became due;

(c) Upon receipt by the Secretary of written notice or resignation. All fees, subscriptions and other monies due prior to the date of receipt of the notice of resignation shall remain due and payable;

(d) Upon the death of a member;

(e) Upon the event of any member, including an honorary life member, being convicted of any offence and sentenced to imprisonment without the option of a fine or being convicted of any offence relating to cruelty towards or neglect of an animal;

13. REPRIMAND, EXPULSION OR SUSPENSION OF A MEMBER 

(a) Whenever by majority vote of the whole number of its members, the Committee is of the opinion that the behaviour or conduct of a member has been harmful, prejudicial or injurious to the objects, interests, good order or character of the Club or the Kennel Union of Southern Africa, the Committee shall have the power to:-

(i) reprimand such member in writing and/or;

(ii) suspend such member from all privileges of membership for a period not exceeding six months where in the opinion of the Committee his conduct was not sufficiently serious to justify expulsion. A member who has been suspended shall not be entitled to the refund of any fee or subscriptions paid or due by him or;

(iii) expel such member who shall thereupon be debarred from all privileges of the Club.

(b) Before deciding to expel or suspend a member, such member shall be afforded full opportunity to explain his conduct to the Committee.

(c) A member who has been suspended or expelled shall have the right to appeal against his suspension or expulsion to the members of the Club in Special General Meeting. Such appeal must be lodged within 30 days of receipt of notification of such suspension or expulsion with the Chairman or Secretary who shall take immediate steps to convene the Special General Meeting. At this meeting the case against the member shall be put by one member of the Committee on behalf of the Committee and the member shall be given equal opportunity to defend himself. To reverse the Committee’s decision will require two-thirds majority of members with voting rights present. The vote shall be taken by ballot

14. PATRONS, PRESIDENT AND HONORARY VICE-PRESIDENT 

(a) At each Annual General Meeting the members with voting rights may elect to invite such persons as they consider desirable to be:-

(i) Patrons, who may be chosen from any country

(ii) President, who must be resident in South Africa

(iii) Honorary Vice-Presidents, who may be chosen from any country

all of whom hold office at the members’ pleasure, save and except that the holder of any Presidential position shall have to be resident in South Africa failing which the office shall be declared vacant.

(b) The president and Honorary Vice-Presidents may take part in any general meeting of the Club and the President may also attend any meeting of the Committee and participate in the discussions thereat but these offices shall not, per se, carry any entitlement to vote.

15. A. MANAGEMENT COMMITTEE 

(a) At The management and control of the Club shall be vested in a Committee consisting of not more

than 10 Committee members all of whom shall be :

 members of the Club in good standing;

 not less than twenty-one (21) years of age, who must a/ accept the nomination and b/ such nomination and acceptance to be received by the secretary, in writing, 22 days prior to the AGM and published on the Club website 14 days prior to the AGM.

 elected at an Annual General Meeting or, in the case of co-opted members with voting rights, at a Special General Meeting;

 shall hold office as hereinafter provided.

At its first meeting, which shall be held within (seven (7)) fourteen (14) days of the Annual General Meeting at which it was elected, but not directly after the Annual General Meeting, the Committee shall ;

Appoint such officers to such positions that are vacant and in such a manner as to give effect to the alternating nature of the office of Chairman and Secretary as expressed in Clause 15 B.(Terms of Office) namely;

a Chairman

a Vice Chairman

a Secretary

a Treasurer

(b) The foregoing officers and Committee members who must be members of the Club and not less than 21 years of age, shall be elected at an Annual General meeting and shall hold office as hereinafter provided. (21/01/2010) 19/11/2011 

(c) The Committee may decide to co-opt additional members to serve on the Committee, however, they

will have no voting rights. Should the committee require additional members with voting rights, these members will be elected by the Club at a Special General Meeting, in accordance with Section 15 A (a) and Section 19 B.

B. TERMS OF OFFICE 

The Committee elected at its first Annual General Meeting held under this Constitution shall retire from office at the end of the next ensuing Annual General Meeting. All Committee members therefore serve for a term of 1 (one) year, including the offices of Vice Chairman and Honorary Treasurer. The exceptions are the offices of Chairman and Honorary Secretary, who serve for 2 (two) years each, the last year of the one’s term overlapping with the first year of the other’s term.

C. VACANCY 

(a) A Committee member’s seat shall fall vacant if such member:-

(i) dies – from the date of his death;

(ii) resigns – from the date of such resignation;

(iii) otherwise ceases to be a member of the Club – from the date his membership ceases;

(iv) fails to attend three consecutive meetings of the Committee without the permission of the Committee – from the day following the date of the third meeting he has failed to attend.

(b) The Committee may appoint a member of the Club (subject to the age limit stated in Clause 16A (b) to fill any vacancy arising in terms of subsection (a) above and such member shall hold office for the remainder of the terms of office of the Committee member he has replaced.

16. POWERS OF COMMITTEE 

The Committee shall have full power and authority to carry out all or any of the objects of the Club save where such powers are expressly reserved for a General Meeting.

In particular but without prejudice to this general authority, the Committee shall have power and authority;

i. to make, vary and repeal regulations for the better conduct of the Club;

ii. to appoint such Committees and Sub-Committees as may be found necessary for the efficient administration of the Club for any special purpose and to delegate thereunto such of its powers as it may seem desirable. Sub-Committees shall report back to the Committee;

iii. to supervise the investment of the funds and assets of the Club and the depositing of Club funds in a Bank, Building Society or Financial Institution selected by it;

iv. to ensure that all cheques and other negotiable instruments are signed by not less than two (2) persons, one of whom shall be the Honorary Treasurer and the other an appointed member of the Committee who may not be the spouse or close relative or member of the household of the Honorary Treasurer;

v. to control the sale and issue of the Club’s arms, badges and uniforms;

vi. to take such disciplinary action in terms of this Constitution as may be necessary;

vii. to seek the view of members upon any matters by means of a questionnaire, referendum or ballot;

viii. to perform all acts and deeds and do all things as are consistent with this Constitution;

ix. to seek interpretation from the KUSA of any provision of this Constitution and any rules and regulations made thereunder

17. DUTIES OF OFFICERS 

A. CHAIRMAN AND VICE-CHAIRMAN 

(i) It shall be the duty of the Chairman and Vice-Chairman to further the interests and prestige of the Club at all times and to ensure that the provisions of this Constitution and any regulations framed there under are complied with and that all decisions of the Club in General Meeting and of the Committee are carried into effect.

(ii) The Chairman shall preside at all meetings of the Club and of the Committee, and in his absence the Vice-Chairman~ if present, shall preside. If the Chairman and Vice Chairman are both absent, the members present shall appoint from among their number a member to preside at such a meeting and the person so appointed shall have and exercise the powers and functions which could have been exercised by the Chairman if present.

(iii) The Chairman or in his absence the Vice Chairman shall, at the Annual General Meeting, report on the activities of the Club during the past year.

(iv) The Agenda of such meeting, which shall include the items noted in clause 19, shall be posted to all members not less than ten days before the date of such meeting:-

B. HONORARY SECRETARY 

It shall be the duty of the Honorary Secretary:-

(i) to attend all general meetings of the Club and all meetings of the Committee and to maintain a correct record of the proceedings and decisions taken thereat. In the event of the Honorary Secretary being unable to be present at any meeting he shall ensure that the minute books, correspondence etc. required at the meeting are handed over to the Chairman or some member of the Committee prior to the meeting. In such event the meeting shall nominate one of its members to act as Secretary at the meeting;

(ii) subject to the control of the Committee, to receive and conduct the correspondence of the Club;

(iii) to ensure that all notices required by this Constitution are properly given;

(iv) to maintain up-to-date, a Register of Members and their addresses.

(v) on relinquishment of his/her Office, to hand over all books and records to his successor within 14 days of date of appointment of his/her successor.

C. HONORARY TREASURER 

It shall be the duty of the Honorary Treasurer:-

i. To attend all general meetings of the Club and all meetings of the Committee. In the event of the Treasurer being unable to be present at any meeting, he shall ensure that the financial books and any financial statement or report required at the meeting are handed to the Chairman or a member of the Committee prior to the meeting. In such event it shall be the duty of the Honorary Secretary to inform the Honorary Treasurer of all decisions relating to financial matters taken at the meeting;

ii. to maintain up-to-date, proper books of account reflecting the Club’s financial transactions and to reflect adequately the financial position of the Club;

iii. subject to the control of the Committee, to administer the finances of the Club;

iv. to collect and bank expeditiously all monies owing to the Club and to disburse monies due by the Club without undue delay;

v. to keep the Committee informed at all times on the general financial position of the Club;

vi. to prepare a report on the financial transactions of the past financial year for presentation at the Annual General Meeting;

vii. on relinquishment of his Office, to hand all books and records to his successor within 14 days of date of appointment of his/her successor.

D. AUDITOR 

i. At each Annual General Meeting an auditor who may not necessarily be a member, but shall hold adequate experience to discharge his duties, shall be elected and he shall audit the books of account, verify the assets of the Club, audit the annual accounts and balance sheet and report thereon prior to the Annual General Meeting.

ii. No member of the Committee shall be eligible for appointment as auditor.

E. OTHER OFFICERS 

The duty of any other officers appointed by the Club or the Committee shall be laid down by the appointing body.

18. FINANCE AND ACCOUNTS 

(a) The financial year of the Club shall have twelve calendar months ending 31st August in each and every year.

(b) No person other than a person acting within the limits of any authority conferred upon him by this Constitution or by the Committee shall have the authority to give receipt for money or otherwise to enter into contract or arrangement having the effect of imposing any liability on the Club or in any other way pledge the credit of the Club.

(c) The books or accounts to be kept by the Treasurer in terms of Section 18C of this Constitution shall be open at all times to the inspection of the Committee.

19 MEETINGS 

A THE ANNUAL GENERAL MEETING 

i. The Annual General Meeting shall be held not later than three (3) months after the close of the Club’s financial year on a date and at a time and place to be determined by the Committee.

ii. It shall be competent for any member to request that an item other than a proposal to amend, alter or add to the Constitution, be placed on the Agenda provided that such request is in the hands of the Honorary Secretary not later than twenty two (22) days prior to the date of the meeting.

iii. Notice stating the date, time and place of the Annual General Meeting and including any proposal to amend the Constitution shall be posted to all members not less than thirty (30) days before the date of such meeting.

iv. The Agenda for such meeting, which shall include the following items, shall be posted to all members not less than ten (10) days before the date of such meeting :

NOTICE CONVENING THE MEETING.

Minutes of previous Annual General Meeting and of any Special General Meeting held since then.

Matters arising from the foregoing Minutes.

Chairman’s Report for the year.

Honorary Treasurer’s Report and Audited Balance Sheet and Income and Expenditure Account for the Year.

Motions for the amendment of the Constitution as advised in the notice convening the meeting.

Matters submitted by the Committee.

Matters submitted by Members.

Election of Officers and Committee including the appointment of an Auditor

No matter which does not appear on the Agenda may be discussed as part of the business of the meeting.

B SPECIAL GENERAL MEETINGS 

Special General Meetings shall be called :

by the direction of the Committee (21/01/2010) 19/11/2011 

when required to consider any matter in terms of this Constitution

` on a requisition (stating clearly in detail the purpose of the meeting) signed by not less than ten (10) members.

(ii) Notice stating the date, time and place of such a meeting and setting out the business to be transacted thereat shall be posted to each member not less than thirty (30) days prior to the date of such meeting.

(iii) A Special General Meeting required or requisitioned in terms of subsection (i), (b) or (c) above, shall be convened within six (6) weeks of the receipt by the Honorary Secretary of such requisition or of the information making such Special Meeting necessary.

(iv) No business except that stated in the notice convening the meeting may be transacted at any Special General Meeting.

C. COMMITTEE MEETINGS 

The Committee shall meet for the despatch of business as often as is necessary but not less than once every two (2) months, provided that the Secretary shall convene a meeting of the Committee immediately on receipt of a written request signed by at least five (5) members of the Committee and setting out in full the purpose of the meeting.

Not less than seven (7) days notice of all meetings of the Committee shall be given.

D NON-RECEIPT OF NOTICES 

The non-receipt by a member of a notice convening any meeting of the Club or Committee shall not vitiate the proceedings of such meeting.

20. QUORUMS AT MEETINGS 

(a) Except where elsewhere provided, the quorum at any:

(i) Annual or Special General Meeting shall be the number of members elected to the committee +1 but not less than 11 members with voting rights.

(ii) Committee Meeting – one half of the elected full Committee plus one, rounded up

to the nearest integer.

(b) If at the expiration of 20 minutes after the scheduled time of commencement of the meeting a quorum is not present, the meeting shall:-

(1) If it is a Special General Meeting called on the requisition of members – be abandoned;

(ii) in all other cases be adjourned to the same day, time and place one Week later and at such adjourned meeting those members with voting rights present shall constitute a quorum and shall proceed with the business of the meeting

21. VOTING 

(a) At all general meetings of the Club every member vested with a vote in terms of Section 10 shall be entitled to one vote. Matters before such meetings shall be decided by a simple majority of the votes of those present and voting except where specific majority is required in terms of this Constitution or unless three or more voting members demand that such voting be conducted by ballot. If a ballot is so demanded it shall be by secret vote. The result of the ballot shall be deemed to be a decision of the meeting at which the ballot was requested.

(b) At Committee meetings each Committee member shall have one vote. Matters before the Committee shall be decide upon by a simple majority of the votes of those present and voting except where a specific majority is required in terms of this Constitution.

(c) At all meetings of the Club or the Club Committee, the Chairman of the Meeting shall, in the event of an equal number of votes cast for and against a motion, have a casting vote in addition to his deliberate vote.

(d) There shall be no proxy votes.

22. AMENDMENT OF THE CONSTITUTION 

(a) No alteration, amendment or addition to this Constitution shall.’

(i) be made except at an Annual or Special General Meeting properly convened and then only if not less than two-thirds of the members with voting rights who are present, vote in favour thereof;

(ii) become effective until it has been approved by the Federal Council of the Kennel Union.

(b) A proposal to alter, amend or add to this Constitution may be submitted only: –

(i) by the Committee, or

(ii) by a requisition signed by not less than ten members addressed to the Secretary.

(c) Notwithstanding section (b) above, any member with voting rights may propose an amendment, alteration or addition to this Constitution by submitting such proposal in writing and fully motivated, to the Secretary, who shall lay such a proposal before the next meeting of the Committee. The Committee shall have discretion to determine whether or not the proposal will be submitted to a General Meeting.

(d) Notwithstanding all of section 22 (a), (b) and (c) above, Section 3 may not be changed unless a club referendum shows that at least 85% of the club’s Registered Rottweiler owning members support such a change in which case the referendum result shall be tabled at an SGM. In carrying out such a referendum, the club secretary must:

1. Circulate all proper motivation for and against the proposals to all club members at least 60 days before the meeting

2. Have received all such proper motivation at least 90 days before the meeting

3. Have sent out notices calling the meeting and asking for proper motivation, at least 120 days before the meeting date

23. DISSOLUTION OF THE CLUB 

(a) Any proposal to dissolve the Club shall only be considered at a Special General Meeting convened for the purpose, and then only in terms of this section.

(b) No proposal to dissolve the Club shall be considered unless there are present no less than two-thirds of the members with voting rights of the Club at the time of such proposal, of whom not less than three-quarters vote in favour of such proposal.

(c) Immediately a decision to dissolve the Club has been carefully taken in terms of this section, the Committee shall forthwith liquidate the affairs of the Club and if there is any surplus of assets on realisation, such surplus shall be disposed of to another body or bodies of similar interests in the manner prescribed by the Special General Meeting at which the decision to dissolve the Club was taken. Should there be no effective membership or Committee, any interested party may seek assistance from The Secretary KUSA or the Provincial Council regarding the liquidation of the Club’s affairs including the allocation of any surplus assets.

(d) A proposal to merge with any other Club affiliated to the Kennel Union of Southern Africa shall be dealt with in the same manner as a proposal to dissolve the Club and the terms of such merger shall be approved at the Special General Meeting convened to consider the proposal to merge.

(e) Any trophies in the possession of the Club being dissolved shall be disposed of as follows:-

(i) Donated trophies – disposed of on the express instructions of the donor.

(ii) Where a donor, his legal representative or Executors in his estate, if deceased, cannot be located, trophies should be made available to another body or bodies with similar interests on the condition that any subsequent allocation of such trophies does not conflict in circumstances where the donor has detailed the conditions under which a trophy may be awarded.