The Constitution of the CTA (SA)

1. INTRODUCTION
1.1 The name of the Association is the Community Tourism Association of South Africa, an organization not for gain.
1.2 The objectives of the Association are:
(a) To provide a regular forum where delegated representatives of member organizations can discuss matters of common administrative, organizational, developmental, financial and marketing interests and to recommend courses of action.
(b) To foster co-operation amongst member organizations for the purpose of promoting the tourism industry by acting always in the best interests of the communities they serve.
(c) To co-operate with other tourism-related organizations in exploring ideas for tourism promotion.
(d) To gain recognition by National, Provincial and Local Authorities as well as the private sector about the value of Tourism.
(e) To foster the application of uniform standards of training of staff of member organizations and to promote the on-going training of the staff of member organizations and other persons involved in the tourism industry.
(f) To foster efficiency and professionalism in all tourism operations.
(g)To encourage and motivate for greater financial contributions for tourism by District Municipalities and Local Councils.
(h)To stimulate and co-ordinate development of the tourism infrastructure.
(i) To create a workable tourism personnel structure at groundroots level.
(j) To act as implementers and facilitators for National and Provincial tourism policies and as a conduit for people at grassroots level.
(k)To do all other lawful things incidental or conducive to the attainment of the above objectives.


2. MEMBERSHIP
2.1 Membership shall be confined to publicity associations or community tourism organizations (Constituted Not for Gain); local authorities; District Municipalities involved in the marketing and development of tourism; and Regional Tourism Organizations (RTOs) in the Republic of South Africa, linking all bodies which function under the Local Government Act. Local authorities and District Municipalities can join as separate bodies. If a local authority and its CTO have joint membership, they have one vote and are represented by the officially- nominated representative of the CTO (which is 'hands-on' in tourism).
2.2 A candidate for membership shall be required to complete and sign an Application for Membership form, which document must be laid before the Executive Committee for consideration.
2.3 Upon admission to membership and payment of the subscription fee as determined from time to time by the Executive Committee, such candidate for membership shall become a member of the Association and shall be subject to its regulations and by-laws in force from time to time.
2.4 A member wishing to resign from the Association shall inform the Secretariat in writing, provided that such resignation shall not relieve the member concerned of the obligation to pay the subscription in respect of the year during which the member resigns, and any arrears or subscriptions or any other obligation due by the member to the Association.
2.5 Alterations of members' addresses shall be notified in writing to the Secretariat. Notice posted, faxed or electronically mailed by the Secretariat to a member's address, listed in the Register of Members, shall be deemed to have been properly given to such member.
2.6 Only members who have paid membership subscriptions before the AGM will have voting rights (to be read in tandem with 3.3)
2.7 Categories of Corporate Membership shall be allowed, subject to the approval of the Executive Committee. However, Corporate Members will not have a vote.


3. SUBSCRIPTIONS
3.1 The annual subscriptions payable by members shall be determined by the Annual General Meeting on the recommendation of the Executive Committee and upon submission for approval at the same time of a Budget of Income and Expenditure for the ensuing year.
3.2 The Executive Committee shall ensure that all subscriptions levied are collected.
3.3 All subscriptions for a financial year (i.e. from 1 July to 30 June) shall fall due on 1 July and must be paid at the latest by 30 September of that year. Members failing to pay the subscription within three months after it becomes due shall not be allowed to continue as a member, and only fully-paid-up members shall have voting powers.
3.4 Income from subscriptions will be used for operational expenses and projects.


4. EXPULSION OF MEMBERS
4.1 The Executive Committee shall have the right to expel any representative of a member for breaking the code of conduct.
4.2 Notice of the Executive Committee's action (Paragraph 4.1) shall be circulated to all members for comment and the member's representative will be given an opportunity to state his/her case to the Executive Committee.
4.3 The Executive Committee will be required to state its reasons for such expulsion.


5. EXECUTIVE COMMITTEE
5.1 The affairs of the Association shall be managed by an Executive Committee of members consisting of a Chairperson, two Vice-Chairpersons, a Director (General Secretary), and two members from each province. In addition, a four-person Management Committee shall be elected from within the ranks of the Executive Committee. Its membership shall include the Chairperson, Vice- Chairpersons and the Director.
5.2 (a) The members of the Executive Committee shall be elected for a period of one year by their Provincial chapters and nominated at the Annual General Meeting.
(b) In the event of a vacancy occurring on the Executive Committee, the provincial chapter shall nominate a replacement. The position will remain vacant until the replacement is appointed.
(c) Any member of the Executive Committee who is absent without valid apology from any three consecutive meetings (including formal meetings, workshops and other gatherings) shall cease to be a member of the Executive Committee unless excused for special reasons by the Committee; nor shall such person be eligible for re- election. Notice of the representative's non-attendance will be sent to his/her nominating body. The resignation of an Executive Committee member must be in writing.
(d) Plenary meetings of the Association shall be held twice a year, one meeting being the Annual General Meeting.
(e) Members of the Association's Provincial chapters should meet more regularly during the year.
(f) The Executive Committee will approve all categories of membership and, in its discretion, nominate Honorary Members who have added value (or may add value in future) to the CTA, or have served it with distinction. Nominations of Honorary Members will be ratified by the AGM. Such members will not have voting rights or be required to pay subscriptions.
5.3 (a) The business of the Executive Committee shall be conducted at properly-constituted Executive Committee meetings. These will be held quarterly during the year. They may also be convened at the written request of not less than three Executive Committee members who are required to state the nature of the business they wish to be discussed. A minimum of 21calendar days notice is required. The 21-day rule does not apply to the Management Committee.
(b) Nominations for Chairperson and Vice- Chairpersons can be motivated at the AGM.
5.4 A quorum at Executive Committee meetings shall consist of 1/3rd plus one of the Executive Committee total.
5.5 The Executive Committee shall have full power to do all things necessary in connection with the attainment of the objectives of the Association, with the exception of such matters as are reserved to be dealt with at an Extraordinary General Meeting of members.
5.6 The Chairman may serve in this capacity for not more than three consecutive years.
5.7 The Immediate Past Chairman may be retained on the Executive Committee for a minimum of one year, either in the position of Vice-Chairman or as Immediate Past Chairman, to maintain continuity.
5.8 The Executive Committee shall appoint and dismiss the Director (General Secretary) and other employees and fix their emoluments and conditions of service in accordance with current labour practices and laws. Notice of intention to dismiss will be circulated to all members.
5.9 The Executive Committee may appoint and dismiss any sub-committee. The Chairperson (or his/her appointee) will serve ex-officio on all sub-committees.


6. MEETINGS OF MEMBERS
6.1 Meetings of members shall be presided over by the Chairperson, or in his/her absence a Vice-Chairperson, or upon the absence of both, by an Acting Chairperson elected by the members present.
6.2 The Annual General Meeting, which shall be convened by the Executive Committee, shall take place each year as soon as possible after 30 June. One calendar month's notice in writing must be given to members.
The Agenda shall consist of the following:
(a) Confirmation of Minutes of the previous Annual General Meeting.
(b) Adoption of Financial and Auditor's Report.
(c) Chairperson's Report
(d) Discharge of Executive Committee, election of Executive Committee and appointment of Auditor for the ensuing year. The Director will conduct the meeting until the new Chairperson is elected. In the absence of the Director, another person shall be appointed by the meeting.
(e) Determination of annual subscriptions.
(f) Any other competent business.
6.3 The quorum of an Annual General Meeting, any Extraordinary General Meeting or plenary session shall be one-third of the members who have voting rights. Failing such a quorum, a second meeting shall be called by giving the stipulated 21 days written notice. At such a meeting, the members present and entitled to vote shall be deemed to be a quorum.
6.4. Voting at an Annual General Meeting or any Extraordinary General Meeting shall be by a show of hands by voters identified as representatives of bona fide members (each member has one vote), except where a secret ballot has been agreed to by a majority of members present at the meeting.
6.5 At all meetings, the Chairperson shall have a deliberative and casting vote (in addition to his/her normal vote).
6.6 Subject to Rule 6.8, the convening of meetings of members (apart from the Annual General Meeting) lies within the jurisdiction of the Executive Committee.
6.7 The Executive Committee may at any time and shall, on the written requisition of not less than one third of the members entitled to vote, convene an Extraordinary General Meeting of members, setting out the reasons for the meeting.
6.8 Except where otherwise specially provided for in this Constitution, a clear majority of votes shall be decisive regarding all proposals submitted at meetings of the Association, provided all such proposals are duly moved and seconded by members.
6.9 A register of those present at a General or Extraordinary meeting of members shall be kept and compared with the list of members at that date.
6.10 All minutes of the Association shall be signed by the Chairperson and the Director/Secretary.


7. BOOKS AND ACCOUNTS
7.1 Proper Books of Account must be kept and Accounts submitted to the members at the end of the financial year, which shall end on 30 June.
7.2 The Books of Account of the Association shall be audited by an Auditor who shall be appointed at the Annual General Meeting each year. No Committee member shall be permitted to hold the post of Auditor of the Association.
7.3 The Association shall maintain a bank account containing the cash assets of the Association. Withdrawals of monies from this account shall require two signatures - the Director and the Chairperson (or the Chairperson's nominee).
7.4 Cash received shall be paid into the bank account.
7.5 The Committee shall have the right to make any withdrawals from the current bank account for any payments necessary for the ordinary running and management of the Association.
7.6 The Committee may invest some of the monies of the Association with savings banks or building societies to the best advantage of the Association.
7.7 The Executive Committee has the right to seek other sources of income (in addition to the annual subscriptions of its members) in order to meet its obligations.
7.8 The Director/General Secretary shall be entrusted with the day-to-day operation of the CTA Trust Account in order to expeditiously handle the marketing and sale of tourism awareness books, and the arrangement of workshops.
7.9 Cheques for the Trust Account will be signed by the Director, who must submit regular transaction reports to the Executive Committee. The Trust Account will also be subject to audit.
7.10 The CTA's financial year shall be from 1 July to 30 June, but the administrative year will be from the end of the AGM in each year to the end of the AGM the following year.


8. ALTERATIONS TO CONSTITUTION
8.1 No amendment of this Constitution shall be valid unless it is passed at a duly constituted Annual or Extraordinary General Meeting convened by the Executive Committee, or on the written and signed requisition of not less than one-third of the members who have voting rights.
8.2 Such proposed amendments shall be subject to and included with written notice to the members one calendar month prior to the day of the meeting, such notice to be given by the Executive Committee.
8.3 No resolution amending this Constitution shall be valid unless it is passed by two-thirds of the members who are present at the time the resolution is put to the vote.
8.4 Any such amendments constitutionally accepted shall be circularized to all members of the Association within three months of acceptance by the Meeting.


9. LIQUIDATION OF THE ASSOCIATION
9.1 If the existence of the Association for whatever reason is not considered necessary or justified, it shall be decided at a General Meeting or Extraordinary General Meeting whether or not to dissolve. In the event of dissolution of the Association, the Management Committee shall decide on the payment of liabilities and disposal of the Association's assets.
9.2 Written notice and an agenda for the proposed liquidation must be given to every member not less than 14 days before an Extraordinary General Meeting.
9.3 The decision to dissolve shall be carried by 50% of the paid-up members present and provided that there is a majority vote of 50% plus one.
9.4 A quorum at the dissolution meeting shall be one- third of the members who have voting rights. Failing such a quorum, a second meeting shall be called by giving the stipulated 21 days written notice. At such a meeting, the members present and entitled to vote shall constitute a quorum.
9.5 Upon the adoption of the resolution to dissolve the CTA, the Management Committee will settle all the CTA's liabilities and donate all the movable assets to such other body or organization having similar objectives to the CTA. (As amended at the Annual General Meeting of the CTA (S.A.) held on 24 October 2001)