FSATGA Constitution 31 Jan 2010
Federation of South African Tourist Guide Associations
(One Voice for all Guides)
- LEGAL STATUS
The Federation has legal status as a corporate body under the common law of the Republic of South Africa. The laws of the Republic of South Africa shall govern the Constitution and the rights and obligations of members of the Federation
- STATEMENT OF PRINCIPLES
- Preamble and Naming
The Tourist Guiding fraternity believes that the South African tourism sector, as a key economic and social engine of development, requires a strong Tourist Guiding thrust to ensure equitable and responsible tourism growth and transformation.
To achieve this, Tourist Guiding has to be elevated to a national priority as a profession and sector to impact meaningfully on the tourism value chain. In order for the Tourist Guiding fraternity to be fully recognised and represented as a leading stakeholder in the development of tourism in South Africa, Tourist Guides support the establishment of a national body to represent the interest and values of professional and effective guiding for South Africa as a destination, overcoming the issues of fragmentation and disunity within the sector.
To this effect a national independent body should be established based on strong provincial and regional formations of the Tourist Guiding fraternity. Such Tourist Guides, whatever their specialisation, shall be included in terms of a constitution and the definition of the Tourism Act (Act no. 72 of 1993 as amended 2001), the Tourism 2nd Amendment Act, 2000 (Act no. 70 of 2000) of South Africa, and/or any subsequent amendments.
Such a body shall be named “The Federation of South African Tourist Guide Associations”, hereafter the FSATGA or “the Federation”.
To be the effective professional and unified voice for all Tourist Guide Associations and its fraternity bodies in the Republic of South Africa.
The Federation Shall represent the Tourist Guiding fraternity at both provincial and national level of the tourism industry and family, and ensure that through comprehensive, united and effective representation and professionalisation, the appropriate programmes, interventions and engagements are made to maintain the defined benchmarks, standards and conditions of the Tourist Guiding sector and its members, in the Republic of South Africa.
The Federation shall interact and engage with government, the World Federation of Tourist Guide Associations,Tourist Guide Associations of Africa, stakeholders and private business as an equal partner, towards achieving synergy for a national tourism culture, policy and strategy for South Africa as a tourist destination.
The Federation fully recognises the historical exclusion of the disadvantaged people of South Africa from participation in the mainstream of the South African tourism industry.
Mindful of this reality, it is a fundamental principle of the Federation to cooperate, collaborate and support interventions that ensure the inclusion and development of historically disadvantaged communities of the tourism industry.
In seeking to constructively influence macro and micro tourism policies, tourist guiding strategies and functions, the Federation will act from a position of party political neutrality and mutual trust as a fundamental to its structures, proceedings and objectives.
The consensus principle is fundamental to the proceedings of the National Representative Committee in the belief that it best serves representative decision-making and constructive collective action by the NRC.
It is the objective of the Federation to:
- Be a unified body representing all Tourist Guide Associations, to which government and industry can both refer to and negotiate with on all matters relating to the Tourist Guiding Sector;
- Be committed to the transformation of the Tourist Guiding profession to empower historically disadvantaged individuals and communities, mindful of the need for sustainability and of protection of culture and an ethos of professionalism;
- Negotiate and implement opportunities for job creation, promote mentoring schemes and fast-track procedures for previously disadvantaged individuals;
- Deepen the value chain in tourism by working with government, training providers, employers and service providers in raising the profile of Registered Tourist Guides, to increase the level of professionalism and satisfaction amongst service users and thus South Africa as a preferred tourist destination;
- Offer members ongoing opportunities with monitoring of high standards of quality in training, education and professional development;
- Facilitate the provision of benefits to members including conciliation services, collective representation to government and employers, remuneration and basic conditions of employment, negotiations, preferential professional insurance and medical aid rates amongst others.
- Preamble and Naming
- DEFINITIONS AND INTERPRETATION
- In this Constitution, unless the context otherwise indicates:
- The heading to the respective clauses is for reference purposes only. They shall not be taken into account in the interpretation of this Constitution.
- The singular shall include the plural and vice versa. The male gender shall include the female and neuter genders and vice versa.
- The following words and expressions shall bear the meanings assigned to them hereunder.
- Tourist Guide – a Registered Tourist Guide as circumscribed in the principal act (Act No. 72 of 1993) and subsequent amendments.
- Member – any bona fide membership category as defined by the definition of fully constituted Tourist Guide Association as regulated and enacted in the Republic of South Africa, and who has thus joined the Federation.
- Any nominated and elected person shall be a member in good standing,
- The National Executive Committee –The NEC – the highest committee within the Federation as defined within the Constitution with persons duly nominated and elected.
- National Representative Committee -The NRC- will consist of one duly nominated and elected representative of Member associations
- A Secretariat will be established by the NEC– a secretary may be appointed as a paid employee.
- Federation – the FSATGA, as a registered and defined voluntary organisation of tourist guides as determined.
- Special Resolution – A Resolution passed by a majority exceeding 50% (fifty percent) of the NRC.
- Any notices for all purposes of this Constitution, shall be in writing.
- The notice shall be deemed to have been received by the Member to whom it is addressed by any of the following:
- At the time of delivery if couriered or hand delivered, or
- on the 7th (seventh) day following the posting in the Republic of South Africa excluding the day upon which it is posted, or
- at the time of delivery if sent via facsimile, or at the time of delivery if sent via electronic mail.
- A notice actually received by a Member of the Federation shall be deemed to be a notice in terms of this clause.
- Year – The financial year of the Federation shall run 1st March to end of February
- Budget – A budget as determined in paragraph 10.
- Membership Categories
- Full Membership. Any constituted Tourist Guide Association.
- Honorary Membership. The NEC may grant Honorary Membership to any person/organisation who, in its opinion, has contributed significantly to furthering the objects of the Federation.
- Associate membership. Any organisation supporting the objectives of the federation may apply or be invited to become associate members
Obligations of a Member
Each Member shall abide by the Federation's code of ethics and conduct.
- Termination of membership. Membership may be terminated by giving written notice and/or majority approval of the NRC. However the member shall be liable for any monies owing to the Federation. The Federation reserves the right to recover monies owing by the member concerned.
- NATURE OF THE FEDERATION
- The Federation is a corporate body under the common law of the Republic of South Africa known as a universitas personarum.
- The Federation has perpetual succession. Thus:
- The Federation continues as an entity notwithstanding changes in and of its membership.
- The Federation holds its assets distinct from its Members
- No Member has any right, title, claim or interest to the assets of the Federation by reason of its membership.
- The Federation.
does not have the object of carrying on any business that has for its own object the acquisition of gain for itself or its Members.
- The Federation is not permitted to distribute any of its gains or profits to an individual.
- The Federation is required to utilise its funds solely for investment or for the object for which it has been established.
- The activities of the Federation are to be wholly or mainly directed to the furtherance of its sole or principle object.
- POWERS, RESTRICTIONS AND DISSOLUTION OF THE FEDERATION
The Federation may exercise the powers conferred on it under this Constitution.
This includes the power:
- To appoint agents and employees as it deems fit.
- To acquire in any manner of property for the use of the Federation
- To borrow monies, subject to Clause 6B, as required by the Federation in t he performance of its functions or the exercise of its powers.
- To secure the repayment of monies borrowed by it, including interest thereon, in any manner that the NEC may determine.
- To invest any monies of the Federation in any Deposit Taking Institution.
- To remunerate any person for services rendered in organising or managing of the affairs of the Federation.
- To open bank accounts and, subject to Clause 6B, to overdraw such accounts. To draw, make, accept, endorse, discount, execute and issue negotiable or transferable instruments of any kind.
- To apply for any law, order, regulation or other authorisation or provision that is to the benefit of the tourism industry, either directly or indirectly and equally to oppose any bills or law, actions or applications that may prejudice the interests of the tourism industry.
- To use such means as are required to publicise the objects of the Federation.
- To take out any insurance against any loss that the Federation may suffer.
- To merge with or enter into any reciprocal agreement with any other body or organisation which has similar objectives.
- To employ, dismiss and remunerate employees. The Federation can further establish and contribute to pension, medical aid and/or other like funds for the benefit of any employee. This effort must also investigate the possibility to incorporate the members of the Federation.
- To collect and disseminate information about the tourism industry and about policies or practices related thereto.
- To enter into any agreements for the purposes of the Federation and its members.
- Generally to do all such things as may be conducive to the attainment of the objectives of the Federation.
- The Federation shall not have the power, save with the approval by Special Resolution, to alienate any immovable property or real rights of which it is the owner.
- The Federation may lend monies to Members
The powers of the Federation are restricted in the following aspects, namely:
- The Federation may not borrow any monies except to finance any shortfall or deficit, including a temporary shortfall or deficit, in its funds,without majority approval from the NRC
- The Federation shall not have the power to encumber any of its assets unless a Special Resolution has approved by majority of NRC.
Members of the NEC shall be liable, jointly or independently, for the debts and/or obligations incurred by the NEC.
In the event of dissolution of the Federation for any reason whatsoever, on conclusion of all financial matters, any remaining finances or assets are to be disposed of as follows:
- All assets and remaining finance to be handed over to full members on a pro rata basis.
- STRUCTURE AND COMPOSITION OF THE FEDRATION.
- The Inaugural Conference of the Federation.
The Federation shall be established (in terms of this Constitution) and by way of resolution at an Inaugural Conference adopting the constitutional provisions of the agreed Constitution and confirmed by such a conference. Such a step brings into being the envisaged structures and powers, rights and obligations of the Federation as a body. Such a conference shall be formalised and confirmed with representatives from no less than 6 (six) full members.
The Federation shall be composed of 2 (two) hierarchical structures and levels of governance:
- A National structure and level of operation.(NEC)
- Any fully constituted Tourist Guide association.(NRC)
The National Structures and Functioning
- The Federation shall have a National Executive Committee (herein “the NEC”) composed of bona fide elected members. Such members shall serve for a 1 year period, by which time duly constituted associations will nominate representatives who can be re-elected or newly elected.
- The NEC shall be composed of a Chairperson, Vice Chairperson, and Treasurer and additional members. In the event of any election failing to fill any vacant positions on the NEC, they shall be filled by the NEC co opting alternate members. Decisions must be approved with two thirds majority
- The NEC shall be the national “face” and public image of the Federation and shall meet to run the affairs of the organisation on a monthly basis. These meetings can also be held electronically
- The NEC shall be the highest and final decision making body of the Federation. The operation and functioning of the NEC shall be in accordance with the constitution and its provisions.
- The NEC and NRC shall physically meet at least once every quarter in each financial year.
- The NEC may establish a Section 21 Company in terms of the Companies Act, 1973, for the purpose of managing and/or controlling specific funded resourced projects and units, assets and revenue streams to support the program of action for full members. The duly elected NEC may become the member-directors of the Section 21 Company and may co-opt such member-directors as are deemed relevant or necessary. The Secretary, as employed official, shall report to the NEC as per the established policies and procedures of the Company.
The NEC shall also inter alia:
- Define and formalise the internal policies and procedures of the Federation
- Structure and finalise staffing for the Federation on recommendations of the NRC
- Set up appropriate committees and work teams, on the recommendation of the NRC.
- Approve the annual and 6 (six) monthly budget framework of the Federation.
- Finalise a programme of action regarding the reimbursement of funds received from the National Department of Tourism to the Federation at national level, to full members pro rata. This data base will be subject to audit.
- Finalise the national business plan
- ANNUAL CONGRESS
- The convening notice and proceedings of the congress shall be the same as that for all other meetings.
- At any Congress a resolution put to the vote shall be decided on the same basis as that determined for any other meeting
- The business of the congress shall be to:
- Confirm the minutes of the previous Congress.
- The Treasurer will table the audited annual financial statements and report of the preceding year.
- The Treasurer will table the Budget for the ensuing year.
- Appoint Auditors qualified to act as such under the Public Accountants and Auditors Act 51 of 1951.
- Receive the report of the Chairperson
- Discuss any other matters which any Member of the Congress may propose.
- Incumbent members of th NRC will elect members to the NEC
- The NEC shall cause to be kept such accounting records as may be required to reflect the financial affairs of the Federation.
- The Treasurer shall, in accordance with generally accepted accounting practice, submit an income and expenditure statement and balance sheet for the previous year. This shall be forwarded to all members.
A copy of the annual financial statements, which are to be laid before the NEC, shall be presented to and approved by them prior to the National Congress and such documents shall be available for perusal, not less that 21 (twenty one) days prior to the date of the National Congress.
- AMMENDMENT OF THIS CONSTITUTION
The Federation shall entertain various categories of members within its ranks.
The annual Congress shall be the bedrock of the Federation’s structures and shall be an annual meeting as envisaged within the Constitution, Such a congress shall be launched following the Inaugural Conference and shall be an annual event. The full members shall elect the representatives to the NRC and mandate its representatives around the affairs and offices of the Federation.
The Treasurer, in consultation with the NRC, shall submit a Budget 6 (six) weeks prior to the end of each year. Such Budget shall reflect the proposed income and expenditure for the ensuing year and the proposed year. Such budget must be presented and approved at the end of year NEC meeting.
This Constitution may only be amended by a Special Resolution at which the notice of the meeting:
- Specifies the proposal to amend the Constitution will be put to the Federation’s Congresses and a final mandate to the NEC.
- Specifies in detail the manner in which it is proposed to amend this Constitution.
- Amended and accepted on 30 January 2010