You are not logged in  [Login]  [Join]

Constitution

 Back
Constitution of the Federation of Governing Bodies of South African Schools (FEDSAS)
1.Name
1.1 The name of the association is the Federation of Governing Bodies of South African Schools (hereinafter ‘the Association’ or ‘FEDSAS’).
1.2 The official abbreviation of the name of the Association is FEDSAS.

2. Legal personality
2.1 FEDSAS is a legal person and non-profit association, and, as such, has rights and obligations, assets and liabilities, as well as the capacity to sue and be sued in its own name.
2.2 FEDSAS shall continue to exist, despite changes in the composition of its membership or office bearers.
2.3 None of the members of FEDSAS is liable for the liabilities or obligations of the Association, or entitled to the assets or income of the Association, except as reasonable remuneration for services rendered.
2.4 Subject to prior authorisation by the National Council, the Chairperson of the National Council, or, in his/her absence, the Deputy Chairperson or any other member of the National Council authorised thereto by a resolution of the National Council, shall represent FEDSAS in all juristic acts of the Association.

3.Vision
The vision of FEDSAS is to maintain and promote quality education in public schools in the Republic of South Africa.

4.Mission
The mission of FEDSAS is to do everything in its power to represent its members and their interest groups in securing and promoting the highest possible standard of education for all children in our country in general and, in particular, to promote effective school governance and management to achieve the aforementioned.

5.Principles
5.1 FEDSAS endorses the Constitution of the Republic of South Africa.
5.2 FEDSAS supports the principle of maximum devolution of school governance and management to governing bodies of public schools, and strives to promote and extend the powers and functions of governing bodies by building the capacity of governing bodies.
5.3 FEDSAS supports and promotes the principle of the freedom of governing bodies and school communities to supplement the level at which education is provided by the State.
5.4 FEDSAS endorses the principle of selection and recognition based on merit and excellence.
5.5 FEDSAS supports the principle that school governing bodies should create opportunities for each learner to achieve his/her full potential.
5.6 FEDSAS endorses the principle of maintaining and promoting a culture of learning and teaching at all schools as well as the principle of excellence in education.
5.7 FEDSAS supports the principle of establishing and maintaining sound relationships with all education interest groups.
5.8 FEDSAS supports the principle of tolerance and respect for the diversity of cultures, religions and languages of the peoples of the Republic of South Africa.

6.Objectives
The objectives of FEDSAS are as follows:
6.1 To unite provincial associations of governing bodies as well as groups and individual governing bodies envisaged in 7 below.
6.2 To serve as representative body and mouthpiece for the promotion of the common interests and ideals of its members, without interfering in their domestic affairs.
6.3 To obtain official recognition from all relevant bodies, institutions and authorities.
6.4 To enter into discussions and negotiate with, and make submissions to, authority bodies and other institutions at all levels on behalf of its members.
6.5 To raise funds to achieve the objectives of FEDSAS.
6.6 To take all steps that may be necessary to promote the mission or objectives of FEDSAS.
6.7 To train, equip and assist its members in exercising their rights, executing their duties, and fulfilling their responsibilities.
6.8 To establish and promote sound communication with all education interest groups.

7.  Membership
7.1 The members of FEDSAS comprise affiliated governing bodies of public schools that have become members by virtue of approved applications for membership.
7.2 Designated groups or organisations may be accepted as members of FEDSAS, even if they are not governing bodies of public schools, if the relevant application for membership is approved by at least 75% of the members of the National Council present and voting at the meeting concerned, subject to such conditions as may be imposed by the meeting and accepted by the applicant.
7.3 A member of FEDSAS may terminate its membership of the Association by way of written notice to the Chief Executive.
7.4 A member’s membership may be terminated in writing by the Chief Executive in the event of non-payment of the prescribed membership fees, or based on an action or conduct that, in the Chief Executive’s opinion, is out of keeping with any provision of this constitution or any resolution by the National Council. Such termination shall only occur after a member has been afforded a reasonable period of time to supply reasons why the member’s membership should not be terminated.
7.5 When a member’s membership has been terminated in accordance with 7.4 above, such member will be entitled to appeal to the National Council against the Chief
Executive’s decision. The written notice of appeal must reach the Chairperson by no later than twenty (20) calendar days following the date of termination of membership.
7.6 When considering the appeal, the National Council will be entitled to obtain such additional information as, in the National Council’s view, may be necessary to reach a fair and just decision. 
membership is approved by at least 75% of the members of the National Council present and voting at the meeting concerned, subject to such conditions as may be imposed by the meeting and accepted by the applicant.
7.3 A member of FEDSAS may terminate its membership of the Association by way of written notice to the Chief Executive.
7.4 A member’s membership may be terminated in writing by the Chief Executive in the event of non-payment of the prescribed membership fees, or based on an action or conduct that, in the Chief Executive’s opinion, is out of keeping with any provision of this constitution or any resolution by the National Council. Such termination shall only occur after a member has been afforded a reasonable period of time to supply reasons why the member’s membership should not be terminated.
7.5 When a member’s membership has been terminated in accordance with 7.4 above, such member will be entitled to appeal to the National Council against the Chief
Executive’s decision. The written notice of appeal must reach the Chairperson by no later than twenty (20) calendar days following the date of termination of membership.
7.6 When considering the appeal, the National Council will be entitled to obtain such additional information as, in the National Council’s view, may be necessary to reach a fair and just decision.

8.Official languages
8.1 The official languages of FEDSAS are English and Afrikaans, as well as any other official language of the Republic of South Africa that may from time to time be identified by the National Council.
8.2 All agendas and minutes of meetings shall, wherever practically achievable, be drawn up in each of the official languages of FEDSAS in turn, provided that a member shall be entitled to insist that a motion or resolution be proposed and minuted in the official FEDSAS language of the member’s choice.
8.3 Motions and amendments shall be put forward in the official language of the proposer’s choice, provided that the Chairperson shall be entitled to present a free translation of such motion or amendment to the meeting.

9.Structures of FEDSAS
9.1Annual General Meeting
9.1.1 The Annual General Meeting is the highest policy-making body of FEDSAS.
9.1.2 The Annual General Meeting shall take place once a year at a date and venue determined by the National Council.
9.1.3 The Annual General Meeting shall comprise persons delegated for that purpose by the Provincial Councils.
9.1.4 Each Provincial Council shall be entitled to delegate persons to the Annual General Meeting of whom only five (5) shall be entitled to vote. The quorum for resolutions by the Annual General Meeting shall be twenty-three (23).
9.1.5 Each delegate with the right to vote must be in possession of a letter of credence issued by the Provincial Council.
9.1.6 No proxy votes shall be allowed.
9.1.7 All resolutions by the Annual General Meeting are taken by way of a show of hands, unless the meeting agrees otherwise. All resolutions are taken by way of a simple majority of votes. In the case of an equality of votes, the Chairperson shall have the casting vote.
9.1.8 Annual General Meetings may take place as face-to-face meetings or as virtual meetings held with the help of technology, subject thereto that all members participating in the meeting can simultaneously hear each other and participate freely in discussions in accordance with a procedure determined by the National Council.
9.1.9 The Annual General Meeting shall:
  • consider and adopt the Chairperson’s annual report;
  • consider and adopt the Association’s annual financial report;
  • elect the members of the National Council as well as a secundus for each member of the National Council;
  • elect the Chairperson of the Association;
  • elect the Vice- Chairperson of the Association from among the elected members of the National Council;
  • appoint independent auditors to audit the financial affairs of the Association.
9.2 National Council
9.2.1 The executive authority, governance and responsibility of FEDSAS are vested in the National Council.
9.2.2 The National Council consists of one person per province, elected at the Annual General Meeting by the Annual General Meeting; the Chairperson; the Chief Executive and Deputy Chief Executive of FEDSAS, as well as a maximum of three persons coopted by the National Council. The members who are so co-opted are not required to be members of governing bodies. The Annual General Meeting will also appoint a secundus for each elected member of the National Council.
9.2.3 The National Council shall convene one ordinary meeting in each half of the year, at a time and venue determined by the Chairperson.
9.2.3.1 The Chairperson may, at his/her sole discretion, convene an extraordinary meeting of the National Council, and is compelled to convene such a meeting at the written request of at least four members of the National Council, in order to deliberate and decide on any important, urgent matter.
9.2.4 The National Council shall determine the procedure to be followed at its meetings as well as the meetings of the Executive Committee and any other committees.
9.2.5 Meetings of the National Council may take place as face-to-face meetings or as virtual meetings held with the help of technology, subject thereto that all members participating in the meeting can simultaneously hear each other and participate freely in discussions in accordance with a procedure determined by the National Council.
9.2.6 Fifty percent of the members of the National Council shall constitute a quorum at the meeting of the National Council.
9.2.7 The term of office of members of the National Council shall be one year, and each of the members shall be eligible for re-election.
9.2.8 The National Council shall settle all urgent matters on behalf of the Annual General Meeting when the Annual General Meeting is not in session, and shall report on such matters to the Annual General Meeting.
9.2.9 The National Council shall determine policy for FEDSAS, although such policy may be amended or set aside by the Annual General Meeting.

9.3 Executive Committee
9.3.1 The National Council shall appoint an Executive Committee, which will consist of the Chief Executive and one executive officer for each province.
9.3.2 The Executive Committee is responsible for the Executive Centre and its activities.
9.3.3 The Chief Executive or the National Council shall convene the meetings of the Executive Committee at a time and venue determined by him/her/it.
9.3.4 The Executive Committee shall attend to the implementation of resolutions of the Annual General Meeting and the National Council, the day-to-day management of the Association, and all urgent matters, and shall report on these to the National Council.
9.3.5 The Executive Committee shall report to the National Council on all its activities.
9.3.6 The Executive Committee shall be entitled to co-opt members according to its requirements, provided that no co-opted member shall have the right to vote at any meeting of the Executive Committee.

9.4 Committees
9.4.1 The National Council and the Executive Committee may appoint committees to assist them in the execution of their duties.
9.4.2 The chairperson of each committee must be appointed by the National Council.
9.4.3 The National Council may appoint any person as a member of a committee.

9.5 The Chairperson, Deputy Chairperson, Secretary and Treasurer
9.5.1 The National Council shall from its ranks elect a Deputy Chairperson, who shall be nominated and elected by secret ballot.
9.5.2 The Chairperson, Deputy Chairperson and all other office bearers of the National Council shall hold office for one year.
9.5.3 The Chairperson shall preside at all meetings of FEDSAS and the National Council, and shall have only a casting vote at such meetings.
9.5.4 In the absence of the Chairperson, the Deputy Chairperson shall preside and, in his/her absence, the National Council shall appoint an acting chairperson by way of a majority decision.
9.5.5 The Chairperson shall undertake all tasks and responsibilities entrusted to him/her in terms of this constitution or by the National Council. In his/her absence, the Deputy Chairperson and, in the Deputy Chairperson’s absence, a member of the National Council thereto appointed by said Council, shall undertake such tasks and responsibilities.
9.5.6 Should the Chairperson vacate office before his/her term of office has expired, the National Council shall, by way of a majority decision, appoint one of its members to take up said office until the relevant term of office expires.
9.5.7 The National Council shall appoint a Secretary.
9.5.8 The Secretary shall be a member of the National Council, without the right to vote.
9.5.9 It shall be the duty of the Secretary to minute the resolutions of each meeting of the National Council and the Executive Committee, and to ensure that agendas for the meetings are provided to members at least fourteen (14) days beforehand.
9.5.10 The National Council is entitled to remunerate the Secretary for his/her services.
9.5.11 The Secretary shall perform all functions assigned to him/her by the National Council.
9.5.12 The National Council shall appoint a Treasurer.
9.5.13 The Treasurer shall be a voting member of the National Council (except if said person is not appointed from the elected ranks of the National Council, in which case he/she shall not have the right to vote).
9.5.14 The Treasurer shall be responsible for the keeping of financial records in accordance with the provisions of this constitution.

9.6 Executive Centre
9.6.1 The National Council may appoint a Chief Executive and, if necessary, staff to perform such administrative and other functions as the National Council may determine.
9.6.2 The National Council shall determine duty sheets.
9.6.3 The Chief Executive is accountable and must report to the National Council regarding the performance of his/her duties.
9.6.4 The management and executive capacities of FEDSAS vest in the Chief Executive.

9.7 Provincial Councils
9.7.1 FEDSAS shall have a Provincial Council for each province of South Africa.
9.7.2 The Provincial Councils shall function in terms of rules and regulations approved by the National Council.
9.7.3 The National Council shall be entitled to delegate such rights, functions and work to any Provincial Council or office bearer of a Provincial Council as the National Council may deem necessary to achieve the objectives of the Association, or to promote the most efficient and effective functioning of the Association.

9.8 Vacation of office by office bearers
9.8.1 Any elected office bearer may vacate office by submitting a written notice to that effect to the Chairperson in the case of a member of the National Council, or to the Chairperson of the Provincial Council in the case of a member of that council.
9.8.2 A National Council member’s membership of that council may be terminated in writing by the Chairperson based on an action or conduct that, in the majority of the National Council members’ view, is out of keeping with any provision of this constitution or any resolution by the National Council. Such termination shall only occur after the member has been afforded a reasonable period of time to supply reasons why the member’s membership should not be terminated.
9.8.3 When a member’s membership has been terminated in accordance with 9.8.2 above, such member shall be entitled to appeal to the Annual General Meeting against the National Council’s decision. The written notice of appeal must reach the Chairperson by no later than twenty (20) calendar days following the date of termination of membership.
9.8.4 When considering the appeal, the Annual General Meeting shall be entitled to obtain such additional information as, in the Annual General Meeting’s view, may be necessary to reach a fair and just decision.
9.8.5 The provisions in 9.8.2 to 9.8.4 above equally apply to the termination of the membership of an office bearer of a Provincial Council, in which case all references to the Chairperson, National Council and Annual General Meeting shall be deemed references to the Chairperson of the Provincial Council, the Provincial Council and the National Council respectively.

10. Membership fees
10.1 The National Council shall annually determine the membership fees of FEDSAS, which shall be payable on dates determined by the National Council.
10.2 In the case of designated groups or organisations envisaged in 7.2 above, the Chief Executive and Treasurer shall determine their membership fees upon their admission as members, in accordance with guidelines determined by the National Council, following which said membership fees shall be annually reviewed and determined by the National Council.

11.Finance, assets and liabilities, and rights and duties
11.1 The financial year of FEDSAS extends from 1 January to 31 December.
11.2 The financial dealings of FEDSAS will be undertaken through a bank account held at a recognised and approved financial institution, on which the National Council may decide from time to time.
11.3 All FEDSAS income and expenditure, and assets and liabilities, will be recorded in accordance with recognised and accepted accounting practices.
11.4 The National Council, through the Chief Executive, is entitled:
11.4.1 to acquire, alienate or in any other lawful manner deal with property, whether movable or immovable;
11.4.2 to open accounts, and to invest or withdraw funds; and
11.4.3 to raise loans or to pledge movable or immovable property as security for loans.
11.5 A financial report must be prepared annually by the Executive Committee and tabled before the Annual General Meeting for approval.
11.6 The National Council is entitled to disburse allowances, salaries or remuneration for any purposes that, in its opinion, may be necessary to ensure the proper functioning of the Association or the due promotion of its objectives.
11.7 No funds of the Association shall be disbursed to any person, other than in the course of pursuing the public benefit activities of FEDSAS, as embodied in the abovementioned objectives.
11.8 FEDSAS funds shall be used solely for the objectives for which the Association was established, or shall be invested with a financial institution as defined in Section 1 of the Financial Services Board Act, 1990 (Act 97 of 1990).
11.9 FEDSAS shall not undertake any business venture or trading activity, unless specifically permitted in terms of Section 30(3)(b)(iv) of the Income Tax Act, 1962 (Act 58 of 1962).

12.Amendment
Any provision of this constitution may be amended at a meeting of the National Council, subject to the following:
12.1 That the members of the National Council be notified of such proposed amendment at least fourteen (14) days prior to the meeting at which such amendment will be considered, unless the National Council unanimously approves a shorter notice period at the meeting concerned.
12.2 That two thirds of voting members present at such meeting vote in favour of such amendment.

13.Dissolution
13.1 The Association shall be dissolved when two thirds of voting representatives present at an ordinary or extraordinary Annual General Meeting vote in favour of such dissolution, provided that at least fourteen (14) days’ prior written notice of the proposal for dissolution of the Association was given.
13.2 Upon dissolution of the Association, its assets will be liquidated by a liquidator appointed by the meeting where the resolution for dissolution is passed. If no such liquidator is appointed, the Head of the Gauteng Department of Education shall be entitled to appoint a liquidator.
13.3 The proceeds of the liquidation shall be utilised in the following order of preference:
13.3.1 The costs of the liquidation
13.3.2 All creditors of the Association
13.3.3 All amounts payable to the Chief Executive or staff of the Association
13.3.4 The balance, if any, shall be transferred to a similar organisation with essentially the same mission and aims as those of FEDSAS (which organisation shall be nominated by the meeting where the resolution for dissolution is passed or, failing which, by the Head of the Gauteng Department of Education).