Constitution

Modifications to be voted on 30 October 2010 in RED (Comply with NPO standards)

1. Interpretation
   "Cape Town Wireless User Group" shall mean the members of the Group and any honorary members appointed in terms of this constitution. "Member" shall mean a member of the Group. "Committee Member" indicates a member of the Committee who has been duly elected in terms of this constitution, including any member of the Group who has been co-opted by the Committee in terms of this constitution. Except where otherwise stated, words denoting the masculine shall include the feminine; and words denoting the plural shall include the singular.
   
2. Constitution, Name, and Membership
   1. This Constitution shall govern the Group and all its members.
   2. The body shall be constituted as the Cape Town Wireless User Group, hereinafter referred to as the "the Group". The Group shall be an association of members pursuing the same objectives and purposes without financial gain to any of its members. The Group shall be constituted as a separate legal entity with its own assets and liabilities.
   3. Membership of the Group is open to all persons interested in furthering the purposes of the Group and more specifically the "Objectives" enumerated below, subject to registration.
3. Mission Statement
   1. The mission of the Group is to promote the understanding and use of the 802.11a/b/g wireless standards, provide a playground for Members to test new technologies, as well as a free network to the community.
4. Objectives
   1. The Group shall serve as a source of information regarding Wireless technologies and networks in the Western Cape region.
   2. The Group shall liaise with the public, press and academic organisations.
   3. The Group shall endeavour to be represented at wireless industry events in the Western Cape.
   4. The Group shall provide a forum and/or any other form for the open exchange of information.
   5. The Group shall endeavour to educate/train the public and members on how to use wireless equipment.
   6. The Group will act in a philanthropy and benevolent manner thus increasing the well being of humankind.
5. Committee
   1. The Committee shall be the governing body of the Group.
   2. The Committee shall consist of a Chairman, Vice-Chairman, Treasurer and Secretary elected at the Annual General Meeting. The Committee may co-opt other members as deemed necessary to fulfill the purpose of the Group.
   3. Specific Committee Members may take on one or more responsible roles as Webmaster and additional designated responsibilities as deemed necessary.
   4. The Committee shall consist only of natural persons.
   5. The Committee and only the Committee shall make public statements on behalf of the Group.
6. Committee Meetings
   1. A quorum for Committee meetings shall be three members (half + 1).
   2. All matters before the committee shall be decided by means of a majority vote. In the event of an equal split in the votes, the Chairman (or acting Chairman) may exercise a casting vote.
   3. Minutes of meeting must always be taken and any important decisions taken that affect CTWUG will be publicly announced on the CTWUG website, thereby archived and made accessible to everyone.
   4. Committee meetings shall be announced by the Chairman at least one week before the proposed time of the meeting.
7. Functions of Office Bearers
   1. The Chairman shall decide all matters relating to order and execute the other customary duties of a Chairman.
   2. The Vice-Chairman shall assist the Chairman in the governance of the Group and may act in the place of the Chairman at his/her request.
   3. The Secretary shall be responsible for the taking and distribution of minutes of the Committee Meetings and/or any other form of information he deems useful to the Group.
   4. The Treasurer shall:
      1. Be authorised to open, administrate and operate the banking account in the name of the Group.
      2. Keep all books of account of the Group and present these, upon reasonable request, to any member.
      3. Present a financial report at every Quarterly General Meeting.
      4. Disburse all moneys authorised by the Committee in accordance with the provisions of this constitution and account for such disbursement to the Committee at the following meeting.
      5. Keep the financial affairs of the Group separate at all times to those of any of its members and ensure there is no conflict between the interests of the Group and any members. In the event of such conflict, the Treasurer shall report the matter to the Committee immediately.
8. Definition of Responsible Roles
   1. The Webmaster shall maintain the Group's website.
   2. Network Administrator shall maintain all routing and High Sites on the network, as well as design and maintain the network and High Sites.
   3. High Site Representative shall represent all chosen High Sites deemed necessary by the Network Administrators.
9. Election of Committee Members
   1. Committee members shall be elected at the Annual General Meeting by means of a process of nomination.
   2. The Nomination process will start 2 months before the next AGM meeting
   3. Nominees should have 1 vote and 2 signatures to second (thus a person can nominate himself, but will need 2 signatures to second the nomination).
   4. A list of nominees should be submitted 6 weeks prior to the AGM.
   5. Each nominee should prepare a short background of himself/herself and his/her area of expertise. This should be submitted 22 days before the meeting to accompany the Agenda.
   6. The Agenda is to be circulated 21 days before the meeting.
   7. Any Committee member so elected will hold office for a period of one year commencing from the day of the AGM.
10. Disqualification of Committee Members
    1. A Committee member who is absent without apologies from three consecutive Committee meetings may be relieved of his duties at the discretion of the Committee present at the meetings.
    2. A Committee member who is guilty of general misconduct shall be disqualified by a majority vote of two-thirds of the whole Committee.
    3. Any Committee member who uses his position to further his own interest to the exclusion of any other in the Group shall be disqualified.
11. Meetings
    1. Meetings of the Group shall be held quarterly, unless otherwise specified by the Committee.
    2. There shall be an AGM. Notice and the agenda thereof shall be posted to all members at least twenty one days before the date of such a meeting.
    3. The quorum for the AGM shall be one third of the Group or twenty members, whichever is the lesser. These numbers include proxy votes.
12. Members
    1. Members are natural persons who subscribe to the Group's Internet mailing list for announcements and have attended at least one meeting of the Group.
    2. Membership may be revoked by the Committee if it can be shown that a member acts in any way detrimental to the interests of the Group.
    3. Members are not permitted to make public statements or representations on behalf of the Group without the consent of the Committee.
13. Adoption and Amendment
    1. This Constitution may be amended by a majority of two thirds of all members attending an AGM. Such amendment includes the temporary waiver of any provisions, the inclusion or removal of any clauses and the dissolution of the Group.
14. Committee decisions
    1. Committee members have the authority to make decisions in the best interest of the 3 main kinds of Wuggers (technology experimenters, gamers and shares).
       1. When above mentioned decisions are made the following rules shall be upheld
       2. The majority of the committee must agree on such a decision
       3. It is the responsibility of the committee to inform the users, by means of correspondence, of the outcome of such decisions.
       4. It should be made public which committee members stood for and against a decision
15. Regulatory requirements
    1. The group should comply to all regulatory requirements relating to an NPO or PBO.
16. Financial Matters
    1. Any funds or assets shall be used solely to meet the objectives of the group, if funds are not utilized it will be placed in the groups bank account, it will not be invested in any other way.
    2. All donations should be banked in the groups banks account within 2 business days of receipt.
    3. Payments should be made via bank transfers, except if approved by a committee member other than the Treasurer (a receipt must be supplied).
    4. Within 30 days after receiving bank statements all income will be reflected on the groups financial web page.
    5. Within 30 days after receiving bank statements a full set of monthly financials should be made available for perusal.
    6. The groups financial year will run between 1 Mar and 28 Feb
    7. 60 days after year end a full set of accounts should be available for all members to view.
    8. At least one years bank statements and financial statements should be available on every group meeting.
    9. Any cash collected should be counted on receipt by a committee member and a member.
    10. All records should be kept for a minimum of 4 years
17. Indemnity
    1. No office bearer or member can be held responsible for any debt or obligation of the group.
18. Closing of the group
    1. In the event that the organisation closes down all assets will be donated to a group with similar objectives.