Cape Bird Club: Notice of a Special General Meeting

Notice of a Special General Meeting

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CAPE BIRD CLUB: IMPORTANT NOTICE

There will be a special general meeting on 11 June 2015.
This will be a short meeting that will take place before the main event entitled
"CBC’s Birding Adventure in Sri Lanka 2015".
Enquiries in connection with the SGM can be addressed to Julian Hare at Julian.Hare@telkomsa.net

25 May 2015

NOTICE
Is hereby given of a
SPECIAL GENERAL MEETING

Convened by the main Committee of the Club

To be held at 20h00 on 11 June 2015
at the Nassau Centre, Groote Schuur High School, Newlands, Cape Town.

In order to obtain members’ approval of Resolutions 1 to 3

RESOLUTION 1: It is hereby resolved that:
The Cape Bird Club will remain an Affiliate Member of BirdLife South Africa.

RESOLUTION 2: It is hereby resolved that:
The Cape Bird Club’s constitution will be updated to conform to the new BirdLife South Africa constitution dated 21 March 2015.

RESOLUTION 3: It is hereby resolved that:
The Cape Bird Club will sign an annual Affiliation Agreement with BirdLife South Africa.

BACKGROUND AND RATIONALE:

We refer you to the memorandum received from BirdLife South Africa (see below) titled

CONSTITUTIONAL CHANGES FROM 21 MARCH 2015
MEMORANDUM FOR CLUBS AND MEMBERS

In terms of these changes, bird club members can choose as individuals whether they wish to:

(a)   Remain a Full DIRECT MEMBER of BirdLife South Africa, thus retaining membership of both BirdLife South Africa and of the Cape Bird Club; or
(b)   Change their status to an AFFILIATE MEMBER through the bird club, thus remaining a member of the Cape Bird Club only. Members who wish to exercise this option can do so on renewal of their annual membership subscription and inform membership@birdlife.org.za accordingly.
(c)   An annual affiliation fee of R15 will be payable by club members.
(d)   The discounted subscription rate applicable to BirdLife South Africa members in respect of the magazine African Birdlife will not apply to Affiliate members
(R220 with BLSA membership, R288 without BLSA membership).

BIRDLIFE SOUTH AFRICA
CONSTITUTIONAL CHANGES – FROM 21 MARCH 2015
MEMORANDUM FOR CLUBS AND MEMBERS

1.   APPROVAL OF NEW CONSTITUTION

At the Annual General Meeting (AGM) held on 21 March 2015 the members of BirdLife South Africa approved the new proposed Constitution which had been available to members for review in the weeks prior to the AGM.

This new Constitution therefore came into immediate effect.

It still has to pass SARS scrutiny. We do not however anticipate any problems here since the paragraphs required to be included by SARS have been copied to this new Constitution verbatim from the previous one which had received SARS approval.

2.   CONSEQUENCES ARISING ON IMPLEMENTING THE NEW CONSTITUTION

There are important consequences arising out of the adoption of the new Constitution, regarding:

a)   Membership of BirdLife South Africa
b)   Dissolution of Council and ExCo
c)   Honorary President
d)   Executive Board to be created
e)   Governance Committee to be created.

3.   MEMBERSHIP

a)   Bird clubs
There are two actions required of all bird clubs:
Sign an Affiliation Agreement. This will be drafted and issued to bird clubs in the next few weeks.

b)   Voluntary membership of BirdLife South Africa
All existing bird club members may now decide whether they will remain full DIRECT members of BirdLife South Africa or become AFFILIATE members through their bird clubs. An annual affiliation fee of R15 will be payable by Affiliate members.

We hope that ALL existing members will decide to remain full DIRECT members of BirdLife South Africa.

c)   Transitional arrangements
The Executive Board will make a decision on transitional arrangements to provide for existing bird clubs and members to become compliant with the new Constitution. Members and bird clubs will then be notified.
We propose the following:
a.   Existing Bird Clubs: Bird clubs who have not made a special arrangement
will retain their existing status until 30 June 2015. This will allow time for these bird clubs to make internal arrangements to comply with the new Constitution. Thereafter, the signing of the Affiliation Agreement and payment of Affiliation Fees must take place to allow the Constitutional requirements to be met (w.e.f. 1 July 2015).

b.   New Bird Clubs: These clubs must sign the Affiliation Agreement and pay the Affiliation Fee in order to become an Affiliated Bird Club and participate in the affairs of BirdLife South Africa.

c.   Voluntary Membership: We suggest that those members who wish to change their status and become AFFILIATE members should advise Shireen Gould, the Membership Manager (membership@birdlife.org.za) when renewal of their existing membership falls due. AFFILIATE members will then be re-invoiced for their bird club membership only. At this time the discount available to BirdLife South Africa members in respect of the African Birdlife magazine will be removed and the member will be invoiced for the full price of the magazine.

4.   DISSOLUTION OF COUNCIL AND EXCO

On the acceptance of the new Constitution at the AGM, Council and the Executive Committee were immediately replaced by the new Executive Board and the Governance Committee.

5.   HONORARY PRESIDENT

Dr Phoebe Barnard, the existing Honorary President remains in office until the completion of her 4 year term. There is provision in the new Constitution for the Honorary President to appoint up to three additional Honorary Vice Presidents, each for a 4 year term. No appointments have yet been made.

6.   EXECUTIVE BOARD

The new Executive Board comprises:

Chairman Term:4 years Roger Wanless
CEO Term:Determined by Executive Board       Mark Anderson
Treasurer Term:3 years, renewable Mike McCullough

Forum representatives:       Terms:   As determined by Forums
Northern Region                   Philip Calinikos
KZN Roy Cowgill
Western Cape Vernon Head


Up to 5 co-opted members:   Term: 3 years, renewable   TBA
(David Chamberlain was co-opted onto the Executive Board at the Executive Board meeting on 22 April 2015)

NOTES:
a.   The Chairman and the Treasurer were elected at the AGM on 21 March 2015.
b.   The CEO’s appointment was ratified by the Executive Board on 22 April 2015.
c.   The Forum representatives are nominated by their respective Forums.
d.   The five co-opted members are appointed by those members of the Executive Board who are not co-opted.

7.   GOVERNANCE COMMITTEE

A Governance Committee came into being on the acceptance of the new Constitution at the AGM. The composition of the Governance Committee is as follows:

   Chairman                   Nigel Stainforth

   A maximum of 4 additional members:
2 members who may be Executive Board Members
2 additional members (non-Executive Board Members)
The Chairman was elected at the AGM on 21 March 2015.
The remaining members are appointed by an Electoral College comprising:
•   The Honorary President
•   The Chairman of the Governance Committee
•   The three representatives of the Regional Forums on the Executive Board
The current remaining members are Philip Calinikos, Mike McCullough, Uli Schackermann and Chris Cory

23 April 2015

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