Following the recent AGM a number of changes (resolutions voted for by the members) have been adopted.  These are in the process of being integrated into the existing constitution, and we hope to publish the updated documents shortly. Below are the proposed amendments and also a link to the existing constitution.

Proposed Amendments to the ODU Constitution

Special Resolutions pursuant to which certain amendments are individualy sought in respect of Constitution in terms whereof:

Special Resolution 1

1.     By amending clause 5 in the Constitution dealing with Membership as follows:

1.1.  The deletion of clause 5.1.2.2

1.2.  The insertion of a new clause 5.2A, to read as follows:

5.2A   “Honorary Membership

Any employee (including but not limited to a teacher, administration or grounds staff) (hereinafter “Bishops Staff”) who is not already an OD, and who has served at least ten years at Bishops, will automatically be admitted as a member of the ODU, without any payment of the prescribed fee.”

Explanation:  The amendment is sought to codify the practice of that which has become practice at the ODU and in keeping with the intent and purport of the existing terms of the Constitution relating to (academic) staff employed by Bishops, but encompassing all employees of the school.

Special Resolution 2

2. By replacing clause 7.4.2 of the constitution with the following:

“7.4.2   shall ensure that the Committee at all times acts within the prescripts of the Constitution and complies with its rights and obligations as set out therein in relation to inter alia, the holding of meetings, the taking of decisions and the publication of the minutes of the meetings and records of decisions taken on the OD website.”

Explanation:  in order to strengthen the accountability and transparency of the committee as well as reducing the perceived authority of the chair.

Special Resolution 3

3.     By replacing clause 8.7.1 of the Constitution with the following:

“8.7.1  Each member of the committee will be elected to hold office for a period of no more than three (3) successive years of having served on the committee until such time as his / her resignation or removal.  Members of the committee will be ineligible for nomination and re-election to the committee upon the completion of the three (3) successive years until a further period of two (2) years has passed following the three (3) year term save to the extent that a general meeting resolves that the period of office a member of the committee shall be extended and the period of such resolved extension.”

Explanation: In order to ensure that there is greater continuity within the members of the OD Committee so that the institutional knowledge of the ODU and the management and administration thereof is not interrupted.  Those members of the committee who have served in previous years will have those previous years taken into consideration in the determination of the 3 year period.

Special Resolution 4

4.     By inserting a new clause 10.7A to read as follows:

“10.7A     All decisions taken by the committee shall be referred to a vote of the committee whether taken in writing via round robin or as agreed in committee meetings and shall be recorded in writing, duly recording the number of votes for and against the resolution voted upon, which will be recorded and published. ”       

Explanation: To ensure that each decision of the committee is in fact voted upon, recorded and that the members of the committee are held accountable.

Special Resolution 5

5.     By inserting new sub clauses under 6.3 to read as follows:

6.3.3  At any time, an OD may request the feedback from the Committee (including, but not limited to an idea, risk, opportunity, or complaint) on any matter for the Committee’s consideration, debate and / or decision;

6.3.3  Should the Committee choose not to vote on the matter, the OD so requesting would require 5 ODs to in writing require the OD Committee to formally vote on the matter;

6.3.4  Should a written requisition for an SGM notice be delivered thereafter, the Committee must publish the request to all ODs and the decision and reasons therefore to go forth or not

6.3.5  The Committee undertakes and agrees to render whatever assistance as is required to ensure that any request for an SGM falls within the confines of its Constitution, complies with the requirements and contains motions which are capable of being voted upon.

Explanation: To provide for an easier way to deal with queries, concerns and the like through the committee, to ensure that the committee is held accountable and ultimately to assist in any issue which is required to be dealt with at an SGM passes muster in order to hold such an SGM

Special Resolution 6

6.      By inserting a new clause 18 to read as follows:

18.1  It is recorded that the OD Union’s, under the name and style of the OD Bursary Fund, application for exemption from income tax has been approved as it meets the requirements of a Public Benefit Organisation (PBO) set out in section 30(3) of the Income Tax Act No 58 of 1962 (the Act). Your Income Tax Exemption has been granted in terms of section 10(1)(cN) of the Act effect from 27 May 2002. The PBO Number is 130003078.

18.2  The Committee hereby accept fiduciary responsibility for the public benefit organisation, who are not connected persons in relation to each other, and no single person directly or indirectly controls the decision-making powers relating to such organisation.

18.3  It is agreed that on dissolution of the OD Union, and or the OD Union Bursary Fund,  the remaining assets must be transferred to the Diocesan College, being a public benefit organisation, which has been approved in terms of section 30 of the Act or any other institution, board or body which is exempt from the payment of income tax in terms of section 10(1)(cA)(i) of the Act, which has as its sole or principal object the carrying on of any public benefit activity; or any department of state or administration in the national or provincial or local sphere of government of the Republic, contemplated in section 10(1)(a) or (b) of the Act, as may be determined by an ordinary resolution passed at a general meeting of the OD Union.

18.4  It is recorded that the activities of the OD Union are carried on in a non-profit manner and with an altruistic or philanthropic intent.

18.5   It is recorded that no activity will directly or indirectly promote the economic self-interest of any fiduciary or employee of the organisation otherwise than by way of reasonable remuneration.

18.6   It is recorded that no funds will be distributed to any person (other than in the course of undertaking any public benefit activity).

18.7  It is recorded that the funds of the OD Union will be used solely for the objects for which it was established.

18.8  It is recorded that the OD Union will not be a party to, or does not knowingly permit, or has not knowingly permitted, itself to be used as part of any transaction, operation or scheme of which the sole or main purpose is the reduction, postponement or avoidance of liability for any tax, duty or levy which, but for such transaction, operation or scheme, would have been or would have become payable by any person under this Act or any other Act administered by the Commissioner;

18.9  It is recorded that no resources will be used, directly or indirectly, to support advance or oppose any political party.

18.10  It is recorded that no remuneration will be paid to any employee, office bearer, member or other person, which is excessive, having regard to what is generally considered reasonable in the sector and in relation to the service rendered and has not and will not economically benefit any person in a manner which is not consistent with its objects.

18.11  It is recorded that no donation will be accepted which is revocable at the instance of the donor for reasons other than a material failure to conform to the designated purposes and conditions of such donation, including any misrepresentation with regard to the tax deductibility thereof in terms of section 18A: Provided that a donor (other than a donor which is an approved public benefit organisation or an institution, board or body which is exempt from tax in terms of section 10(1)(cA)(i),which has as its sole or principal object the carrying on of any public benefit activity) may not impose any conditions which could enable such donor or any connected person in relation to such donor to derive some direct or indirect benefit from the application of such donation.

18.12  It is recorded that all and any amendments to the constitution will be submitted to the Commissioner for the South African Revenue Service, once voted upon and approved.

Explanation: The above insertions in the Constitution are an absolute requirement imposed by SARS to ensure that the PBO status, recently re-confirmed is retained.  It would be a travesty were the PBO status be allowed to lapse (again).

To download the existing ODU Constitution click here: ODU Constitution