The name of the organization shall be the ‘Leprosy Mission Southern Africa’, hereafter referred to as ‘the Mission’.
a) Constitution means this Constitution of the Leprosy Mission Southern Africa.
3. Head Office
The Head Office of the Mission shall be at Johannesburg or at such other place in South Africa as the Council may from time to time determine.
4. Statement of Faith
We believe in
5. Vision StatementThe Leprosy Mission will be a respected Christian Organisation, harnessing its talents in order to excel in providing effective care to people affected with leprosy in the spiritual, physical and psycho-social dimensions, enabling them to become independent and integrated members of their communities.
The Leprosy Mission will create awareness of its work in society and strive for the eradication of leprosy.
6. Mission Statement
Our mission is to see people affected with leprosy living to the full of their God-given potential.
This is achieved by:
Ministering in the name of our Lord Jesus Christ to their physical, mental, social and spiritual needs;
Assisting in their rehabilitation;
Creating hope for our clients through opportunities for empowerment and by working for a society in which they will receive excellent, prompt and accessible treatment;
Generating the resources needed to accomplish this task through a fundraising programme and sharing information.
8. ObjectivesTo achieve its purpose, the Mission has categorised its objectives according to four main modules. They are:
Promoting the economic independence of people affected by leprosy, with the emphasis on skills, employment and entrepreneurship.
Ensuring the effective treatment of leprosy patients by promoting case finding, diagnosis, case holding and surveillance. This aim includes the prevention of disability and the eventual tracing and treatment of all leprosy patients. Training of health personnel and the integration of leprosy services into the mainstream health sector are major objectives.
Promoting the psycho-social well-being of people affected by leprosy through counselling, group care and networking.
Promoting Christian teaching and pastoral care through local churches, giving clients an opportunity to hear the gospel. Where no local church or pastoral care exists, supplementary arrangements may be made where possible. No one is compelled to receive Christian teaching, counselling or pastoral care against his or her will.
Training is a major component of the above modules.
Where it is necessary or desirable and in particular to comply with the requirements of a government within whose boundaries the Mission is operating, general medical care and treatment may be provided as deemed fit.
The mission will engage in its business as an independent ‘legal persona’, having an existence independent of its personnel, council and eligible voters and all its assets shall be registered or held in the name of the Mission. Individual personnel, council members and eligible voters shall not be liable for the debts and liabilities of the Mission, as per clause 25 below.
The Mission shall have all such powers as are necessary and expedient for the carrying out of its aims or which are conductive thereto, including the powers to:
a) Co-operate and work with any other organisation or society.
10. Area of Operation
The area of operation of the Mission in which funds will be collected and in which the objectives will be carried out shall be any country in Southern Africa as mutually agreed through negotiation with other organisations whose major concern is the care of people affected by leprosy.
11. Disbursement of Funds
The funds of the Mission shall be primarily allocated for use in its area of operation. Funds may be directed towards the objects of the Mission beyond this region as decided by the Council.
12. Income, Property and Monies
a) The Mission will maintain written records of its property.
13. Honorary Office Bearers
The Mission may have an Honorary President and not more than five Honorary Vice-Presidents. The Honorary President and Honorary Vice-Presidents shall be elected at an Annual General Meeting and shall hold office for a period of five years.
a) The affairs of the Mission shall be managed by a Council consisting of at least five members
i. Not more than seven members elected by the Annual General Meeting. The elected members shall hold office for a term of three years and thereafter be eligible for re-election.
c) No individual shall qualify as a member of the Council unless that individual is in agreement with the Statement of Faith.
The Council may appoint committees or sub-committees consisting of such members as it deems fit. The Chairman of the Council shall be ex-officio a member of all committees. The Council may delegate any of its powers and functions to such committees or sub-committees that shall in the exercise of the powers and carrying out of the functions so delegated conform to any directions which may have been given to it by the Council.
16. The Executive Director Southern Africa
The Council may employ a Southern Africa Executive Director and such other officers and employees as it deems fit, upon such terms and conditions as it may decide. The Executive Director shall be the chief executive officer of the Mission.
17. Board of Reference
The Board of Reference may be established. Membership of the Board will be on invitation by the Council. From time to time, the Council may identify people who possess the necessary expertise to advise the Mission in the attainment of its aims and may invite such people to join the Board. Membership of the Board is subject to the nominee being in agreement with the Mission’s Statement of Faith. Members of the Council may also be members of the Board. The Council may call meetings of the Board from time to time but the chief purpose of the Board will be to advise the Mission and its officers and employees. Board members will receive the minutes of council meetings and such other general correspondence, as the Council may deem appropriate.
The Chairman of the Council, the Honorary Treasurer and the Executive Director shall be the trustees of the Mission. The Council may appoint up to two additional trustees. Any two trustees shall be authorised to sign all powers of attorney and all other documents that are required in connection with the transfer of property to or by the Mission, the registration of mortgage bonds, documents in connection with bonds, contracts, cheques and other negotiable or transferable instruments and documents in connection with legal proceedings and who shall accept on behalf of the Mission service of all documents in connection with any legal proceedings.
19. Termination of membership
A person shall cease to be a Trustee or a member of the Council or the Board or a Committee, as the case may be,
a) Upon written resignation.
20. Banking Account
All monies paid to or received by the Mission shall as soon as possible after receipt be deposited with such bank or other financial institution in such banking or other account, as the case may be, as the Council may decide and shall be withdrawn from time to time as may be required.
21. Financial Year
The financial year of the Mission shall be from 1st January to 31st December.
22. Books of Account
Proper books of account of the affairs of the Mission shall be kept. The said books, together with all other papers and documents connected with or relating to the business or affairs of the Mission shall be kept at the Head Office of the Mission and shall at all times be accessible to members of the Council. The Council shall from time to time determine whether and to what extent and at what times and places and under what conditions or regulations the accounts and books of the Mission or any portion of them shall be open to inspection by people who are not members of the Council. The Council or the Mission in General Meeting may determine how and when any account, book or document of the Mission may be inspected.
The accounts of the Mission shall be audited at least annually by a registered accountant, not being a member of the Council.
23. Annual and Special General Meetings
i. TIME AND PLACE
The Annual General Meeting shall be held in such place and at such time after the 1st of January in each year as the Council may decide but no later than 30th June.
ii. ELIGIBLE VOTERS
People who have made a monetary donation to the Mission in the twelve months preceding the date of the Annual General Meeting and who are in agreement with the Statement of Faith may vote at the Annual General Meeting. Employees of the Mission and members of the Council may attend and vote at the Annual General Meeting. The foregoing persons are eligible voters.
The business of such meeting shall be to
a) Consider the Annual Report of the Mission and the audited statement of affairs of the Mission for the previous year
The Council may at any time call a Special General Meeting.
24. Notice of Meetings
Except as otherwise provided in this constitution, the following notice of meetings of the Mission shall be given
a) ANNUAL AND SPECIAL GENERAL MEETINGS
Annual and Special General Meetings shall be convened by notice published in the Mission’s magazine or any other appropriate medium at least fourteen days prior to the date of the meeting, specifying the objects for which such meeting is called.
b) COUNCIL AND BOARD MEETINGS
Council and Board meetings shall be convened by notice in writing, fax or e-mail to each Council or Board member, as the case may be, at least ten days prior to the date of meeting.
c) COMMITTEE MEETINGS
Committees or sub-committee meetings shall be convened by notice in writing, fax or e-mail to each committee member or sub-committee member at least ten days prior to the date of meeting.
Provided that verbal or shorter notice may be given with the approval of all members of the Council, Committees or Sub-Committees, as the case may be, for meetings of such bodies.
25. Procedure at Meetings
Except as is otherwise provided in this constitution, the following quorums are required at meetings of the Mission
i. ANNUAL GENERAL MEETING
Fifteen eligible voters.
ii. SPECIAL GENERAL MEETING
Fifteen eligible voters.
iii. COUNCIL MEETINGS
Three Council members
iv. COMMITTEE MEETINGS
Two Committee members.
v. BOARD MEETINGS
Three board members.
If a quorum is not present within half an hour of the time appointed for the meeting, the meeting shall stand adjourned to the same day in the next week and same time and place [unless it is a public holiday when it shall be held the week-day following]. Eligible voters or those members who are present, as the case may be, at such postponed meeting shall be a quorum and may transact any business for which the meeting was cancelled.
Except as otherwise provided in this Constitution, resolutions and questions arising at any meeting shall be decided by the majority of votes of members present. In the event of an equality of votes, the chairman of a meeting shall have a casting vote in addition to his deliberate vote. The Council may make provision for postal votes for such matters and under such conditions that it at its sole discretion may deem appropriate.
The Chairman of the Council shall be the chairman of all meetings of the Mission. In the absence of the Chairman, the meeting shall elect one of its members to act as chairman for the purpose of such meeting.
The Executive Director shall ensure that minutes of the proceedings and resolutions be kept of all meetings of the Mission.
Subject to the foregoing, proceedings at any meeting of the Mission shall be conducted in such manner as the Chairman may determine.
No official, member of Council, officer or employee of the Mission shall be liable
a) For the acts or omissions of any other official, member of Council, officer or employee of the Mission
27. Amendment of Constitution
No amendment of any provision of this constitution shall or may be made except at a Special General meeting called for that specific purpose or at an Annual General Meeting and with the sanction of at least two-thirds of the eligible voters present and voting at such a meeting.
No resolution for the dissolution of the Mission shall or may be made except at a Special General Meeting called for that specific purpose and with the sanction of at least two thirds of the eligible voters present and voting at such meeting.
Such Special General Meeting shall be convened by notice published in the Mission’s magazine and/or any other appropriate medium at least twenty-one days prior to the date of the meeting, specifying that the purpose for which such meeting is called is to consider the dissolution of the Mission and the disposal of its assets. The quorum at such meeting shall be fifteen eligible voters.
If upon the dissolution of the Mission there remain any assets whatsoever after the satisfaction of all its debts and liabilities, such assets shall not be paid to or distributed among the employees, council members or any other person associated with the Mission, but shall be given to such other registered welfare or Non-Profit Organisations, having similar objects to the Mission, as may be decided by the eligible voters at the Special General Meeting at which it was resolved to dissolve the Mission or, in default of such decision, as may be decided by the director of Non-Profit Organisations in South Africa or the corresponding authority in any other country in Southern Africa in respect of assets in such country.