HSA Constitution

Constitution of

Scuba Association
South Africa
Shortened name: HSASA

2. A. The organisation’s main objectives, are to:

2.1. To give disabled people of all races and genders from across the whole of South Africa, the opportunity and to make it possible for them to take part in the recreational sport of scuba diving. Thus making a difference in their lives and empowering them, by giving disabled people the opportunity to experience the underwater world and see the nature of God. The disabled people are taught the skills that are required to scuba dive – to show them that live does not end with a disability and they can do anything that they set their mind to.
2.2. improve the physical and social well-being of people living with disabilities – changing their lives completely
2.3. making a difference in the lives of disabled people by introducing them to scuba diving.
2.4. make sure that disabled people are given the same opportunity to receive excellent quality training, certification and dive adventures, as the able-bodied population does.
With the physical assistance of specially trained instructors and dive buddies, as well as with the financial assistance of our sponsors and by holding fundraising events, we are able to train less fortunate disabled people and take them on scuba diving trips, to dive in the sea.
2.5. raise funds to cover the costs involved in training disabled people to scuba dive and to take them on trips.

2. B. Core Values

2.1. We believe in-, support- and is passionate about people living with disabilities. We believe that disabled people:
* are of equal status to able-bodies.
* are no different to any other person, as they too have the same desires and aspirations than able-bodies have.
* are normal people who get the same things done as able-bodies do, but who just use different means to get it the job done.
* has the right to existence, to live a normal life and to enjoy their live to the full.
* have the right to participate in the same normal activities, as what able-bodies do.
* specifically have the right to participate in a recreational sport, such as scuba diving.
If you can breathe, you can dive. We do not see the limitations of disabled people, but rather see their capabilities and believe in developing these, so that they can live a more meaningful life.

3. The organisation shall:

a. Exist and function in its own right, independently from its members, dive instructors, and dive buddies.
b. Continue to exist even when its membership changes and/or when directors/office bearers changes.
c. Be able to own property and other possessions
d. Be able to sue in its own name
3.1. The organisation will keep a record of everything it owns.
3.2. The organization may not give or commit any of its money, goods or property to its members or office bearers. The only time that this can be done is when it pays for work that a member or office bearer has done for/and on behalf of the organization and that the work that was done, were in fact duly authorized by the management committee in terms of/and subjected to the rules and procedures governing the activities of the management committee. The payment that are done, must be for a reasonable amount and is market related.
3.3. A member of the organization can only get money back from the organization for duly authorized expenses that she/he has paid for or on behalf of the organization and payment will be subject to all the conditions put forward in 3.2 above.
3.4. Members, office bearers and associates, be they actual or potential beneficiaries of the organization, do not have any rights and/or retention rights over any of the things that belong to or placed under the control of the organization, whether such things are: moveable, fixed or intellectual goods and or assets.
3.4.1. None of the assets of the organization may be encumbered in anyway whatsoever.
3.4.2. None of the assets, goods and/or funds placed under the control of the organization may be encumbered in anyway by members and/or office bearers of the organization.
3.5. If the organization has funds that can be invested, the funds may only be invested with a confined registered financial institution and that such an institution will be registered as a deposit taking institution with the South African Reserve Bank. It is further understood that no funds placed with such an institution may constitute high risk and all portfolio’s so managed by these institutions must be done on a conservative basis. Also, no funds may be used to initiate/fund a high risk fundraising event.

4. Membership and General Meetings

4.1. If a person wants to become a member of the organization, she or he will have to ask the organization’s management committee. The management committee has the right to say no.
4.2. Members of the organization must attend its annual general meetings. At the annual general meeting members exercise their right to determine the policy of the organization.
4.3. If any paying member fails to attend 3 consecutive meetings, his/her membership will be forfeited.
4.4. The benefits of paying members and who becomes active members of HSASA non-profit company, are entitled to the following:
– he/she will qualify for 50% discount on accommodation- and gates fees at Miracle Waters. To become a member of HSASA NPC – a small yearly registration fee of R100, which needs to be paid into the H.S.A.S.A. account. HSA – HSA divers who are married or who has a care giver, can also apply for membership for his/her spouse/care-giver for also a R100 yearly membership fee – then the spouse/care-giver will also qualify for 50% discount on accommodation- and gate fees at Miracle Waters.
– the right of being part of the decision-making process in the framework of our vision and mission.
– making you eligible for possible sponsorships for dive-trips but subjected to terms and conditions.

5. Management

5.1. The directors will be the management committee and will manage the organization. The management committee will be made up of not less than 3 (three) members. They are the office bearers of the organization.
5.2. Who the organisation’s key constituency and stakeholders are, who should benefit from its work.
* Organisation’s key constituency and stakeholders. The three directors:
– Victor Hugo
– Melissa Leonard
– Leon Swart
* Who should benefit from its work. Beneficiaries of Handicapped Scuba Association South Africa are the disabled people whose income does not enable them to pay for the costs related to scuba diving.
5.3. No paying member can vote for the dismissal or termination of the HSASA NPC directors. The only time that a director can be removed from his/her position – is if he/she is found guilty of fraud; if the director passes or willingly steps down.
5.4. If a member of the management committee does not attend three management committee meetings, without having applied for and obtaining leave of absence from the management committee, then the management committee will find a new member to take that person’s place.
5.5. The management committee will meet as often as required.
5.6. More than half of management needs to agree to a decision, in order in order for anything to take effect.
5.7. Minutes will be taken at every meeting to record the management committee’s decisions. The minutes of each meeting will be given to management committee members at least two weeks before the next meeting. The minutes shall be confirmed as a true record of proceedings, by the next meeting of the Management Committee, and shall thereafter be signed by the Chairperson.
5.7.1 Notice of meetings for the management committee must be given in writing at least 2 weeks before the set meeting with confirmation of delivery to the registered address of the office bearer. It is further understood that a registered address may constitute a fax and or e-mail address.
5.8. The organization has the right to form Sub-committees. The decisions that sub-committees take must be given to the Management Committee. The Management Committee must decide whether to agree to them or not at its next meeting. This meeting should take place soon after the Sub-committee’s meeting. By agreeing to decisions the Management Committee ratifies them.
5.9. Office bearers in the sub-committees will serve their term of office which is one year, but they can stand for re-election for another term in office after that. Depending on what kind of services they give to the organization, they can stand for re-election onto office again and again. This is so long as their services are needed and they are ready to give their Services.
5.10. All members and non-members of the organization, have to abide by decisions that are taken by the Management Committee.

6. Powers of the Organization

The management committee may take on the power and authority that it believes it needs to be able to achieve the objectives that are stated in point number 2 of this constitution. Its activities must abide by the law and all the provisions of this constitution.
6.1. The management committee has the power and authority to raise funds or to invite and receive contributions. In the terms of the provisions and procedures set by the Management Committee in terms of the Constitution.
6.2. The management committee does, however, have the power to acquire any property that it needs to achieve its objectives.
6.3. The management committee has the right to make by-laws for proper management, including procedure for application, approval and termination of membership.
6.4. Organization Management Committee will decide on the powers and functions of office bearers in terms of the Constitution.

7. Meetings and procedures of the Committee

7.1. The Management Committee must hold at least two ordinary meetings each year.
7.2. The Chairperson, or two members of the Committee, can call a special meeting if they want to. But they must let the other Management Committee members know the date of the proposed meeting not less than 21 days before it is due to take place. They must also tell the other members of the Committee which issues will be discussed at the meeting. If, however, one of the matters to be discussed is to appoint a new Management Committee Member, and then those calling the meeting must give the other Committee Members not less than 30 days’ notice.
7.3. The Chairperson shall act as the Chairperson of the Management Committee. If the Chairperson does not attend a meeting, within 30 minutes of scheduled time then Members of the Committee who are present choose which one of them will chair that meeting. This must be done before the meeting starts.
7.4. There shall be a quorum whenever such a meeting is held
7.5. When necessary, the management committee will vote on issues. If the votes are equal on an issue, then the Chairperson has either a second or a deciding vote.
7.6. Minutes of all meetings must be kept safely and always be on hand for members to consult.
7.7. If the Management committee thinks it is necessary, then it can decide to set up one or more Sub-Committees. It may decide to do this to get some work done quickly. Or it may want to a Sub-Committee to do an inquiry, for example. There must be at least three people on a Sub-Committee. The Sub-Committee must report back to the Management Committee on its activities. It should do this regularly.

8. How the organisation intends to work, its broad principles and the basic structures for decision making and getting the work done as well dealing with the finances and assets of the organisation.

8.1. How the organisation intends to work and its broad principles:
– Our role in society: To engage and inspire individuals and communities to the benefit of the public. We are to conduct our activities with transparency, integrity and accountability.
– Governance: We are responsible for defining the mission of our organisation and to provide leadership and strategic direction to the organisation.
– Planning: Our duty is to engage in sound planning, define a clear vision for the future and specify strategies, goals and objectives for plan implementation.
– Transparency and Accountability: We openly convey information to the public about our mission, activities, accomplishments and decision-making processes.  Information should be easily accessible to the public, in order to create trust in our organisation.
– Fundraising: We responsibly use funds and open transparent communication with our contributors and other constituents.
– Financial Management: We comply with all legal financial requirements and will adhere to sound accounting principles that produce reliable financial information, ensure fiscal (financial) responsibility and build public trust.
– Evaluation: We measure our performance against a clear set of goals and objectives – to identify whether or not we reached our goals. This information, we will share with our constituents and public and we will use this information to continually improve the quality of our processes, programs and activities.

– The board members owe the organisation careful attention in the conduct of the board’s work and must always act in the best interest of the organisation.
– Provide disabled people with the opportunity to learn how to dive.
– Beneficiaries of sponsorships will be those who are not able to pay for their course. In order to qualify for a sponsorship, the applicant will first have to complete an application form on which the board of directors will sit and determine whether or not the applicant qualifies for the sponsorship.
– Applicants with no income or with a maximum income of R5000, will be considered for sponsorships.
8.2. Basic structures for decision making:
– The board operates solely as a group. The board will take official action at board meetings, except at board meetings, the individuals who serve on the board have no special powers unless the board has voted to give (“delegate”) responsibility for some task or specific area of work.
– Decisions with regard to the organisation and any steps to be taken, will be made collectively by the members of the board.
8.3. Getting the work done as well dealing with the finances and assets of the organisation:

– Developing an annual organisational plan – the work that the organisation will undertake in the coming year. It’s a practical one-year plan of action that includes objectives, activities and timelines – these will move us towards meeting the goals and objectives identified.

– Do a Needs-Assessment.
– We will need to hold fundraising events to raise money for the beneficiaries. We will also have to seek sponsors who will be willing to come on board with us and support our organisation.
– Continue to pay attention to donors even after they have contributed for the first time. Correspond regularly with donors, update them on the progress and achievements of the organisation and keep them aware of how much their support is helping the organisation to accomplish. Find creative ways to say “Thank you” and we should say thank you often. This will ensure in getting a second and third contribution.
– Draw up budgets to control the finances of the organisation.
– An annual audit will be done by an independent certified public accountant.

9. Annual general meetings

The annual general meeting must be held once every year, towards the end of the Organization’s financial year. The organization should deal with the following business, amongst others, at its annual general meeting:
1. Agree to the items to be discussed on the agenda.
2. Write down who is there and who has sent apologies because they cannot attend.
3. Read and confirm the previous meeting’s minutes with matters arising.
4. Chairperson’s report.
5. Treasurer’s report.
6. Changes to the constitution that members may want to make.
7. Elect new office bearers.
8. General.
9. Close the meeting.

10. Finance

10.1. An accounting officer shall be appointed at the annual general meeting. His/her duty is to audit and check on the finances of the organization.
10.2. The treasurer’s job is to control the day to day finances of the organization. The treasurer shall arrange for all funds to be put into a bank account in the name of the organization. The treasurer must also keep proper records of all the finances.
10.3. Whenever funds are taken out of the bank account, at least two directors of the organization must sign the withdrawal or cheque – unless with consent from the other directors an in emergency and in special circumstances, where exceptions are required.
10.4. The financial year of the organization ends on 31 of March.
10.5. The organization’s accounting records and reports must be ready and handed to the directors of the Non-profit Organizations within six months after the financial year end
10.6. If the organization has funds that can be invested, the funds may only be invested with registered financial institutions. The organization shall go to different banks to seek advice on the best way to look after its funds.

11. Terms and conditions with regards to trip course funding and general agreement:

11. 1. If an HSA diver can fund his own course or dive trip, then he/she must do so.
11.2. If an HSA diver cannot fund his own course or dive trip, then he/she can fill in an application form for consideration of sponsorship. Sponsorships will be granted on merit. We will strive to make it possible for every Hsa Diver to dive and where the funds are available. The board’s decision will be final.
Approved funds will be paid directly into the applicant’s account and it is the applicant’s responsibility to prove that he or she paid the approved amount into the relevant approved Dive School Charter etc. that has a trip for Hsa Divers. Receipt of payment will be required.
11.3. If an HSA INSTRUCTOR/dive buddy can fund his own dive trip, then he/she must do so.
11.4. If an HSA INSTRUCTOR/dive buddy cannot fund his own dive trip, then he/she can fill in an application form for consideration of sponsorship. Sponsorships will be granted on merit. We will strive to make it possible for every person to dive and assist as Instructor/Dive Buddy and where the funds are available. The board’s decision will be final.
Approved funds will be paid directly into the applicant’s account and it is the applicant’s responsibility to prove that he or she paid the approved amount into the relevant approved Dive School Charter etc. that has a trip for Hsa Divers. Receipt of payment will be required.
11.5. If any institute or person victimize, discredit, abuse, harass, threaten, slander, impersonate or intimidate the image of HSASA NPC, or causes any damage or loss to HSASA NPC property, or the immediate directors, or its sponsors – then they will be automatically and with immediate effect, without any notification, be removed from the list of beneficiaries, and will not qualify for any funds. This will be valid for two years in which an institution/person will be on probation, to prove its/their credibility and until trust has been restored.
11. 6. If it has been found that HSASA NPC and its directors, have been mislead or deceived in any way with regards to any request for financial support for beneficiaries from HSASA NPC – and that HSASA has been billed an amount that is higher than necessary, the institute/person in question, will be disqualified as of immediate effect from any future support from HSASA NPC and the institute or person will be prosecuted according to the South African Law.
11. 7. You will not use groups or comments to paste any information that is or is likely to be: discriminatory, hateful, false, inaccurate, threatening, defamatory, abusive, obscene, indecent, seditious, offensive, pornographic, harassing, profane, sexually oriented, invasive of a person’s privacy, liable to incite racial hatred, menacing, scandalous, inflammatory, blasphemous, in breach of confidence, or which may cause annoyance or inconvenience to HSASA NPC or otherwise be a breach of the law.
11.8. Respect and Dignity goes two ways. We will at all times, respect the dignity of every person involved at HSASA. Each person requires to show respect and courtesy at all times to HSASA NPC.
11.9. You must not make a posting that would be technically harmful (including, without limitation hacking, the introduction of computer viruses, logic bombs, Trojan horses, worms, harmful components, corrupted data or other malicious software).
A breach of any of the above, will be seen as a criminal offence and will be prosecuted by the law.

12. Changes to the constitution

12.1. The constitution can be changed by a resolution. The resolution has to be agreed upon and passed by not less than two thirds of the members who are at the annual General meeting or special general meeting. Members must vote at this meeting to change the constitution.
12.2. Two thirds of the members shall be present at a meeting (“the quorum”) before a decision change the constitution is taken. Any annual general meeting may vote upon sum a notion, like the detail of the changes are set out in the notice Referred to in 7.3.
12.3. A written notice must go out not less than fourteen (14) days before the meeting at which the changes to the constitution are going to be proposed. The notice must indicate the proposed changes to the constitution that will be discussed at the meeting.
12.4. No amendments may be made which would have the effect of making the organization cease to exist.

13. Dissolution/Winding-Up

13.1. The organization may close down if at least two-thirds of directors are present and voting at a meeting convened for the purpose of considering such matters, are in favour of closing down.
13.2. When the organization closed down it has to pay off all its debts. After doing this, if there is property or money left over it should not be paid or given to members of the organization. It should be given in some way to another non-profit organization that had similar objectives. The organization’s general meeting can decide what organization this should be.

14. Adoption of the Constitution

This Constitution was approved and accepted by the directors of: Handicapped Scuba Association South Africa.



Vic Hugo



Melissa Leonard



Leon Swart


Date Signed: 26th April 2017